13G Filing: Eminence Capital and US Foods Holding Corp (USFD)

Page 7 of 10

Page 7 of 10 – SEC Filing

(i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
(j) ¨ A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
(k) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(K).
If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
specify the type of institution:
Item 4. OWNERSHIP
   
A. Eminence Capital, LP
(a) Amount beneficially owned:  11,659,553
(b) Percent of class:  5.4%.  The percentages used herein and in the rest of Item 4 are calculated based upon the 214,693,304 shares of Common Stock reported to be outstanding in the Issuer’s Prospectus filed pursuant to Rule 424(b)(3), filed with the Securities and Exchange Commission on December 1, 2017 after giving effect to the retirement of 10,000,000 shares of Common Stock in the concurrent share repurchase, as described therein and in the Issuer’s Current Report on Form 8K filed with the Securities and Exchange Commission on December 4, 2017.
(c) (i) Sole power to vote or to direct the vote:  0
(ii) Shared power to vote or to direct the vote:  11,659,553
(iii) Sole power to dispose or to direct the disposition:  0
(iv) Shared power to dispose or to direct the disposition:  11,659,553
B. Eminence GP, LLC
(a) Amount beneficially owned:  8,762,752
(b) Percent of class:  4.1%.
(c) (i) Sole power to vote or to direct the vote:  0
(ii) Shared power to vote or to direct the vote:  8,762,752
(iii) Sole power to dispose or to direct the disposition:  0
(iv) Shared power to dispose or to direct the disposition:  8,762,752
C. Ricky C. Sandler
(a) Amount beneficially owned:  11,666,190
(b) Percent of class:  5.4%.
(c) (i) Sole power to vote or to direct the vote:  6,637
(ii) Shared power to vote or to direct the vote:  11,659,553
(iii) Sole power to dispose or to direct the disposition:  6,637
(iv) Shared power to dispose or to direct the disposition:  11,659,553
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable.
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not applicable.

Follow Us Foods Holding Corp. (NYSE:USFD)

Page 7 of 10