SEC Form 4 · accession 0001665918-19-000021
US Foods Holding Corp. · USFD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dirk J. Locascio
Officer — Chief Financial Officer
Period of report
Mar 6, 2019
Accepted (ET)
Mar 8, 2019 · 4:39 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 StockF1 | Mar 6, 2019 | M | 7,403 | $8.51 | A | 33,566 | D | |
| Common StockF1 | Mar 6, 2019 | M | 16,665 | $9.86 | A | 50,231 | D | |
| Common StockF1,F2 | Mar 6, 2019 | S | 24,068 | $34.24 | D | 26,163 | 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)F1,F3 | $8.51 | Mar 6, 2019 | M | 3,700 | D | — | Nov 23, 2020 | Common Stock | 3,700 | 0 | D |
| Employee Stock Option (right to buy)F1,F4 | $8.51 | Mar 6, 2019 | M | 3,703 | D | — | Nov 23, 2020 | Common Stock | 3,703 | 0 | D |
| Employee Stock Option (right to buy)F1,F5 | $9.86 | Mar 6, 2019 | M | 16,665 | D | — | May 27, 2021 | Common Stock | 16,665 | 11,110 | D |
Explanation of responses
- F1The transactions were effected pursuant to a trading plan meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.02 to $34.47, 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, and the Securities and Exchange Commission.
- F3The stock option was awarded on November 23, 2010 and vested in five equal tranches, based on achievement of pre-established performance criteria, with a tranche vesting on each of December 31, 2010, 2011, 2012, 2014 and 2015.
- F4The stock option was awarded on November 23, 2010 and vested in equal installments on each of December 31, 2010, 2011, 2012, 2013 and 2014.
- F5The stock option was awarded on May 27, 2011 and vested in five equal tranches, based on achievement of pre-established performance criteria, with a tranche vesting on each of December 31, 2011, 2012 and 2014 and the two remaining tranches both vesting on December 31, 2015.