US Foods director receives 2,204-share RSU grant

US Foods Holding Corp. director Carl Andrew Pforzheimer received an equity award of 2,204 shares of common stock in the form of restricted stock units.

Rhea-AI Filing Summary

US Foods Holding Corp. director Carl Andrew Pforzheimer received an equity award of 2,204 shares of common stock in the form of restricted stock units. The award was granted as compensation at no cash cost per share and increases his directly held position to 43,423 shares.

The restricted stock units granted on May 14, 2026 will vest on the earlier of the one-year anniversary of the grant date and the 2027 annual meeting of stockholders. Each unit converts into one share of common stock upon vesting, aligning the director’s compensation with shareholder value over this period.

Insider Trade Summary

Grant/Award: 2,204 shares

Grant/Award 1 txn

Insider Pforzheimer Carl Andrew

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,204	$0.00	$0.00

Holdings After Transaction: Common Stock — 43,423 shares (Direct)

Footnotes (1)

1. F1. Represents restricted stock units granted on May 14, 2026, which vests on the earlier of the one-year anniversary of the grant date and the 2027 annual meeting of stockholders. Each restricted stock unit represents a right to receive one share of the Issuer's common stock.

Key Figures

RSU grant size: 2,204 shares Price per share: $0.0000 per share Post-grant holdings: 43,423 shares +1 more

4 metrics

RSU grant size 2,204 shares Restricted stock units granted May 14, 2026

Price per share $0.0000 per share Compensation grant, not open-market purchase

Post-grant holdings 43,423 shares Total common stock directly held after transaction

Vesting condition Earlier of one year or 2027 meeting Vesting for 2,204 restricted stock units

Key Terms

restricted stock units, grant date, annual meeting of stockholders, common stock

4 terms

restricted stock units financial

"Represents restricted stock units granted on May 14, 2026, which vests on the earlier of the one-year anniversary"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

grant date financial

"granted on May 14, 2026, which vests on the earlier of the one-year anniversary of the grant date"

The grant date is the day a company formally gives an employee or contractor the right to receive stock-based compensation, such as stock options or restricted shares. It matters to investors because it fixes key terms—like the price, the start of the ownership clock, and when the award will affect the company’s financial statements and share count—so it can influence dilution, reported expenses, and potential future selling pressure.

annual meeting of stockholders financial

"vests on the earlier of the one-year anniversary of the grant date and the 2027 annual meeting of stockholders"

common stock financial

"Each restricted stock unit represents a right to receive one share of the Issuer's common stock."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

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

What insider transaction did US Foods (USFD) report for Carl Andrew Pforzheimer?

US Foods reported that director Carl Andrew Pforzheimer received 2,204 restricted stock units of common stock as a compensation grant. These units carry no cash purchase price and represent additional equity-based pay rather than an open-market stock purchase or sale.

How many US Foods (USFD) shares does Carl Andrew Pforzheimer hold after this grant?

After the May 14, 2026 grant, Carl Andrew Pforzheimer directly holds 43,423 shares of US Foods common stock. This total includes the 2,204 new restricted stock units, which will convert into shares when they vest under the grant’s terms.

When do the new US Foods (USFD) restricted stock units for Carl Andrew Pforzheimer vest?

The 2,204 restricted stock units granted to Carl Andrew Pforzheimer vest on the earlier of the one-year anniversary of the May 14, 2026 grant date and the 2027 annual meeting of stockholders, tying vesting to both time and the company’s governance calendar.

What does each restricted stock unit represent in the US Foods (USFD) Form 4 filing?

Each restricted stock unit represents a right to receive one share of US Foods common stock upon vesting. This structure delivers equity-based compensation that becomes actual shares over time, directly linking the director’s compensation to future company performance and share value.

Was there a purchase price for Carl Andrew Pforzheimer’s US Foods (USFD) equity grant?

The grant to Carl Andrew Pforzheimer carried a price per share of $0.0000, indicating it is a compensation award rather than a cash purchase. He receives the 2,204 restricted stock units as part of his director compensation package, subject to the stated vesting schedule.

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

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Accepted by SEC EDGAR 05/18/2026 - 04:54 PM Learn about SEC filing dates

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^*

Pforzheimer Carl Andrew

(Last) (First) (Middle)

9399 WEST HIGGINS ROAD

SUITE 100

(Street)

ROSEMONT ILLINOIS 60018

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
US Foods Holding Corp. [ USFD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/14/2026		A		2,204	A	$0(1)	43,423	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. Represents restricted stock units granted on May 14, 2026, which vests on the earlier of the one-year anniversary of the grant date and the 2027 annual meeting of stockholders. Each restricted stock unit represents a right to receive one share of the Issuer's common stock.

Remarks:

	/s/ Alexander J. Vargas Attorney In Fact	05/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)