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US Foods Holding Corp

For the period ended Jun 29, 2024. Filed Aug 8, 2024.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 29, 2024 · Filed Aug 8, 2024

USFD$109.85-0.1%Stored close · as of Nov 10, 2026

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Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Share Repurchase Program

On November 2, 2022, our Board of Directors approved a share repurchase program under which the Company was authorized to repurchase up to $500 million of its outstanding common stock. Prior to June 1, 2024, the Company repurchased $340 million of shares of common stock pursuant to such plan. On June 1, 2024, the Board approved, and on June 5, 2024, the Company announced, a new share repurchase authorization of $1 billion of the Company’s common stock, an increase of $840 million above the $160 million of capacity remaining as of June 1, 2024 under the prior November 2022 authorization. As of June 29, 2024, there was approximately $979 million in remaining funds authorized under the increased repurchase program. For the 13 weeks ended June 29, 2024, the Company repurchased 749,387 shares at an aggregate purchase price of approximately $41 million under the program, inclusive of $1 million of excise taxes, fees and commissions. For the 26 weeks ended June 29, 2024, the Company repurchased 1,033,375 shares at an aggregate purchase price of approximately $54 million under the program, inclusive of $1 million of excise taxes, fees and commissions.

The following table summarizes repurchases of US Foods common stock for the three periods ended June 29, 2024:

Period (Millions of dollars, except number and price per share)Total Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced ProgramApproximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
March 31, 2024 through May 4, 2024—$——$179
May 5, 2024 through June 1, 2024352,33355.61352,333160
June 2, 2024 through June 29, 2024397,05453.70397,054979
Quarter-to-date Total749,387$54.60749,387

(1) The size and timing of any repurchases will depend on a number of factors, including share price, general business and market conditions and other factors. Under the share repurchase program, repurchases can be made from time to time using a variety of methods, including open market purchases, privately negotiated transactions, accelerated share repurchases and Rule 10b5-1 trading plans. The share repurchase program does not obligate the Company to acquire any particular amount of shares, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion. The repurchase authorization does not have an expiration date.

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