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Filing Details

Accession Number:: 0001193805-23-001581
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-12-12 07:06:54
Reporting Period:: 2023-12-11

Accepted Time:: 2023-12-12 07:06:54
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1665918	Us Foods Holding Corp.	USFD	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1582090	Sachem Head Capital Management Lp	250 West 55Th Street 34Th Floor New York NY 10019	No	No	No	Yes
1658906	Uncas Gp Llc	250 West 55Th Street, 34Th Floor New York NY 10019	No	No	No	Yes
1658917	Sachem Head Gp Llc	250 West 55Th Street, 34Th Floor New York NY 10019	No	No	No	Yes
1658919	D. Scott Ferguson	250 West 55Th Street, 34Th Floor New York NY 10019	Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 ("Shares")	Disposition	2023-12-11	3,000,000	$43.87	15,932,877	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Call Option	Disposition	2023-12-11	2,000	$0.00	200,000	$50.00
Common Stock	Call Option	Disposition	2023-12-11	500	$5.00	50,000	$40.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2023-12-15	No	4	S	Indirect
0		2023-12-15	No	4	S	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 ("Shares")	8,793	Direct

Footnotes

In addition to Scott D. Ferguson, this Form 4 is being filed jointly by Sachem Head Capital Management LP ("Sachem Head"), Uncas GP LLC ("SH Management"), and Sachem Head GP LLC ("Sachem Head GP," and together with Mr. Ferguson, Sachem Head and SH Management, the "Reporting Persons"), each of whom has the same business address as Sachem Head and may be deemed to have a pecuniary interest in securities beneficially owned by it.
Includes securities directly owned by Sachem Head LP ("SH"), Sachem Head Master LP ("SHM"), SH Sagamore Master VIII Ltd. ("Sagamore Master VIII") and SH Stony Creek Master Ltd. ("Stony Creek Master" and, together with SH, SHM and Sagamore Master VIII, the "Sachem Head Funds"). The principal business of Sachem Head is to serve as investment advisor to certain affiliated funds, including the Sachem Head Funds. The principal business of SH Management is to serve as the sole general partner of Sachem Head. The principal business of Sachem Head GP is to serve as the general partner of certain affiliated funds, including SH and SHM. The principal occupation of Scott D. Ferguson is to serve as the managing partner of Sachem Head and the managing member of SH Management and Sachem Head GP.
Each of Sachem Head, as the investment adviser to the Sachem Head Funds, SH Management, as the sole general partner of Sachem Head, and Scott Ferguson, as the managing partner of Sachem Head, may be deemed to beneficially own the securities directly owned by the Sachem Head Funds. As the general partner of SH and SHM, Sachem Head GP may be deemed to beneficially own the securities directly owned by SH and SHM. Each of Sachem Head, SH Management, Sachem Head GP and Scott Ferguson disclaims beneficial ownership of the securities reported hereon for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended, except to the extent of its or his pecuniary interest therein, if any.
Pursuant to an arrangement between Mr. Ferguson and Sachem Head, the restricted stock units are held by Mr. Ferguson for the benefit of Sachem Head. Such units are included as directly beneficially owned by Mr. Ferguson, but may also be deemed to be beneficially owned by Sachem Head and SH Management, Sachem Head's General Partner, as a result of such arrangements. Each of the Reporting Persons disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein.
The Call Options were acquired on May 18, 2021 and were exercisable on the date of acquisition.
The Call Options were acquired on May 17, 2021 and were exercisable on the date of acquisition.