Form 4: US Foods EVP Dirk J. Locascio Reports Acquisition of Performance-Based Restricted Stock Units

Dirk J. Locascio, EVP and CFO of US Foods Holding Corp., reports the acquisition of 25,373 shares of common stock following the vesting of performance-based restricted stock units.

Summary

• On March 5, 2025, Dirk J. Locascio, the EVP and Chief Financial Officer of US Foods Holding Corp., acquired 25,373 shares of common stock.
• This acquisition resulted from the vesting of performance-based restricted stock units granted on March 29, 2021.
• The vesting was contingent upon the achievement of pre-established performance goals by US Foods for the applicable performance period.
• Following the transaction, Locascio directly owns 121,764 shares of US Foods Holding Corp.
• Locascio has granted power of attorney to Martha Ha and Brett R. Schroeder to handle SEC filings on his behalf.

Sentiment

Score: 7

Explanation: The sentiment is neutral to positive. The vesting of performance-based restricted stock units suggests the company met its performance goals, which is a positive indicator. The filing itself is a routine disclosure.

Positives

• The vesting of performance-based restricted stock units suggests that US Foods Holding Corp. achieved its pre-established performance goals.

Future Outlook

The restricted stock units will vest on March 29, 2025, subject to the reporting person's continued employment with the Issuer through the vesting date.

Industry Context

This filing is a routine disclosure related to executive compensation and stock ownership, common in publicly traded companies. It reflects the alignment of executive incentives with company performance.

Comparison to Industry Standards

• Executive compensation packages including performance-based restricted stock units are a common practice among publicly traded companies, such as Sysco Corporation and Performance Food Group, to incentivize executives and align their interests with those of shareholders.
• The vesting conditions tied to pre-established performance goals are also standard, ensuring that executives are rewarded for achieving specific targets that contribute to the company's success.

Stakeholder Impact

• The vesting of performance-based restricted stock units suggests that the company has met certain performance goals, which is generally positive for shareholders.
• The executive is incentivized to continue driving company performance to maintain employment through the vesting date.

Key Dates