SEC Form 4 · accession 0001020859-17-000074
UNITED NATURAL FOODS INC · UNFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Spinner
Officer — President, CEO & Chairman · Director
Period of report
Sep 15, 2017
Accepted (ET)
Sep 19, 2017 · 4:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001020859
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 15, 2017 | G | 2,046 | $0.00 | D | 102,637 | D | |
| Common StockF2 | Sep 15, 2017 | M | 4,620 | $0.00 | A | 107,257 | D | |
| Common Stock | Sep 15, 2017 | F | 2,215 | $39.74 | D | 105,042 | D | |
| Common StockF2 | Sep 16, 2017 | M | 2,707 | $0.00 | A | 107,749 | D | |
| Common Stock | Sep 16, 2017 | F | 1,298 | $39.74 | D | 106,451 | D | |
| Common StockF2 | Sep 17, 2017 | M | 6,980 | $0.00 | A | 113,431 | D | |
| Common Stock | Sep 17, 2017 | F | 3,348 | $39.74 | D | 110,083 | D | |
| Common StockF6 | holding | — | — | — | 651 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF7,F8,F9 | — | Sep 15, 2017 | M | 4,620 | D | — | — | Common Stock | 4,620 | 13,860 | D |
| Restricted Stock UnitF10,F8,F9 | — | Sep 15, 2017 | A | 37,730 | A | — | — | Common Stock | 37,730 | 37,730 | D |
| Restricted Stock UnitF11,F8,F9 | — | Sep 16, 2017 | M | 2,707 | D | — | — | Common Stock | 2,707 | 0 | D |
| Restricted Stock UnitF12,F8,F9 | — | Sep 17, 2017 | M | 6,980 | D | — | — | Common Stock | 6,980 | 13,960 | D |
Explanation of responses
- F1On July 13, 2017, Mr. Spinner gifted 682 shares to each of his three daughters. Mr. Spinner does not have a reportable beneficial interest in shares of common stock owned by his daughters.
- F10Restricted stock units awarded September 15, 2017.
- F11Restricted stock units awarded September 16, 2013.
- F12Restricted stock units awarded September 17, 2015.
- F2Restricted stock units convert into common stock on a one-for-one basis. Accordingly, there was no purchase price paid by the reporting person.
- F3On September 15, 2017, 4,620 shares of United Natural Foods, Inc. (the "Company") restricted stock units vested. The Company retained 2,215 shares on that date to satisfy certain tax withholding obligations in connection with the vesting.
- F4On September 16, 2017, 2,707 shares of United Natural Foods, Inc. (the "Company") restricted stock units vested. The Company retained 1,298 shares on that date to satisfy certain tax withholding obligations in connection with the vesting.
- F5On September 17, 2017, 6,980 shares of United Natural Foods, Inc. (the "Company") restricted stock units vested. The Company retained 3,348 shares on that date to satisfy certain tax withholding obligations in connection with the vesting.
- F6Includes 651 shares of common stock allocated to the reporting person under the United Natural Foods, Inc. 401(k) Plan's UNFI Stock Fund as of September 15, 2017.
- F7Restricted stock units awarded September 15, 2016.
- F8Each restricted stock unit represents the right to receive one share of United Natural Foods, Inc. common stock upon vesting in accordance with the terms of the reporting person's restricted stock unit agreement.
- F9The restricted stock units vest in four equal annual installments beginning on the first anniversary of the date of grant.