US Foods Holding Corp.'s SEC filings document results and governance for a public foodservice distributor. Form 8-K reports furnish earnings releases with sales, case volume, gross profit, net income, Adjusted EBITDA, EPS, operating cash flow, capital expenditures and share repurchase activity. Regulation FD disclosures cover guidance updates, long-range plan commentary, investor conference materials and capital-allocation announcements.
The company's proxy materials disclose board and shareholder voting matters, executive compensation and related governance information. Periodic-report references in the filing record connect operating results to risk factors and management's discussion and analysis for the foodservice distribution business.
US Foods Holding Corp. announced a Board leadership transition. Chief Executive Officer Dave Flitman has assumed the additional role of Chair of the Board, combining day-to-day management with Board leadership. Former Chair David Tehle remains on the Board and has been elected Lead Independent Director, maintaining a strong independent oversight role.
The company highlights Flitman’s track record over the past three and a half years, citing improvements in safety performance, market share, supply chain productivity, customer service and earnings per share growth. US Foods continues to position its governance structure to support long-term strategic direction and shareholder interests.
US Foods Holding Corp. Schedule 13G/A shows Capital World Investors reports beneficial ownership of 7,795,101 shares of common stock, representing 3.5% of 220,242,295 shares outstanding as of 03/31/2026. The filer reports sole voting and sole dispositive power over the shares. The filing is signed by a Capital Research and Management Company officer on 05/13/2026.
US Foods Holding Corp. reported modestly higher results for the 13 weeks ended March 28, 2026. Net sales rose 2.8% to $9,610 million, driven by 1.4% total case growth and 1.0% food cost inflation. Gross profit increased to $1,653 million, though margin ticked down to 17.2% as LIFO expense climbed to $38 million from $5 million a year earlier.
Operating income slipped to $216 million from $224 million as operating expenses grew 3.4%. Net income was essentially flat at $116 million, with diluted EPS at $0.52 versus $0.49. Adjusted EBITDA improved 6.2% to $413 million, or 4.3% of net sales. Operating cash flow was $294 million, down from $391 million, reflecting higher tax payments and working capital changes.
The company ended the quarter with total assets of $14.2 billion and total debt of $5.2 billion. It continued returning capital to shareholders, repurchasing about 1.4 million shares for approximately $125 million under existing buyback authorizations, including settlement of a $250 million accelerated share repurchase launched in 2025.
US Foods Holding Corp. reported first quarter fiscal 2026 net sales of $9.6 billion, up 2.8% from the prior year, as total case volume grew 1.4% and independent restaurant case volume rose 4.6%.
Net income increased 0.9% to $116 million and diluted EPS rose to $0.52. Adjusted EBITDA grew 6.2% to $413 million, while Adjusted Diluted EPS increased 14.7% to $0.78, reflecting margin expansion and higher adjusted profitability. Cash flow from operations was $294 million and cash capital expenditures were $98 million. Net Debt was $5.1 billion, with a net leverage ratio of 2.6x.
The company repurchased 1.4 million shares for $125 million and reaffirmed its full-year 2026 outlook, targeting net sales growth of 4%–6%, Adjusted EBITDA growth of 9%–13% and Adjusted Diluted EPS growth of 18%–24%, including the benefit of a 53rd week.
US Foods Holding Corp reported a Schedule 13G showing Vanguard Capital Management beneficially owned 11,588,192 shares of Common Stock, representing 5.26% of the class as of 03/31/2026. The filing states Vanguard has sole dispositive power over 11,588,192 shares and sole voting power over 1,687,278 shares. The filing attributes ownership to Vanguard Capital Management and affiliated business divisions and is signed on 04/30/2026.
US Foods Holding Corp. is asking stockholders at its virtual May 14, 2026 annual meeting to elect eight directors, approve executive pay on an advisory basis, ratify Deloitte as auditor for 2026, and amend its charter to let holders of 25% of shares call a special meeting.
The Board is majority independent, with all key committees fully independent and chaired by women. Governance practices include annual director elections, a majority vote standard, no poison pill, robust stock ownership guidelines, and an independent Board Chair. The company highlights broad director skills in food, supply chain, finance, technology, and human capital, plus active refreshment.
Executive pay is structured around base salary, an annual bonus tied mainly to Adjusted EBITDA, cost and market share metrics, and long-term equity split between time-based and performance-based RSUs linked to multi‑year Adjusted EBITDA growth and ROIC, with stock price-based multipliers for added stretch. For 2025, Adjusted EBITDA rose 11% to a record $1.932 billion, margin reached 4.9%, and Adjusted diluted EPS grew 26% to $3.98, supporting higher long-term incentive targets and a 7.7% CEO salary increase to $1.4 million. The prior Say‑on‑Pay vote received 96% support, and the Board again recommends a “FOR” vote on executive compensation and all other proposals.
US Foods Holding Corp. EVP and CFO Dirk J. Locascio reported multiple stock transactions in the company’s common stock. On March 30, 2026, he sold 20,000 shares in an open-market transaction at $91.19 per share under a Rule 10b5-1 trading plan adopted on November 25, 2025.
He also made a bona fide gift of 85,464 shares and transferred 42,732 shares to each of The Debra Locascio 2022 Living Trust and The Dirk J. Locascio 2022 Living Trust. Following these moves, he holds 20,798 shares directly and additional shares indirectly through the two living trusts, which are deemed beneficially owned by him.
US Foods Holding Corp. executive Randy J. Taylor received 8,528 shares of common stock at $0 per share upon vesting and settlement of performance stock units granted on March 27, 2023, for fiscal years 2023–2025. To cover related taxes, 3,868 shares from performance stock units and 791 shares from restricted stock units were withheld, based on a price of $90.86 per share. After these compensation and tax-withholding entries, Taylor directly holds 74,889 shares of US Foods common stock.
US Foods Holding Corp. executive James David Works Jr. received 25,011 shares of common stock upon vesting and settlement of performance stock units granted on March 27, 2023, tied to performance over fiscal years 2023–2025. To cover related tax obligations, 13,088 shares were withheld through two share dispositions. After these compensation-related transactions, he directly holds 106,738 shares of US Foods common stock.
US Foods Holding Corp. Chief Executive Officer David E. Flitman reported equity compensation activity involving company common stock. He acquired 164,050 shares on March 27, 2026 from the vesting and settlement of performance stock units granted on March 27, 2023, based on performance over fiscal years 2023–2025.
To cover related tax obligations, 74,397 shares were withheld in connection with the vesting of performance stock units and 15,216 shares were withheld in connection with the vesting of restricted stock units, both at $90.86 per share. After these transactions, Flitman directly owned 497,587 shares of US Foods common stock.