SEC Form 4 · accession 0000899243-16-022019
US Foods Holding Corp. · USFD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Keith D. Rohland
Officer — Chief Information Officer
Period of report
Jun 3, 2016
Accepted (ET)
Jun 7, 2016 · 7:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001665918
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 3, 2016 | M | 7,552 | — | A | 55,262 | D | |
| Common Stock | Jun 3, 2016 | F | 3,429 | $25.29 | D | 51,833 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Jun 3, 2016 | M | 2,892 | D | — | — | Common Stock | 2,892 | 0 | D |
| Restricted Stock UnitsF1,F3 | — | Jun 3, 2016 | M | 1,447 | D | — | — | Common Stock | 1,447 | 1,446 | D |
| Restricted Stock UnitsF1,F4 | — | Jun 3, 2016 | M | 1,606 | D | — | — | Common Stock | 1,606 | 0 | D |
| Restricted Stock UnitsF1,F5 | — | Jun 3, 2016 | M | 1,607 | D | — | — | Common Stock | 1,607 | 4,823 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F2Performance-based restricted stock units awarded on June 3, 2013. The performance-based restricted stock units can be earned and may vest in four equal annual installments based on satisfaction of certain performance based criteria for each of the fiscal years ending 2013, 2014, 2015 and 2016. The performance criteria for 2014 were met and 25% of the performance-based restricted stock units have been earned and have vested. The performance criteria for 2015 and for the cumulative 2013-2015 performance period were met, and 2,892 performance-based restricted stock units have been earned and vested on June 3, 2016. The remaining 25% of performance-based restricted stock units can be earned in the remaining performance period and are not reported in this table. The number of restricted stock units held in this tranche has been reduced by 2 units to correct differences in rounding.
- F3Time-based restricted stock units granted on June 3, 2013. On June 3, 2016, 1,447 time-based restricted stock units vested. The remaining time-based restricted stock units will vest on June 3, 2017, contingent on the reporting person's continued service with the Issuer.
- F4Performance-based restricted stock units awarded on November 16, 2015. The performance-based restricted stock units can be earned and may vest in four equal annual installments based on satisfaction of certain performance based criteria for each of the fiscal years ending 2015, 2016, 2017 and 2018. The performance criteria for 2015 were met, and 1,606 performance-based restricted stock units have been earned and vested on June 3, 2016. The remaining 75% of performance-based restricted stock units can be earned in the remaining performance periods and are not reported in this table. The number of restricted stock units held in this tranche has been reduced by 1 unit to correct differences in rounding.
- F5Time-based restricted stock units granted on November 16, 2015. On June 3, 2016, 1,607 time-based restricted stock units vested. The remaining time-based restricted stock units vest in equal installments on each June 3, 2017, 2018 and 2019, contingent on the reporting person's continued service with the Issuer.