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UNFI Insider Filing: 38,265 Performance Shares Settled for CEO

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Douglas J. Alexander Jr., Chief Executive Officer and director of United Natural Foods, Inc. (UNFI), reported the settlement of 38,265 performance share units (PSUs) on 09/30/2025 following certification of performance under a PSU award granted on October 6, 2022. The PSUs were settled one-for-one into common shares with no cash purchase price, increasing his beneficial ownership to 420,470 shares. The filing also reports an indirect holding of 600 shares held by his spouse. The Form 4 was signed by a power-of-attorney on 10/01/2025.

Positive

  • Performance-based compensation settled: 38,265 PSUs converted to shares, showing pay tied to performance certification
  • No cash required: PSUs settled one-for-one with $0 purchase price, preserving executive liquidity

Negative

  • None.

Insights

TL;DR: Routine executive equity settlement; modest increase in insider ownership from performance award.

The reported transaction is a non-cash settlement of PSUs earned under a 2022 grant, converting 38,265 PSUs into the same number of common shares on 09/30/2025. This is standard executive compensation recognition following Committee certification of performance targets. The change raises the CEO's beneficial ownership to 420,470 shares, which is material for insider ownership tracking but represents a routine, pre-approved settlement rather than a market purchase or sale. There is no cash outlay and no exercise price associated with these shares.

TL;DR: Governance process appears normal; disclosure shows awarded PSUs were settled per plan terms.

The Form 4 discloses conversion of PSUs following Compensation Committee certification, consistent with typical incentive plan governance. The filing specifies the award date (October 6, 2022) and settlement mechanics (one-for-one share settlement, no purchase price). The presence of a power-of-attorney signature is a routine administrative detail. There are no indications in this filing of departures from stated equity plan procedures or unusual related-party transactions.

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).
1. Name and Address of Reporting Person*
DOUGLAS J ALEXANDER JR

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
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 09/30/2025 A 38,265(1) A $0(2) 420,470 D
Common Stock 600 I By spouse
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. Reflects the number of performance share units ("PSUs") earned after the Compensation Committee's certification to the achievement of performance under the terms of a PSU award granted on October 6, 2022.
2. PSUs are settled in shares of common stock on a one-for-one basis. Accordingly, there was no purchase price paid by the reporting person.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Jody L. Hyvarinen, Power-of-Attorney, in fact 10/01/2025
** 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.

FAQ

What transaction did UNFI CEO Douglas J. Alexander Jr. report on Form 4?

He reported the settlement of 38,265 performance share units (PSUs) into common stock on 09/30/2025.

How many shares does Douglas Alexander beneficially own after this Form 4?

The filing shows 420,470 shares beneficially owned following the reported transaction.

Was there any purchase price paid for the converted PSUs?

No. The PSUs were settled one-for-one into shares with a reported purchase price of $0.

Does the filing show any indirect holdings by the reporting person?

Yes. The filing reports an indirect holding of 600 shares held by the reporting person’s spouse.

When was the original PSU award granted that converted into shares?

The PSUs were granted on October 6, 2022, per the filing’s explanation.
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2.15B
59.66M
2%
99.38%
8.11%
Food Distribution
Wholesale-groceries, General Line
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United States
PROVIDENCE