US Foods (USFD) CEO has 20,600 shares withheld for RSU taxes

Rhea-AI Filing Summary

US Foods Holding Corp. Chief Executive Officer David E. Flitman reported routine share dispositions related to tax withholding on vested equity awards. On March 24, 10,490 shares of common stock were withheld at $91.13 per share, and on March 25, 10,110 shares were withheld at $92.48 per share.

These Form 4 entries are coded “F,” meaning the shares were delivered to cover tax obligations tied to restricted stock unit vesting, not sold in open-market transactions. After these transactions, Flitman directly holds 423,150 shares of US 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^*

Flitman David E

(Last) (First) (Middle)

9399 W. HIGGINS RD

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

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	03/24/2026		F		10,490(1)	D	$91.13	433,260	D
Common Stock	03/25/2026		F		10,110(1)	D	$92.48	423,150	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. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units.

Remarks:

	/s/ Alexander J. Vargas, Attorney-in-Fact	03/26/2026
	** 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)

FAQ

What insider transaction did US Foods (USFD) CEO David Flitman report?

David Flitman reported share dispositions to cover tax obligations on vested restricted stock units. On March 24 and 25, a total of 20,600 US Foods common shares were withheld, rather than sold in the open market, as part of routine equity compensation tax settlement.

How many US Foods (USFD) shares were withheld for David Flitman’s taxes?

A total of 20,600 US Foods common shares were withheld to satisfy David Flitman’s tax obligations. The Form 4 shows 10,490 shares at $91.13 on March 24 and 10,110 shares at $92.48 on March 25, all coded as tax-withholding dispositions.

Were David Flitman’s US Foods (USFD) transactions open-market sales?

No, the reported transactions were not open-market sales. The Form 4 uses code “F,” indicating shares were delivered to cover tax liabilities from restricted stock unit vesting, meaning the company withheld shares instead of Flitman selling them on the market.

How many US Foods (USFD) shares does CEO David Flitman hold after these transactions?

After the reported tax-withholding dispositions, David Flitman directly holds 423,150 US Foods common shares. This post-transaction balance reflects his remaining equity position following the withholding of 20,600 shares tied to the vesting of restricted stock units.

What does transaction code "F" mean in the US Foods (USFD) Form 4 filing?

Transaction code “F” indicates shares were used to pay an exercise price or tax liability. In this case, US Foods withheld common shares from David Flitman to satisfy tax obligations arising from restricted stock unit vesting, rather than recording a discretionary market sale.