PFGC 10-K Annual Report June 27, 2020 | Alphaminr

Effective Date August 11, 2021

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PERFORMANCE FOOD GROUP CO

10-Ks and 10-Qs

10-K	Fiscal year ended June 29, 2024
10-Q	Quarter ended March 30, 2024
10-Q	Quarter ended Dec. 30, 2023
10-Q	Quarter ended Sept. 30, 2023
10-K	Fiscal year ended July 1, 2023
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10-K	Fiscal year ended July 3, 2021
10-Q	Quarter ended March 27, 2021
10-Q	Quarter ended Dec. 26, 2020
10-Q	Quarter ended Sept. 26, 2020
10-K	Fiscal year ended June 27, 2020
10-Q	Quarter ended March 28, 2020
10-Q	Quarter ended Dec. 28, 2019
10-Q	Quarter ended Sept. 28, 2019
10-K	Fiscal year ended June 29, 2019
10-Q	Quarter ended March 30, 2019
10-Q	Quarter ended Dec. 29, 2018
10-Q	Quarter ended Sept. 29, 2018
10-K	Fiscal year ended June 30, 2018
10-Q	Quarter ended March 31, 2018
10-Q	Quarter ended Dec. 30, 2017
10-Q	Quarter ended Sept. 30, 2017
10-K	Fiscal year ended July 1, 2017
10-Q	Quarter ended April 1, 2017
10-Q	Quarter ended Dec. 31, 2016
10-Q	Quarter ended Oct. 1, 2016
10-K	Fiscal year ended July 2, 2016
10-Q	Quarter ended March 26, 2016
10-Q	Quarter ended Dec. 26, 2015
10-Q	Quarter ended Sept. 26, 2015

PROXIES

DEF 14A	Filed on Oct. 10, 2023
DEF 14A	Filed on Oct. 6, 2022
DEF 14A	Filed on Oct. 7, 2021
DEF 14A	Filed on Oct. 9, 2020
DEF 14A	Filed on Oct. 8, 2019
DEF 14A	Filed on Oct. 2, 2018
DEF 14A	Filed on Sept. 29, 2017
DEF 14A	Filed on Oct. 17, 2016

TABLE OF CONTENTS

Part I Item 1. Business Item 1A. Risk Factors Item 1A. Ris Item 1B. Unresolved Staff Comments Item 2. Properties Item 3. Legal Proceedings Item 4. Mine Safety Disclosures Part II Item 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities Item 6. Selected Financial Data Item 6. Selected Item 7. Management Discussion and Analysis Of Financial Condition and Results Of Operations Item 7A. Quantitative and Qualitative Disclosures About Market Risk Item 8. Financial Statements and Supplementary Data Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Item 9A. Controls and Procedures Item 9B. Other Information Part III Item 10. Directors, Executive Officers and Corporate Governance Item 11. Executive Compensation Item 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder Matters Item 13. Certain Relationships and Related Transactions, and Director Independence Item 14. Principal Accountant Fees and Services Part IV Item 15. Exhibits and Financial Statement Schedules Item 16. Form 10-k Summary

Exhibits

2.1 Membership Interest Purchase Agreement, dated as of July 1, 2019, by and among Performance Food Group Company, Ram Acquisition Company, LLC, Ram Holdings I, L.L.C., Ram Holdings III, L.L.C. and Lone Oak Realty LLC (incorporated by reference as Exhibit 2.1 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on July 1, 2019). 3.1 Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference as Exhibit 3.1 to the Companys Current Report on Form 8-K (File No.001-37578) filed with the Securities and Exchange Commission on November 13, 2019). 3.2 Amended and Restated By-Laws of the Registrant (incorporated by reference as Exhibit 3.1 to the Companys Current Report on Form 8-K (File No.001-37578) filed with the Securities and Exchange Commission on August 9, 2018). 4.1 Indenture, dated as of May17, 2016, by and among Performance Food Group, Inc., the subsidiary guarantors named therein and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K (File No.001-37578) filed with the Securities and Exchange Commission on May17, 2016). 4.2 Form of 5.500% Senior Notes due 2024 (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K (File No.001-37578) filed with the Securities and Exchange Commission on May17, 2016). 4.3 Supplemental Indenture, dated as of December13, 2016, among T.F. Kinnealey& Co., Inc., Larry Kline Wholesale Meats and Provisions, Inc. and U.S. Bank, National Association, as trustee, relating to the Companys 5.50% Senior Notes due 2024 (incorporated by reference to Exhibit 4.1 to the Companys Quarterly Report on Form 10-Q (File No.001-37578) filed with the Securities and Exchange Commission on February8, 2017). 4.4 Description of CapitalStock of Performance Food Group Company. 4.5 Indenture, dated as of September 27, 2019, by and between PFG Escrow Corporation and U.S. Bank National Association, as trustee (incorporated by reference as Exhibit 4.1 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on October 2, 2019. 4.6 First Supplemental Indenture, dated as of December 30, 2019, among Performance Food Group, Inc., PFGC, Inc., the Guaranteeing Subsidiaries and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on December 30, 2019). 4.7 Form of 5.500% Senior Notes due 2027 (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on October 2, 2019). 4.8 Indenture, dated as of April 24, 2020, by and between Performance Food Group, Inc., the guarantors party thereto and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on April 27, 2020). 4.9 Form of 6.875% Senior Notes due 2025 (incorporated by reference to Exhibit 4.2 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on April 27, 2020). 10.1 Third Amended and Restated Credit Agreement, dated May 17, 2019, among PFGC, Inc., Performance Food Group, Inc., Wells Fargo, National Association, as Administrative Agent and Collateral Agent, the other borrowers from time to time party thereto, and the other lenders thereto (incorporated by reference as Exhibit 10.1 to the Companys Current Report on Form 8-K (File No.001-37578), filed with the Securities and Exchange Commission on May 17, 2019). 10.2 Fourth Amended and Restated Credit Agreement, dated December 30, 2019, among PFGC, Inc., Performance Food Group, Inc., Wells Fargo, National Association, as Administrative Agent and Collateral Agent, the other borrowers from time to time party thereto, and the other lenders thereto (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and Exchange Commission on December 31, 2019). 10.3 First Amendment to Fourth Amended and Restated Credit Agreement, dated April 29, 2020, among PFGC, Inc., Performance Food Group, Inc., Wells Fargo, National Association, as Administrative Agent and Collateral Agent, the other borrowers from time to time party thereto, and the other lenders thereto (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (File No. 001-37578) filed with the Securities and ExchangeCommission on May 1, 2020). 10.4* Second Amendment to Fourth Amended and Restated Credit Agreement, dated May 15, 2020, among PFGC, Inc., Performance Food Group, Inc., Wells Fargo, National Association, as Administrative Agent and Collateral Agent, the other borrowers from time to time party thereto, and the other lenders thereto. 10.5 Credit Agreement, dated May14, 2013, among Performance Food Group Inc., PFGC, Inc., Credit Suisse AG, Cayman Islands Branch, as administrative and collateral agent, Credit Suisse Securities (USA) LLC, Merrill Lynch, Pierce, Fenner& Smith Incorporated, BMO Capital Markets, Barclays Bank PLC, J.P. Morgan Securities LLC, and Wells Fargo Securities LLC, as joint lead arrangers and joint bookrunners, and the other lenders party thereto (incorporated by reference as Exhibit 10.3 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on September9, 2014). 10.6 Amended and Restated 2007 Management Option Plan (incorporated by reference as Exhibit 10.7 to Amendment No. 4 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 5, 2015). 10.7 2015 Omnibus Incentive Plan (incorporated by reference as Exhibit 10.8 to Amendment No. 4 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 5, 2015). 10.8 Amendment No. 1 to the 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K/A (File No. 001-37578) filed with the Securities and Exchange Commission on November 19, 2019). 10.9 Employment Letter Agreement, dated September6, 2002, between George L. Holm and Performance Food Group Company (f/k/a Wellspring Distribution Corp.) (incorporated by reference as Exhibit 10.8 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on September9, 2014). 10.10 Employment Letter Agreement, dated April7, 2014, between Jim Hope and Performance Food Group (incorporated by reference as Exhibit 10.11 to Amendment No. 3 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on July 1, 2015). 10.11 Form of Option Award Agreement for Named Executive Officers under the 2007 Management Option Plan (incorporated by reference as Exhibit 10.14 to Amendment No. 5 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 31, 2015). 10.12 Form of Severance Letter Agreement (incorporated by reference as Exhibit 10.15 to Amendment No. 4 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 5, 2015). 10.13 Form of Time-Based Restricted Stock Agreement under the 2015 Omnibus Incentive Plan (incorporated by reference as Exhibit 10.16 to Amendment No. 5 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 31, 2015). 10.14 Form of Performance-Based Restricted Stock Agreement under the 2015 Omnibus Incentive Plan (incorporated by reference as Exhibit 10.17 toAmendment No. 5 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 31, 2015). 10.15 Form of Option Grant under the 2015 Omnibus Incentive Plan (incorporated by reference as Exhibit 10.18 toAmendment No. 5 to the Companys Registration Statement on Form S-1 (File 333-198654), filed with the Securities and Exchange Commission on August 31, 2015). 10.16 Form of Restricted Stock Unit Agreement (Non-Employee Director) under the 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to the Companys Quarterly Report on Form 10-Q (File No.001-37578), filed with the Securities and Exchange Commission on November8, 2016). 10.17 Form of Deferred Stock Unit Agreement (Non-Employee Director) under the 2015 Incentive Plan (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q (File No.001-37578), filed with the Securities and Exchange Commission on February 7, 2018). 10.18 Letter Agreement, dated March 4, 2019, between Performance Food Group Company and Carol A. OConnell (incorporated by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K (File No. 001-37578), filed with the Securities and Exchange Commission on March 4, 2019). 10.19 Form of Time-Based Restricted Stock Agreement under the 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on November 6, 2019). 10.20 Form of Performance-Based Restricted Stock Agreement under the 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on November 6, 2019). 10.21 Form of Restricted Stock Unit Agreement (Non-Employee Director) under the 2015 Omnibus Incentive Plan, as amended (incorporated by reference to Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on February 5, 2020). 10.22 Form of Deferred Stock Unit Agreement (Non-Employee Director) under the 2015 Omnibus Incentive Plan, as amended (incorporated by reference to Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on February 5, 2020). 10.23 Performance Food Group Company Deferred Compensation Plan (incorporated by reference to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on February 5, 2020). 10.24 Performance Food Group Company Executive Severance Plan (incorporated by reference to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on May 4, 2020). 10.25 Form of Performance Food Group Company Executive Severance Plan Participation Agreement (incorporated by reference to the Companys Quarterly Report on Form 10-Q (File No. 001-37578) filed with the Securities and Exchange Commission on May 4, 2020). 21.1* Subsidiaries of the Registrant 23.1* Consent of Deloitte& Touche LLP 31.1* CEO Certification Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.2* CFO Certification Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32.1* CEO Certification Pursuant to Section906 of the Sarbanes-Oxley Act of 2002. 32.2* CFO Certification Pursuant to Section906 of the Sarbanes-Oxley Act of 2002.

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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