David E. Flitman, Chair of the Board and Chief Executive Officer of US Foods Holding Corp., filed a Form 4 on August 17, 2026, disclosing two gift transactions in common stock dated August 14, 2026, involving a combined 159,000 shares transferred to a spousal lifetime access trust and directly to his spouse.

Key Highlights

  • Gift to spousal lifetime access trust: Flitman transferred 29,000 shares of US Foods Holding Corp. common stock to a spousal lifetime access trust (SLAT) at a price of $0, with his spouse as beneficiary.
  • Gift to spouse directly: Flitman also transferred 130,000 shares directly to his spouse at a price of $0 on the same date.
  • Both transactions coded "G": The filing records both transfers under transaction code G, indicating gifts, with no monetary consideration.
  • Remaining direct holdings: Following the transactions, Flitman directly holds 338,587 shares of common stock.
  • Disclaimer of beneficial ownership: The filing states Flitman "disclaims beneficial ownership of the securities held by the SLAT, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose."
  • Reporting person's role: Flitman is identified in the filing as Chair of the Board and Chief Executive Officer of US Foods Holding Corp. (NYSE:USFD).

Flitman's Share Gifts: Transaction Details and Ownership Changes

According to the filing, on August 14, 2026, David E. Flitman executed two separate gift transactions involving US Foods Holding Corp. common stock. The first transaction involved the transfer of 29,000 shares to a spousal lifetime access trust (SLAT) for the benefit of his spouse. This reduced his directly held shares by 29,000, from 497,587 to 468,587, while the SLAT simultaneously shows an indirect holding of 29,000 shares.

The second transaction, also on August 14, 2026, involved a gift of 130,000 shares directly to his spouse at a price of $0. This further reduced Flitman's direct holdings from 468,587 to 338,587 shares. Following both transactions, his spouse holds 130,000 shares indirectly, classified as owned "by spouse" in the filing. The filing notes that Flitman disclaims beneficial ownership of the shares held by the SLAT.

The Form 4 was signed on August 17, 2026, by Alexander J. Vargas as Attorney-in-Fact. No derivative securities transactions were reported in Table II of the filing.

What Was Disclosed

The filing discloses two gift transactions on August 14, 2026, in which Flitman transferred a total of 159,000 shares of US Foods Holding Corp. common stock at $0 consideration, leaving him with 338,587 shares held directly.