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    US Foods Holding Corp. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    8/7/25 9:04:34 AM ET
    $USFD
    Food Distributors
    Consumer Discretionary
    Get the next $USFD alert in real time by email
    usfd-20250807
    0001665918false00016659182025-08-072025-08-07

    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    Washington, D.C. 20549

    FORM 8-K
    CURRENT REPORT
    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported): August 7, 2025
    ______________________________________________________________________________

    US FOODS HOLDING CORP.
    (Exact name of registrant as specified in its charter)
     
    Delaware
    001-3778626-0347906
    (State or other jurisdiction of
    incorporation)
    (Commission File Number)(I.R.S. Employer
    Identification Number)
    9399 W. Higgins Road, Suite 100
    Rosemont, IL 60018
    (Address of principal executive offices) (Zip code)

    (847) 720-8000
    (Registrant’s telephone number, including area code)

    Not Applicable
    (Former name, former address and former fiscal year, if changed since last report)

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
      
     Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading symbol(s)Name of each exchange on which registered
    Common Stock, par value $0.01 per shareUSFDNew York Stock Exchange

    Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐









    Item 7.01     Regulation FD Disclosure.

        On August 7, 2025, Mr. Dave Flitman, Chief Executive Officer of US Foods Holding Corp. (the "Company"), made certain remarks at the Company's Q2 2025 Earnings Call with respect to recent speculation and news reports regarding a potential combination with Performance Food Group. Such remarks are furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

    The information in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.


    Item 9.01.     Financial Statements and Exhibits.

    (d) Exhibits

    Exhibit
    Number
    Description
    99.1
    Remarks, dated August 7, 2025
    104Cover Page Interactive Data File (embedded within the Inline XBRL document).






    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    US FOODS HOLDING CORP.
    DATED: August 7, 2025
    By: /s/ Kristin Coleman
    Name:
    Kristin Coleman
    Title: EVP, Interim General Counsel and Corporate Secretary





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