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US Foods Holding Corp

For the period ended Sep 28, 2024. Filed Nov 7, 2024.

View on SEC.gov

About this filing

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.

Sep 28, 2024 · Filed Nov 7, 2024

USFD$106.67-0.2%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 11 previous paragraphs and 11 current paragraphs.

7 unchanged; 3 reworded; 1 added; 1 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (1)
Removed paragraphs (1)
Reworded paragraphs (3)

Previous wording

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.

Current wording

On November 2, 2022, our Board of Directors approved a share repurchase program (“Original Share Repurchase Program”) under which the Company was authorized to repurchase up to $500 million of its outstanding common stock. On June 1, 2024, the Board approved, and on June 5, 2024, the Company announced, an increase in the amount of common stock that could be purchased under the Original Share Repurchase Program to $1 billion (“Amended Share Repurchase Program”). As of September 28, 2024, there was approximately $398 million in remaining funds authorized under the Amended Share Repurchase Program. For the 13 weeks ended September 28, 2024, the Company repurchased 10,399,672 shares at an aggregate purchase price of approximately $580 million under the Amended Share Repurchase Program, inclusive of $6 million of excise taxes, fees and commissions. For the 39 weeks ended September 28, 2024, the Company repurchased 11,433,047 shares at an aggregate purchase price of approximately $634 million under the Amended Share Repurchase Program and the Original Share Repurchase Program, inclusive of $7 million of excise taxes, fees and commissions.

Previous wording

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

Current wording

The following table summarizes repurchases of US Foods common stock for the 13 weeks ended September 28, 2024:

Previous wording

(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.

Current wording

(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 Amended 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 Amended Share Repurchase Program does not obligate the Company to acquire any particular amount of shares, and the Amended Share Repurchase Program may be suspended or discontinued at any time at the Company’s discretion. The Amended Share Repurchase Program does not have an expiration date.