US Foods exec gets stock grant, withholds shares

US Foods Holding Corp. executive William Spencer Hancock reported equity compensation activity.

Accepted by SEC EDGAR 03/30/2026 - 05:37 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

US Foods Holding Corp. executive William Spencer Hancock reported equity compensation activity. He acquired 25,011 shares of Common Stock on March 27, 2026 upon vesting and settlement of performance stock units granted on March 27, 2023, based on performance over fiscal years 2023–2025.

On the same date, 10,865 shares and 2,223 shares of Common Stock were withheld at $90.86 per share to satisfy tax obligations tied to the vesting of performance stock units and restricted stock units. After these transactions, Hancock directly holds 122,707 shares of US Foods Holding Corp. common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Hancock William Spencer

Role See Remarks

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	25,011	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	10,865	$90.86	$987K
Exercise Price or Tax Liability	Common Stock	2,223	$90.86	$202K

Holdings After Transaction: Common Stock — 122,707 shares (Direct)

Holdings Before and After: Common Stock, 110,784 to 122,707 shares (Direct)

Footnotes (3)

1. F1. Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023, with the number of shares earned based on achievement against certain performance metrics following the end of a three-year performance period (fiscal years 2023-2025).
2. F2. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units.
3. F3. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units.

Key Figures

Shares acquired: 25,011 shares Tax withholding (PSUs): 10,865 shares Tax withholding (RSUs): 2,223 shares +3 more

6 metrics

Shares acquired 25,011 shares Common Stock from vested performance stock units on March 27, 2026

Tax withholding (PSUs) 10,865 shares Withheld to satisfy tax obligations on performance stock unit vesting

Tax withholding (RSUs) 2,223 shares Withheld to satisfy tax obligations on restricted stock unit vesting

Withholding price $90.86 per share Value used for tax-related share withholding transactions

Shares after transaction 122,707 shares Directly owned Common Stock following March 27, 2026 transactions

Total tax withholding shares 13,088 shares Combined shares withheld for tax obligations on vesting awards

Key Terms

performance stock units, restricted stock units, vesting, tax obligations, +1 more

5 terms

performance stock units financial

"Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

restricted stock units financial

"Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units."

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.

vesting financial

"Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

tax obligations financial

"Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units."

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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

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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^*

Hancock William Spencer

(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)
03/27/2026

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	03/27/2026		A		25,011	A	$0(1)	135,795	D
Common Stock	03/27/2026		F		10,865(2)	D	$90.86	124,930	D
Common Stock	03/27/2026		F		2,223(3)	D	$90.86	122,707	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. Shares acquired upon vesting and settlement of performance stock units granted on March 27, 2023, with the number of shares earned based on achievement against certain performance metrics following the end of a three-year performance period (fiscal years 2023-2025).

2. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of performance stock units.

3. Reflects withholding of shares to satisfy tax obligations in connection with the vesting of restricted stock units.

Remarks:

EVP, Chief Supply Chain Officer

	/s/ Alexander J. Vargas Attorney In Fact	03/30/2026
	** 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)