United Natural Foods (UNFI) officer reports 18,198 RSU grant and tax share withholdings

Rhea-AI Filing Summary

United Natural Foods, Inc. reported insider equity activity for one of its officers, listed as President, Natural & CSCO. On December 18, 2025, the officer received a grant of 18,198 restricted stock units (RSUs) under the Fifth Amended and Restated 2020 Equity Incentive Plan at a stated price of $0. These RSUs vest in three equal annual installments beginning on December 18, 2026, with each RSU delivering one share of common stock upon vesting.

On December 19, 2025 and December 21, 2025, the filing shows dispositions of 2,032 and 2,456 shares of common stock, respectively, at a price of $33.59 per share, identified as shares retained by the company to cover withholding taxes related to vesting of previously granted RSUs. After these transactions, the officer directly beneficially owned 61,119 shares of United Natural Foods common stock.

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

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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^*

Bushway Mark

(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)
	President, Natural & CSCO

3. Date of Earliest Transaction (Month/Day/Year)
12/18/2025

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	12/18/2025		A		18,198(1)	A	$0	65,607	D
Common Stock	12/19/2025		F		2,032(2)	D	$33.59	63,575	D
Common Stock	12/21/2025		F		2,456(2)	D	$33.59	61,119	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. This restricted stock unit ("RSU") award was granted pursuant to the Fifth Amended and Restated 2020 Equity Incentive Plan and will vest in three equal annual installments beginning on December 18, 2026. Each RSU represents the right to receive one share of common stock upon vesting in accordance with the terms of the reporting person's RSU agreement.

2. Shares retained by the Company for the payment of withholding taxes in connection with the vesting of previously granted RSUs.

Remarks:

	/s/ Jody L. Hyvarinen, Power-of-Attorney, in fact	12/22/2025
	** 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 insider transactions did UNFI report in this Form 4?

The filing reports that an officer of United Natural Foods, Inc. (UNFI) received a grant of 18,198 restricted stock units on December 18, 2025, and that shares were withheld on December 19, 2025 and December 21, 2025 to cover taxes on previously vested RSUs.

How many UNFI restricted stock units were granted to the officer and on what terms?

The officer was granted 18,198 RSUs under the Fifth Amended and Restated 2020 Equity Incentive Plan on December 18, 2025. The award will vest in three equal annual installments beginning on December 18, 2026, and each RSU represents the right to receive one share of UNFI common stock upon vesting.

Why did UNFI retain some shares from the officer at $33.59 per share?

The filing explains that 2,032 shares on December 19, 2025 and 2,456 shares on December 21, 2025 were retained by the company at a price of $33.59 per share to pay withholding taxes in connection with the vesting of previously granted RSUs.

What is the officer’s UNFI stock ownership after these transactions?

Following the reported RSU grant and share withholdings, the officer directly beneficially owned 61,119 shares of United Natural Foods, Inc. common stock.

What role does the reporting person hold at United Natural Foods (UNFI)?

The reporting person is identified as an officer of United Natural Foods, Inc., with the title President, Natural & CSCO, and is not listed as a director or 10% owner.

How do the UNFI RSUs from this filing vest over time?

The 18,198 RSUs granted on December 18, 2025 will vest in three equal annual installments, starting on December 18, 2026. Upon each vesting date, the officer is entitled to receive one share of UNFI common stock for each vested RSU.