SCHEDULE: FMR LLC Amends US Foods Stake to 6.6%
Beneficial Ownership Amendment
FMR LLC and Abigail P. Johnson have filed an amendment to their Schedule 13G, disclosing a 6.6% beneficial ownership stake in US Foods Holding Corp.
Summary
- FMR LLC and Abigail P. Johnson filed an Amendment No. 12 to Schedule 13G regarding their beneficial ownership in US Foods Holding Corp.
- As of June 30, 2025, the aggregate beneficial ownership is 15,288,433.63 shares of US Foods Holding Corp. common stock.
- This ownership represents 6.6% of the total outstanding common stock of US Foods Holding Corp.
- FMR LLC holds sole voting power over 10,540,317.11 shares and sole dispositive power over 15,288,433.63 shares.
- Abigail P. Johnson holds sole dispositive power over 15,288,433.63 shares.
- The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of the issuer.
Sentiment
Score: 6
Explanation: The filing is a routine disclosure of beneficial ownership by a large institutional investor, FMR LLC, and its principal, Abigail P. Johnson, in US Foods Holding Corp. It indicates a stable, passive investment, which is generally a neutral to slightly positive signal for the issuer, but does not contain performance-related information.
Positives
- The filing indicates a significant, stable institutional ownership stake by FMR LLC and related entities, which can be interpreted as a vote of confidence in the issuer's long-term prospects.
- The ownership is stated to be for ordinary course of business and not for control purposes, implying a passive investment approach rather than activist intent.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Shareholders' Voting Agreement | Members of the Johnson family, including Abigail P. Johnson, who are predominant owners of Series B voting common shares of FMR LLC, have entered into a shareholders' voting agreement. This agreement mandates that all Series B voting common shares will be voted in accordance with the majority vote of Series B shares. | NA | This agreement centralizes voting control within the Johnson family for FMR LLC, potentially forming a controlling group with respect to FMR LLC under the Investment Company Act of 1940. This impacts the internal governance of the reporting entity (FMR LLC) rather than the issuer (US Foods Holding Corp). |
Related Party Transactions
- Abigail P. Johnson is a Director, Chairman, and Chief Executive Officer of FMR LLC. Members of the Johnson family, including Abigail P. Johnson, are the predominant owners, directly or through trusts, of Series B voting common shares of FMR LLC, representing 49% of its voting power.
Stakeholder Impact
- Shareholders of US Foods Holding Corp: The disclosure of a significant, passive institutional stake by FMR LLC provides transparency regarding a major investor's position, which can influence market perception and investor confidence.
Key Dates
| Date | Description |
|---|---|
| 2023-05-23 | Effective date of Power of Attorney for Richard Bourgelas, authorizing him to sign on behalf of FMR LLC and Abigail P. Johnson. |
| 2023-08-08 | Date of previous Schedule 13G filing by FMR LLC, referenced for Power of Attorney accession number. |
| 2025-06-30 | Date of event which requires filing of this statement, representing the reporting period end date for beneficial ownership. |
| 2025-08-05 | Date of signing of the Schedule 13G Amendment No. 12. |
Keywords
US Foods Holding Corp, FMR LLC, Abigail P. Johnson, Schedule 13G, beneficial ownership, common stock, institutional investor, food distribution, foodservice
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