STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • August 13th, 2024 • Sachem Head Capital Management LP • Wholesale-groceries & related products • Delaware
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of August 13, 2024 by and between US Foods Holding Corp., a Delaware corporation (the “Company”), and SH Sagamore Master VIII Ltd., an exempted company incorporated under the laws of the Cayman Islands (the “Selling Stockholder”) (each, a “Party” and, collectively, the “Parties”).
August 13, 2024 US Foods Holding Corp. Re: Stock Repurchase Ladies and Gentlemen:Sachem Head Capital Management LP • August 13th, 2024 • Wholesale-groceries & related products
Reference is made to that certain Stock Repurchase Agreement, dated as of the date hereof (the “Agreement”), by and between US Foods Holding Corp. (the “Company”) and SH Sagamore Master VIII Ltd. (the “Selling Stockholder”), pursuant to which the Selling Stockholder shall sell to the Company, and the Company shall purchase from the Selling Stockholder, the Shares (as defined in the Agreement) upon the terms and subject to the conditions set forth therein (the “Repurchase”). Capitalized terms used but not defined in this letter agreement shall have the respective meanings set forth in the Agreement.
