US Foods (NYSE: USFD) executive withholds shares to cover RSU tax bill

Rhea-AI Filing Summary

US Foods Holding Corp. executive officer Randy J. Taylor reported routine share withholdings to cover taxes on vested restricted stock units. On March 24 and 25, 2026, a total of 2,681 shares of common stock were withheld for tax obligations, leaving Taylor with 71,020 shares held directly after the latest transaction. These F-code transactions are not open-market sales but administrative dispositions linked to equity-based compensation.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Taylor Randy J

Role See Remarks

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,523	$92.48	$141K
Tax Withholding	Common Stock	1,158	$91.13	$106K

Holdings After Transaction: Common Stock — 71,020 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Taylor Randy J

(Last) (First) (Middle)

9399 W. HIGGINS RD., 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)

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

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		1,158(1)	D	$91.13	72,543	D
Common Stock	03/25/2026		F		1,523(1)	D	$92.48	71,020	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:

EVP, Field Operations and Local Sales

	/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 transactions did US Foods (USFD) report for Randy J. Taylor?

US Foods reported that executive officer Randy J. Taylor had shares withheld to cover taxes on vested restricted stock units. Two F-code transactions on March 24 and 25, 2026, disposed of a combined 2,681 common shares as tax-withholding, not open-market sales.

How many US Foods (USFD) shares were withheld for Randy J. Taylor’s taxes?

A total of 2,681 US Foods common shares were withheld for Randy J. Taylor’s tax obligations. The Form 4 shows 1,158 shares withheld on March 24, 2026, and 1,523 shares withheld on March 25, 2026, tied to restricted stock unit vesting.

Did Randy J. Taylor sell US Foods (USFD) shares in the open market?

No, the Form 4 shows tax-withholding dispositions, not open-market sales. Both transactions are coded “F,” meaning shares were delivered back to the issuer to satisfy tax liabilities triggered by restricted stock unit vesting, a routine administrative equity compensation event.

How many US Foods (USFD) shares does Randy J. Taylor hold after these transactions?

After the latest tax-withholding transaction, Randy J. Taylor directly holds 71,020 US Foods common shares. The March 25, 2026 entry lists this post-transaction balance, providing context that the 2,681 shares withheld for taxes represent a relatively small portion of his position.

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

Transaction code “F” indicates payment of exercise price or tax liability by delivering securities. In this US Foods Form 4, it shows that Randy J. Taylor’s shares were withheld to cover tax obligations from restricted stock unit vesting, not discretionary buying or selling.

Are Randy J. Taylor’s US Foods (USFD) Form 4 transactions considered routine?

Yes, the reported Form 4 transactions are routine tax-withholding events. Both entries reflect automatic share dispositions to satisfy tax liabilities from restricted stock unit vesting, with no open-market trading. Such events are common in equity compensation programs for senior executives.