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US Foods appoints Lisa M. Lambert to nine-seat board

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Form Type
8-K

Rhea-AI Filing Summary

US Foods Holding Corp. (USFD) expanded its board to nine directors and appointed Lisa M. Lambert, effective November 12, 2026. The board determined that Lambert is independent under New York Stock Exchange rules, SEC regulations and the company’s Corporate Governance Guidelines; she had not yet been assigned to a board committee.

Lambert is founder and CEO of Whitestone Investors III, LLC, and previously served as Chief Investment Officer, Private Markets, at George Kaiser Family Foundation from 2023 to 2025 and Chief Technology and Innovation Officer at National Grid from 2018 to 2023. Her board compensation will be commensurate with that of other non-employee directors, including a prorated 2026 annual equity grant.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Board size 9 directors Following the board expansion and Lambert’s appointment, effective November 12, 2026.
Customer locations approximately 250,000 locations US Foods says it partners with approximately this many customer locations.
Broadline locations more than 70 locations US Foods company profile.
Cash and carry stores more than 90 stores US Foods company profile.
Associates 30,000 associates US Foods company profile.
large-scale operations technology technical
"deploying large-scale operations technology"
private markets financial
"Chief Investment Officer, Private Markets"
Private markets are places where investors buy and sell ownership in companies, debt, or assets that are not listed on public stock exchanges — think direct stakes in a start-up, private company, real estate project, or loan. They matter to investors because these deals can offer higher potential returns and diversification but come with less transparency, limited ability to sell quickly, and more uncertainty, like owning a whole house versus trading shares of a real estate fund.
safe harbor for forward-looking statements regulatory
"claims the protection of the safe harbor for forward-looking statements"
A legal protection that allows companies to discuss plans, goals or expectations about the future without automatically being sued if those projections turn out wrong, provided they clearly label them as forward-looking and include cautionary language. It matters to investors because it lets management share forecasts and strategies—like a weather forecast for a business—while signaling that outcomes are uncertain, so investors should weigh stated assumptions and listed risks rather than treat projections as guarantees.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did USFD appoint Lisa M. Lambert to its board?

US Foods said Lambert brings expertise in large-scale technology strategy and execution, digital solutions, AI and cybersecurity, and that her experience will support the company’s technology roadmap.

How many directors are on USFD’s board after Lisa M. Lambert’s appointment?

The board was expanded to nine directors, effective November 12, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 12, 2026
_____________________________________________________________________________________

US FOODS HOLDING CORP.
(Exact name of registrant as specified in its charter)
 
Delaware001-3778626-0347906
(State or other jurisdiction of
incorporation)
(Commission File Number)(I.R.S. Employer
Identification Number)
9399 W. Higgins Road, Suite 100
Rosemont, IL 60018
(Address of principal executive offices) (Zip code)

(847) 720-8000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
  
 Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareUSFDNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐






Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 12, 2026, the Board of Directors (the “Board”) of US Foods Holding Corp. (the “Company”) increased the size of the Board to nine directors and appointed Lisa M. Lambert to the Board, effective immediately.

The Board has determined that Ms. Lambert is independent under the rules of the New York Stock Exchange, the regulations of the U.S. Securities and Exchange Commission and the Company’s Corporate Governance Guidelines. As of the date of this Current Report on Form 8-K, the Board has not yet named Ms. Lambert to a committee of the Board. There is no arrangement or understanding between Ms. Lambert and any other person pursuant to which Ms. Lambert was elected as a director. There are no transactions in which Ms. Lambert had or will have an interest that would be required to be disclosed pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Ms. Lambert will receive compensation for Board service commensurate with the Company’s other non-employee directors (including a prorated annual equity grant for 2026 in connection with her appointment), which compensation is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 2, 2026.

Item 7.01Regulation FD Disclosure.
A copy of the press release, which includes certain biographical information of Ms. Lambert, is furnished as Exhibit 99.1 and incorporated herein by reference. The information set forth in this Item 7.01 and in the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Item 9.01. Financial Statements and Exhibits.
(d) Exhibits

Exhibit
Number
Description
10.1
Press Release, dated November 12, 2026
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
DATED: November 12, 2026US Foods Holding Corp.
By:/s/ Timothy D. Johnson
Timothy D. Johnson
Executive Vice President, Chief Legal Officer
and Corporate Secretary



Exhibit 99.1
image_0.jpgimage_1.jpg 
INVESTOR CONTACT:            MEDIA CONTACT:
Mike Neese            Sara Matheu
(847) 232-5894            (773) 580-3775

Michael.Neese@usfoods.com            Sara.Matheu@usfoods.com

US FOODS ANNOUNCES APPOINTMENT OF LISA M. LAMBERT TO BOARD OF DIRECTORS
Appointment Enhances Board Governance of Company’s Technology Strategy and Execution, Including Transformative AI Initiatives

ROSEMONT, Ill. — Nov. 12, 2026 — US Foods Holding Corp. (NYSE: USFD), one of America’s largest foodservice distributors, announced today that Lisa M. Lambert has been appointed to the Board of Directors, effective Nov. 12, 2026.

“Lisa brings deep expertise in large-scale technology strategy and execution, digital solutions, transformative AI and cybersecurity,” said Dave Flitman, Chair of the Board and CEO of US Foods. “Her track record of delivering strategic value in technology advancements will help accelerate our industry-leading technology roadmap aimed at deepening our differentiation, driving volume growth and improving our supply chain productivity. We look forward to the many benefits her insights and experience will provide to US Foods.”

Lambert currently serves as the Founder and Chief Executive Officer of Whitestone Investors III, LLC, a venture capital firm dedicated to fueling the growth of technology startups. Prior to this, she was the Chief Investment Officer, Private Markets, for George Kaiser Family Foundation from 2023–2025, overseeing private investment portfolios and leading software and AI investments in the enterprise, consumer, energy and mobility sectors. From 2018–2023, she served as Chief Technology and Innovation Officer at the multinational electricity and gas utility company, National Grid plc, where she was responsible for deploying large-scale operations technology across a complex industrial utility with significant consumer-facing operations.

Currently, Lambert is a director at Lucid Group, Inc. She also serves as the Founder, Chief Executive Officer and Chair of UPWARD, a global nonprofit network advancing the careers of executive women.

About US Foods
With a promise to help its customers Make It, US Foods is one of America’s great food companies and a leading foodservice distributor, partnering with approximately 250,000 customer locations to help their businesses succeed. With more than 70 broadline locations and more than 90 cash and carry stores, US Foods and its 30,000 associates provides its customers with a broad and innovative food offering and a comprehensive suite of e-commerce, technology and business solutions. US Foods is headquartered in Rosemont, Ill. Visit www.usfoods.com to learn more.




Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements about future results of operations and other statements which are not purely historical facts or that necessarily depend upon future events. These statements often include words such as “believe,” “target,” “seek,” “will,” “may,” or similar expressions (although not all forward-looking statements may contain such words). These statements are not guarantees of future performance or results and are subject to risks, uncertainties and other important factors, many of which are beyond our control, that could cause actual results to differ materially from those expressed in the forward-looking statements. More information on these risks and other potential factors that could affect the Company’s business, reputation, results of operations, financial condition, and stock price is included in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s most recently filed periodic reports on Form 10-K and Form 10-Q and subsequent filings with the Securities and Exchange Commission. All forward-looking statements included in this press release are based on information available to us on the date hereof. For these statements, the Company claims the protection of the safe harbor for forward-looking statements in the Private Securities Litigation Reform Act. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Except to the extent required by law, the Company does not undertake, and expressly disclaims, any duty or obligation to update publicly any forward-looking statement.


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Filing Exhibits & Attachments

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