US Foods Holding Corp. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Common Stock and Stockholders Our common stock began trading publicly on the New York Stock Exchange (“NYSE”) under the symbol “USFD” as of May 26, 2016. Prior to that time, there was no public market for our common stock. There were 21,030 holders of record of our common stock as of February 10, 2023. This figure does not include a substantially greater number of “street name” holders whose shares are held of record by banks, brokers and other financial institutions. Dividends We have not paid any dividends on our common stock since our common stock began trading publicly on the NYSE. We have no plans to pay dividends on our common stock in the foreseeable future. The declaration, amount, and payment of any future dividends on shares of common stock will be at the sole discretion of our Board of Directors. In making any such decision, our Board of Directors may take into account, among other things, our results of operations, capital requirements, financial condition, contractual restrictions, and other factors that our Board of Directors may deem relevant. During the 52 weeks ended December 31, 2022, the Company’s Board of Directors declared dividends on the shares of the Series A Preferred Stock outstanding as of the respective record dates. On March 31, 2022, June 30, 2022, September 30, 2022 and December 31, 2022, the Company paid cash dividends in the aggregate of $ 37 million on the shares of the Series A Preferred Stock. See Note 14, Convertible Preferred Stock, in our consolidated financial statements for further information. Share Repurchase Program On November 2, 2022, our Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up to $500 million of its outstanding common stock. At December 31, 2022, there was approximately $ 486 million in remaining funds authorized under this program. For the year ended December 31, 2022, the Company repurchased 396,069 shares at an aggregate purchase price of approximately $ 14 million under the program. The size and timing of any repurchases will depend on a number of factors, including share price, general business and market conditions and other factors. Under the share repurchase program, repurchases can be made from time to time using a variety of methods, including open market purchases, privately negotiated transactions, accelerated share repurchases and Rule 10b5-1 trading plans. The share repurchase program does not obligate the Company to acquire any particular amount of shares, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion. The repurchase authorization does not have an expiration date. The following table summarizes repurchases of US Foods common stock in the three months ended December 31, 2022: Period (Millions of dollars, except number and price per share) Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program October 2, 2022 through November 5, 2022 — $ — — $ 500 November 6, 2022 through December 3, 2022 — — — 500 December 4, 2022 through December 31, 2022 396,069 35.25 396,069 $ 486 Total 396,069 $ 35.25 $ 396,069 22 Stock Performance Graph The following stock performance graph compares the cumulative total stockholder return of the Company’s common stock with the cumulative total return of the S&P 500 Index and the S&P 500 Food and Staples Retailing Index for the last five fiscal years. The graph assumes the investment of $100 in our common stock and each of such indices on December 30, 2017 (the beginning of our fiscal year) and the reinvestment of dividends, as applicable. Performance data for the Company, the S&P 500 Index and the S&P 500 Food and Staples Retailing Index is provided as of the last trading day of each of our last five fiscal years. 12/30/17 12/29/18 12/28/19 01/02/21 01/01/22 12/31/22 US Foods Holding Corp. $ 100 $ 99 $ 131 $ 104 $ 109 $ 107 S&P 500 100 96 126 149 192 157 S&P Food and Staples Retailing Index 100 101 129 150 187 168 Item 6. [Reserved] 23