Hancock William Spencer 4

What Happened

• William Spencer Hancock, EVP & Chief Supply Chain Officer at US Foods (USFD), received 25,011 shares on March 27, 2026 upon vesting/settlement of performance stock units (PSUs). The award is reported as an acquisition (code A) with $0 purchase price.
• To cover tax obligations, 10,865 shares (valued at $987,194) and 2,223 shares (valued at $201,982) were withheld (two dispositions reported under code F). Together 13,088 shares were withheld (~$1.19M). Net shares delivered to Hancock = 25,011 − 13,088 = 11,923 shares, worth roughly $1.08M at $90.86/share.

Key Details

• Transaction date: 2026-03-27; Form 4 filed 2026-03-30 (filing appears timely).
• Prices/values shown for withheld shares: 10,865 @ $90.86 = $987,194; 2,223 @ $90.86 = $201,982.
• Award footnote: PSUs granted 3/27/2023 with payout based on performance for fiscal years 2023–2025 (footnote F1). Withholdings: PSUs (F2) and RSUs (F3) to satisfy taxes.
• Transaction codes: A = award/acquisition; F = withholding to satisfy tax liabilities.
• Shares owned after the transaction: not specified in the provided filing excerpt.

Context

• This was not an open-market purchase or sale for investment purposes but the routine vesting/settlement of equity awards. The withholding of shares to cover tax obligations is a common administrative step and does not, by itself, signal a buy or sell decision by the insider.
• For retail investors tracking insider buying vs. selling, the meaningful element here is the net award retained by the executive (11,923 shares); withheld shares represent tax settlement rather than an independent sale.