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UNFI officer share reduction via tax-withholding of 2,873 shares

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

United Natural Foods, Inc. (UNFI) reported insider changes for 10/06/2025 by reporting person Danielle Benedict, who is the company's Chief Human Resources Officer and an officer-level reporting person. The filing shows two non-derivative dispositions that together reduced her direct holdings by 2,873 shares at a reported price of $41.37 per share. After the reported transactions, she directly beneficially owned 95,098 shares and then 93,175 shares (reflecting the two line items shown).

The filing clarifies these were not open-market sales but shares retained by the company to satisfy withholding taxes upon vesting: 950 shares from restricted stock units and 1,923 shares from performance-based restricted stock units. The signature indicates the Form 4 was filed by a power-of-attorney on 10/08/2025.

Positive

  • Transaction was tax withholding for vested RSUs and PSU awards, not an open-market sale
  • Reporting person retains substantial direct ownership: 93,175 shares after transactions

Negative

  • Total holdings decreased by 2,873 shares on 10/06/2025
  • Disposition recorded at $41.37 per share, reducing immediate share count

Insights

TL;DR: Officer share reductions were withholding-based, not open-market sales.

The reported disposals on 10/06/2025 total 2,873 shares at $41.37, and are described as shares retained by the company to cover withholding taxes from vested restricted stock and performance-based restricted stock units. This indicates the change results from compensation settlement mechanics rather than a voluntary cash sale.

The primary dependency is the vesting schedule and tax withholding mechanics for equity awards; there is no disclosure of additional sales or changes to grant terms. Monitor upcoming filings for further vesting events or open-market transactions within the next reporting cycle.

Insider Benedict Danielle
Role Chief Human Resources Officer
Type Security Shares Price Value
Tax Withholding Common Stock 950 $41.37 $39K
Tax Withholding Common Stock 1,923 $41.37 $80K
Holdings After Transaction: Common Stock — 95,098 shares (Direct)
Footnotes (1)
  1. Shares retained by the Company for the payment of withholding taxes in connection with the vesting of previously granted restricted stock units. Shares retained by the Company for the payment of withholding taxes in connection with the vesting of previously granted performance-based restricted stock units.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Benedict Danielle
(Last) (First) (Middle)
C/O UNITED NATURAL FOODS, INC.
15 PARK ROW WEST, SUITE 302
(Street)
PROVIDENCE RI 02903
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNITED NATURAL FOODS INC [ UNFI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Human Resources Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/06/2025 F 950(1) D $41.37 95,098 D
Common Stock 10/06/2025 F 1,923(2) D $41.37 93,175 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Shares retained by the Company for the payment of withholding taxes in connection with the vesting of previously granted restricted stock units.
2. Shares retained by the Company for the payment of withholding taxes in connection with the vesting of previously granted performance-based restricted stock units.
Remarks:
/s/ Jody L. Hyvarinen, Power-of-Attorney, in fact 10/08/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What did UNFI insider Danielle Benedict report on Form 4?

The filing reports two dispositions on 10/06/2025 totaling 2,873 shares at $41.37 per share, attributable to company withholding for taxes on vested equity awards.

Were these shares sold in the open market (UNFI)?

No. The filing states the shares were retained by the company to satisfy withholding taxes related to vested restricted stock units and performance-based restricted stock units.

How many UNFI shares does the reporting person own after the transaction?

The filing shows direct beneficial ownership of 93,175 shares following the reported transactions.

What price per share is shown on the Form 4 for these transactions?

Both disposition line items are reported at $41.37 per share.

When was the Form 4 signed or filed for these UNFI transactions?

The signature by power-of-attorney is dated 10/08/2025.