Form 4: US Foods HR Chief Reports Stock Vesting & Tax Withholding
Insider Transaction Report
US Foods Holding Corp.'s EVP, Chief Human Resources Officer, James David Works Jr., reported the vesting of performance stock units and subsequent tax-related share disposals.
Summary
- James David Works Jr., Executive Vice President, Chief Human Resources Officer of US Foods Holding Corp. (USFD), reported transactions on March 27, 2026.
- Acquired 25,011 shares of Common Stock at a price of $0.00 per share, resulting from the vesting and settlement of performance stock units (PSUs).
- These PSUs were granted on March 27, 2023, with the number of shares earned based on performance metrics achieved over the fiscal years 2023-2025.
- Disposed of 10,865 shares of Common Stock at $90.86 per share to satisfy tax obligations related to the vesting of performance stock units.
- Disposed of an additional 2,223 shares of Common Stock at $90.86 per share to satisfy tax obligations related to the vesting of restricted stock units (RSUs).
- Following these transactions, James David Works Jr. beneficially owns 106,738 shares of Common Stock directly.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a routine and positive event for the executive, indicating successful achievement of performance targets, which is generally a neutral to slightly positive signal for company performance.
Positives
- The vesting of 25,011 performance stock units indicates that the company, under the leadership of James David Works Jr., met certain performance metrics over the fiscal years 2023-2025.
Negatives
- A total of 13,088 shares were disposed of to cover tax obligations, reducing the direct beneficial ownership of the executive.
Future Outlook
This filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.
Industry Context
StockSavvy.ai notes that routine insider filings like Form 4, detailing executive compensation events such as stock unit vesting and tax-related share disposals, are common occurrences for publicly traded companies. These transactions reflect the standard operation of executive incentive plans tied to performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Delegation of Authority | James David Works Jr. executed a Power of Attorney on August 26, 2025, appointing Kristin M. Coleman and Alexander J. Vargas as attorneys-in-fact to prepare, execute, and file Forms 3, 4, and 5 with the SEC on his behalf. This delegation ensures compliance with Section 16(a) of the Securities Exchange Act of 1934. | 08/26/2025 | This is a standard procedural measure to facilitate timely and accurate SEC filings for insider transactions, enhancing corporate governance efficiency for executive reporting. |
Stakeholder Impact
- Shareholders: The transactions are routine and related to executive compensation, not indicating any significant change in company operations or strategy that would directly impact shareholder value beyond the standard compensation structure.
- Employees: No direct impact on employees is indicated by this filing.
Key Dates
| Date | Description |
|---|---|
| 03/27/2023 | Grant date of performance stock units. |
| 08/26/2025 | Date Power of Attorney was executed by David Works. |
| 03/27/2026 | Transaction date for vesting of performance stock units and tax-related share disposals. |
| 03/30/2026 | Date the Form 4 was signed by the attorney-in-fact. |
Recommendation
holdThis Form 4 details a routine executive compensation event involving the vesting of stock units and subsequent tax-related share disposals. It does not provide new fundamental information to warrant a change in investment recommendation, thus a 'hold' stance is maintained.
Keywords
US Foods Holding Corp., USFD, Form 4, insider transaction, stock vesting, performance stock units, restricted stock units, executive compensation, tax withholding
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.