UNITED NATURAL FOODS INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

Letter from Our Independent Chair of the Board

Dear Fellow Stockholders,

I am honored to serve as the Independent Chair of our Board. In fiscal 2025, we gained strong momentum and made great strides towards becoming the food retail industry’s most valued partner. We conducted an assessment of, and refined, our governance policies and practices and continued to elevate and execute our programs related to good corporate governance, including our continuous Board assessment process, our sustainability and impact initiatives and our focus on stockholder engagement.

Board Composition and Evaluation. We are committed to maintaining a Board that represents a wide range of backgrounds, experiences and identities with relevant skills and experience to oversee our strategy. In fiscal 2025, after a Director did not stand for re-election, we reduced our Board size to ten members. In connection with this change, we reviewed our Board composition, and we believe that our Board represents a mix of tenures that appropriately balances institutional knowledge with fresh perspectives and has the right skills and experience to oversee our refreshed multi-year strategy. Our Board is highly engaged, as demonstrated by the many informal discussions and advisory sessions the Board held with Management in fiscal 2025, in addition to eight formal Board meetings. In fiscal 2025, we also engaged a third party to facilitate a robust Board and Committee evaluation process to gather objective feedback on how we can best operate as a Board.

Sustainability and Impact. In January 2025, we published our 14th annual Impact Report, which offers a summary of our sustainability and impact progress in areas that are closely aligned with our business strategy. This past fiscal year, we grew supplier membership in UNFI’s Climate Action Partnership and hosted an inaugural Climate Summit, enabling progress toward shared climate goals and adding differentiated value for our partners. The UNFI Foundation awarded over $1.8 million in grants to support community nonprofit organizations that are increasing access to quality food. Our sustainability and impact team also completed a materiality assessment with input from our customers, suppliers and associates to help prioritize key business-aligned focus areas.

Stockholder Engagement and Commitment to Good Governance. We are committed to engaging with, and responding to feedback from you, our stockholders. This summer during our annual stockholder engagement program, we reached out to holders representing approximately 80%, and spoke with holders representing approximately 48%, of our outstanding common stock. Over the years, we have made several enhancements to our executive compensation and governance programs as a result of these conversations. For example, we slimmed down our skills matrix for Directors in last year’s proxy to focus on key areas, moved to cumulative performance targets in our long-term incentive plan and issued cash-based awards to associates below senior leadership in response to dilution concerns.

On behalf of the entire Board of Directors, I would like to thank you for your continued investment and trust as we strive to deliver long-term value for you, and for all of our key stakeholders.

Sincerely,

Jack Stahl

Independent Chair

Letter from Our CEO

Dear Stockholders,

Fiscal 2025 was our first year executing our refreshed strategy, which is focused on adding value for our customers and suppliers while becoming a more effective and efficient company. We delivered full-year results in line with or above our initial outlook ranges for our key financial metrics. Our solid performance this past year, driven by the strength and resilience of our customers, has reinforced our confidence in this strategy and our ability to achieve our multi-year objectives in a dynamic economic environment.

We remain focused on growing our business within a $90 billion target addressable market that includes natural, organic, specialty, multicultural and conventional grocery retailers who can benefit from the differentiated products, programs and services we offer today and will build for the future. In turn, we are well-positioned to help our suppliers build their brands and accelerate their growth within our diverse retailer network.

This past year, we took several steps to become a more effective and efficient company. We consolidated four distribution centers into more modern facilities that offer greater assortment options to customers while lowering our overall operating costs. We strategically invested in automation and new, larger facilities in select markets to support growth and bring enhanced capabilities to customers. In addition, we deployed Lean Daily Management more broadly across our network, ending the year with Lean in place at 28 distribution centers. Combined with an elevated focus on managing working capital, we generated free cash flow that allowed us to reduce debt to its lowest level since 2018.

UNFI remains committed to sustainability and impact initiatives that advance our business strategy by creating value for our stakeholders while driving greater effectiveness and efficiency across our operations. I’m proud that the UNFI Foundation was recognized by Progressive Grocer, the food retail and grocery industry’s top trade publication, with its Impact Award for its innovative grantmaking programs and investments in regenerative and organic agriculture. We continue to deploy electric trucks and trailers to help reduce emissions and operating costs. At the same time, our footprint of on-site solar arrays is expanding with our Riverside, California distribution center coming online early in fiscal 2026. All of this progress is fueled by our commitment to building an inclusive, high performing culture that empowers associates to reach their full potential.

We are pleased that we successfully delivered our objectives in the first year of our refreshed strategy – and we see even greater value creation opportunities ahead. Our team remains focused on accelerating our momentum and continuing our journey to become the food retail industry’s most valued partner. We thank you for your support and trust, and I look forward to updating you on our progress.

Sincerely,

Sandy Douglas

Chief Executive Officer

Please vote. Stockholders may vote through the Internet, by telephone or by mail. Please refer to your proxy card or the notice of proxy availability distributed to you on or about November 5, 2025 for information on how to vote through the Internet, by telephone or by mail.

Notice of Annual Meeting of Stockholders

Meeting Information

Tuesday, December 16, 2025, 3:30 p.m. EST, with log-in at 3:15 p.m. EST.

You may attend our annual meeting of stockholders in December 2025 (Annual Meeting) through the Internet by virtual web conference atwww.virtualshareholdermeeting.com/UNFI2025AM. The meeting will be a virtual-only meeting, consistent with recent years. We believe the virtual meeting allows greater access for stockholders to participate in the meeting, hear from Management and ask questions than an in-person meeting in one geographic location.

Items to Be Voted on

1. The election of ten nominees as Directors to serve until the next annual meeting of stockholders.

2. The ratification of the selection of KPMG LLP as our independent registered public accounting firm for the fiscal year ending August 1, 2026.

3. The approval, on an advisory basis, of our executive compensation.

4. The approval of the Fifth Amended and Restated 2020 Equity Incentive Plan.

5. Consideration of such other matters as may properly come before the meeting or any adjournments or postponements thereof.

Record Date

Only stockholders of record on our books at the close of business on Wednesday, October 22, 2025, will be entitled to vote at the Annual Meeting and any adjournments or postponements of the Annual Meeting.

Proxy Voting

Your vote is important. Whether or not you plan to attend the Annual Meeting, we encourage you to vote your shares through the Internet, by telephone or by completing, dating, signing and promptly returning your proxy card to us in the envelope provided. The proxy materials provide you with details on how to vote by these three methods. If you decide to attend the Annual Meeting through the Internet, you may revoke your proxy and cast your vote during the meeting.

Proxy Materials

This proxy statement is being furnished in connection with the solicitation of proxies by the Board of Directors of United Natural Foods, Inc. for use at the Annual Meeting. In accordance with rules approved by the Securities and Exchange Commission, we make proxy materials available to our stockholders over the Internet. On or about November 5, 2025, we mailed to all stockholders of record as of the close of business on October 22, 2025, a notice containing instructions on how to access our Annual Report to Stockholders, which contains our audited consolidated financial statements for the fiscal year ended August 2, 2025; our proxy statement; proxy card; and other items of interest to stockholders on the Internet website indicated in our notice, at www.proxyvote.com, as well as instructions on how to vote your shares of common stock in connection with the Annual Meeting. That notice also provided instructions on how you can request a paper copy of our proxy materials and Annual Report to Stockholders if you desire.

By Order of the Board of Directors,

Mahrukh Hussain, Esq.

General Counsel and Corporate SecretaryNovember 5, 2025