Performance Food Group Co
For the period ended Nov 18, 2026. Filed Oct 9, 2026.
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Nov 18, 2026 · Filed Oct 9, 2026
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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. )
| ☑ | Filed by the Registrant | ☐ | Filed by a party other than the Registrant |
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| CHECK THE APPROPRIATE BOX: | |
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| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☑ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under §240.14a-12 |
Performance Food Group Company
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
| PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): | |
|---|---|
| ☑ | No fee required |
| ☐ | Fee paid previously with preliminary materials |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
Message from Our PRESIDENT & CEO
To Our Stockholders,It has been an exciting fiscal year for Performance Food Group and I am proud to lead our over 44,000 associates on our journey as a leading distributor in the food-away-from-home industry. Fiscal 2026 was a year of leadership transition, market share gains, and steady progress against the long-term strategy we outlined at our 2025 Investor Day.In January, I assumed the role of Chief Executive Officer as George Holm stepped into the Executive Chair position. George’s leadership over more than two decades helped transform PFG into one of North America’s leading food and foodservice distribution companies. The smooth CEO transition demonstrates the consistency of our approach, strength of our executive team and dedicated culture across the organization, much of which is the direct result of George’s leadership. I look forward to continuing to work with George in his Executive Chair role, where he will continue to cultivate and maintain relationships with customers, suppliers, and potential M&A partners.
| Messagefrom OurPresident& CEO | STRATEGIC VISIONAt our 2025 Investor Day, we laid out a three-year roadmap focused on revenue growth, market share gains, gross margin expansion, operating leverage, procurement savings, disciplined capital allocation and continued M&A. Our results in fiscal 2026 showed the resilience of that model. During the fiscal year, PFG delivered net sales, gross profit, and adjusted EBITDA growth along with strong cash flow generation. Our results are supported by our execution, which is underpinned by independent restaurant case growth in Foodservice, market share gains in Convenience and the continued strength of our Specialty platform. PFG ONEA central part of our strategy is PFG One – our vision for a unified organization that will work together to cultivate new business opportunities and grow our footprint efficiently and profitably. We are already seeing the benefits of this initiative, which has produced market share gains in all three of our operating segments and opened doors to new lines of business that would have been unachievable within a different operating framework. We believe we are the only distributor in North America with the capability to serve the entire food-away-from-home network, setting our company up for success for many years ahead. TECHNOLOGY AS A PATH FOR GROWTHDuring fiscal 2026, we expanded our technological capabilities across the organization. We optimized and grew our CustomerFirst online ordering platform across our network, achieving 46% usage by our customers. Through this platform, customers across each operating segment will be able to order products from all of our segments, creating a seamless connection to our broader supply chain. Our salesforce can also use the platform to make tailored recommendations directly to customers, delivering value for customers, suppliers, and PFG. In our warehouses, we have tested autonomous systems designed to increase efficiency while providing our associates with tools and resources to make their jobs more effective and safer. I am excited about what the future holds and believe we are still in the early stages of our technology journey. |
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Message from Our PRESIDENT & ceo
| M&A | |
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| Our organization has grown through a balanced approach to organic growth and targeted acquisitions that strengthen our scale and capabilities. We will continue to execute this strategy. During fiscal 2026, we made solid progress integrating Cheney Brothers and José Santiago into our organization. We also expanded our Foodservice geographic footprint with the acquisition of Cash-Wa, a Nebraska-based distributor serving underpenetrated markets in the Midwest. In the Southeast, we added Natco, a specialty meat distributor that enhances our operating companies’ capabilities and supports broader business growth.FUTURE POTENTIALWe enter the fiscal year ahead with momentum and a clear understanding of the operating environment. Our industry continues to face shifting consumer demand, varying inflation in food categories, and competitive activity. PFG has navigated these conditions before, and our diversified business model, customer-first culture and disciplined execution give me confidence in our ability to continue to grow and create value.Thank you to our associates for your hard work, to our customers and suppliers for your partnership and to our stockholders for your continued confidence in PFG. We are proud of what we accomplished in fiscal 2026, and we are even more excited about the opportunities ahead.Scott McPherson,President and Chief Executive Officer | “It has been an exciting fiscal year for Performance Food Group and I am proud to lead our over 44,000 associates on our journey as a leading distributor in the food-away-from-home industry. Fiscal 2026 was a year of leadership transition, market share gains, and steady progress against the long-term strategy we outlined at our 2025 Investor Day.” |
| 2 | 2026 Proxy Statement |
Message from Our EXECUTIVE CHAIR
Over the past two decades, we have built something special at Performance Food Group. I am proud of all that our organization has achieved and excited to continue partnering with our senior leadership team in my new role as Executive Chair and as I transition to Non-Executive Chair in 2027.It has been an exciting fiscal year for PFG, including my transition to Executive Chair and Scott McPherson assuming the role of CEO. I have the utmost confidence that Scott will continue to build upon PFG’s strengths and usher our Company into its next phase of growth. Together, we will continue advancing PFG’s journey as a leading food distributor in North America, supported by a clear strategy, a strong leadership team and a culture built for long-term success. I have the utmost confidence in our people, our strategic direction and the future of our Company.STRENGTH OF CULTUREA great deal has changed over the years, and our organization has adapted while staying grounded in what has driven our success, which is the unwavering commitment to the customers we serve. The partnerships we have built with customers and suppliers are the direct result of our dedicated associates who come to work every day with a service mindset. That mindset has created a culture that, I believe, is unmatched in our industry and directly supports stronger execution and customer loyalty as well as long-term value creation. We are an organization that attracts highly talented associates and strengthens the bonds with our loyal customers and suppliers, which I believe is what sets PFG apart from the competition. GROWTH POTENTIALOver the years, we have grown significantly and earned a place among the top 100 companies on the Fortune 500 list. We have no intention of standing still. Through continued organic growth across new territories, channels and products, combined with targeted acquisitions that strengthen our customer proposition and operating scale, I believe we will continue to grow profitably and create meaningful long-term stockholder value.CHANGES TO OUR BOARDWe have recently announced that three of our Board members will not stand for re-election at our upcoming Annual Meeting of Stockholders. I’d like to thank each of them for their dedicated service to PFG and its stockholders. Manny Fernandez has led our Board as Lead Independent Director for seven years, helping set the tone and direction of our strategic vision. His leadership on our Board has been instrumental in our Company’s success for many years.Bill Dawson has been with PFG and its legacy companies for over 20 years. His expertise, particularly in financial matters and long history in the foodservice industry, has provided significant value to our Company.
Messagefrom OurExecutiveChair
OUR FISCAL 2026
FINANCIAL RESULTS
$67.8BNET SALES INCREASED 7.2%
$359.3MNET INCOME
$2.29DILUTED EARNINGS PER SHARE ("EPS")
5.1%TOTAL CASE VOLUME GROWTH
$8.1BGROSS PROFIT IMPROVED 9.1%
$1.93B(1)ADJUSTED EBITDA INCREASED 9.2%
Laura Flanagan has been with PFG since the Core-Mark acquisition and brought new perspective to our boardroom. Her insight into the convenience industry and broader consumer packaged goods landscape has been invaluable to PFG’s expansion into new avenues of growth.Additionally, Scott Ferguson resigned from our Board on August 24, 2026. Scott served on PFG’s Board for less than one year but has been deeply committed to strengthening our company. His insights have constructively challenged the Board to think differently about how we operate, and I am grateful for his contributions.The future is bright for Performance Food Group, and I am confident that our strategy, culture, and leadership will continue to position us for sustained success. I am proud of our accomplishments so far and look forward to supporting the next chapter of growth for our organization. Best regards,George L. HolmExecutive Chair
“I have the utmost confidence that Scott will continue to build upon PFG’s strengths and usher our company into its next phase of growth. Together, we will continue advancing PFG’s journey as a leading food distributor in North America, supported by a clear strategy, a strong leadership team and a culture built for long-term success.” (1) This Proxy Statement includes several financial measures, including Adjusted EBITDA and Adjusted Diluted EPS, that are not required by or calculated in accordance with generally accepted accounting principles in the U.S. (“GAAP”). Please see Appendix A at the end of this Proxy Statement for the definitions of non-GAAP financial measures and reconciliations of such non-GAAP financial measures to their respective most directly comparable financial measures calculated in accordance with GAAP.
Message from Our EXECUTIVE CHAIR
| 4 | 2026 Proxy Statement |
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON WEDNESDAY, NOVEMBER 18, 2026:This Proxy Statement and our Annual Report are available free of charge on the Annual Report and Proxy tab in the Financial Information section in the Investors section of our website (https://investors.pfgc.com/financials/annual-reports/default.aspx; https://investors.pfgc.com/ financials/proxy/default.aspx).
A. BRENT KING
Executive Vice President,
General Counsel and Secretary
NotiCE of 2026 virtual annual meeting of stockholders
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.