US Foods CFO receives stock unit award

Locascio Dirk J. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Locascio Dirk J. reported acquisition or exercise transactions in this Form 4 filing.

US Foods Holding Corp. executive vice president and chief financial officer Dirk J. Locascio received a grant of 13,434 restricted stock units on March 23, 2026. These units vest annually in three equal installments beginning on March 23, 2027, with each unit representing one share of common stock.

Following this award, Locascio directly holds 118,511 shares of common stock. He also beneficially owns 20,000 shares through The Debra Locascio 2022 Living Trust and 79,285 shares through The Dirk J. Locascio 2022 Living Trust.

Insider Trade Summary

Grant/Award: 13,434 shares

Grant/Award 3 txns

Insider Locascio Dirk J.

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	13,434	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 118,511 shares (Direct); Common Stock — 20,000 shares (Indirect, Trust DL); Common Stock — 79,285 shares (Indirect, Trust DJL)

Footnotes (3)

1. F1. Represents restricted stock units granted on March 23, 2026, which vest annually in three equal installments beginning on March 23, 2027. Each restricted stock unit represents a right to receive one share of the Issuer's common stock.
2. F2. Represents shares held by The Debra Locascio 2022 Living Trust, all of which are deemed beneficially owned by Mr. Locascio.
3. F3. Represents shares held by The Dirk J. Locascio 2022 Living Trust, all of which are deemed beneficially owned by Mr. Locascio.

FAQ

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

What did US Foods (USFD) CFO Dirk Locascio receive in this Form 4 filing?

Dirk Locascio received a grant of 13,434 restricted stock units. The award is part of his equity compensation and gives him the right to receive an equal number of US Foods common shares as the units vest over time.

How do the new restricted stock units for USFD’s CFO vest over time?

The 13,434 restricted stock units vest in three equal annual installments. Vesting begins on March 23, 2027, meaning one-third of the units convert into common shares each year over a three-year period, subject to continued service and plan terms.

How many US Foods (USFD) shares does the CFO hold directly after this grant?

After the grant, Dirk Locascio directly holds 118,511 shares of US Foods common stock. This figure reflects his direct ownership position reported in the Form 4 and excludes additional shares he beneficially owns through family trusts.

What indirect US Foods (USFD) holdings does the CFO report through trusts?

Dirk Locascio is deemed to beneficially own 20,000 shares held by The Debra Locascio 2022 Living Trust and 79,285 shares held by The Dirk J. Locascio 2022 Living Trust. Both trust-held positions are reported as indirect ownership in the Form 4 filing.

Is the US Foods (USFD) CFO’s stock award an open-market purchase or compensation grant?

The transaction is a compensation-related grant, not an open-market purchase. It is coded as an award acquisition, with restricted stock units granted at no cash cost per share as part of Dirk Locascio’s executive compensation package.

Does this USFD Form 4 indicate any stock sales by the CFO?

The filing does not report any stock sales by Dirk Locascio. It records one acquisition transaction for 13,434 restricted stock units and updates his direct and indirect holdings, with no dispositions or open-market sales shown in the summarized data.

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

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Accepted by SEC EDGAR 03/24/2026 - 05:16 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^*

Locascio Dirk J.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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	03/23/2026		A		13,434(1)	A	$0	118,511	D
Common Stock								20,000	I	Trust DL(2)
Common Stock								79,285	I	Trust DJL(3)

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 March 23, 2026, which vest annually in three equal installments beginning on March 23, 2027. Each restricted stock unit represents a right to receive one share of the Issuer's common stock.

2. Represents shares held by The Debra Locascio 2022 Living Trust, all of which are deemed beneficially owned by Mr. Locascio.

3. Represents shares held by The Dirk J. Locascio 2022 Living Trust, all of which are deemed beneficially owned by Mr. Locascio.

Remarks:

	/s/ Alexander J. Vargas Attorney In Fact	03/24/2026
	** 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)