Locascio Dirk J. 4

What Happened
Dirk J. Locascio, Chief Financial Officer of US Foods (USFD), exercised 25,101 stock options and simultaneously sold those 25,101 shares on February 25, 2026. The exercise was at $30.39 per share (cost $762,819) and the shares were sold in the open market at $96.59 per share for proceeds of $2,424,506. The transaction generated an approximate pre-tax gross spread of $1,661,687 (proceeds minus exercise cost). On the same date he also disposed of 10,000 shares as a gift. The option was fully vested.

Key Details

• Transaction date: 2026-02-25 (Form 4 filed 2026-02-27). Filing appears to be within the normal two-business-day reporting window.
• Exercise: 25,101 shares exercised at $30.39 each — total cash paid $762,819.
• Sale: 25,101 shares sold in open market at $96.59 each — proceeds $2,424,506.
• Gift: 10,000 shares transferred as a gift (no cash proceeds).
• Derivative reporting: an additional line showing the derivative (option) conversion at $0.00 reflects the option being converted into common shares on exercise.
• Footnotes: Transactions were effected under a Rule 10b5-1 trading plan adopted Nov 25, 2025. The filing notes shares held in The Debra Locascio 2022 Living Trust and The Dirk J. Locascio 2022 Living Trust are deemed beneficially owned by Mr. Locascio. The option exercised was fully vested.
• Shares owned after transaction: not specified in the excerpt of this filing.

Context: This was an option exercise followed by an immediate sale (commonly a cash-out or cashless-like transaction), rather than a new open-market purchase (which some investors view as a stronger bullish signal). Gifts are non-sale dispositions and generally reflect personal or estate planning rather than an expression of sentiment about the stock. The presence of a 10b5-1 plan indicates the trades were carried out under a pre-established trading arrangement.