SEC Form 4 · accession 0000899243-18-004909
US Foods Holding Corp. · USFD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Pietro Satriano
Officer — Chairman & CEO · Director
Period of report
Feb 16, 2018
Accepted (ET)
Feb 21, 2018 · 6:32 pm EST
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 Stock | Feb 16, 2018 | M | 163,284 | $12.56 | A | 340,989 | D | |
| Common StockF1 | Feb 16, 2018 | S | 163,284 | $33.036 | D | 177,705 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2 | $12.56 | Feb 16, 2018 | M | 93,842 | D | — | Jun 3, 2023 | Common Stock | 93,842 | 0 | D |
| Employee Stock Option (right to buy)F3 | $12.56 | Feb 16, 2018 | M | 27,776 | D | — | Aug 21, 2025 | Common Stock | 27,776 | 0 | D |
| Employee Stock Option (right to buy)F4 | $12.56 | Feb 16, 2018 | M | 41,666 | D | — | Aug 21, 2025 | Common Stock | 41,666 | 13,889 | D |
Explanation of responses
- F1The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.71 to $33.57, inclusive. The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price in the range, upon request, to the Issuer, any security holder of the Issuer, or the Securities and Exchange Commission.
- F2Half of the stock options vested and became exercisable in four equal annual installments beginning on June 3, 2014. The remaining stock options vested and became exercisable on each June 3, 2014, 2015, 2016 and 2017 based on satisfaction of certain performance-based criteria for each of the 2014, 2015, 2016 and 2017 fiscal years.
- F3The stock options vest and become exercisable on each December 31, 2015, 2016, 2017 and 2018 based on satisfaction of certain performance-based criteria for each of the 2015, 2016, 2017 and 2018 fiscal years.
- F4The stock options vest and become exercisable in four equal annual installments beginning on December 31, 2015.