Performance Food Group Company (PFGC) Proxy Filing summary

Executive summary

• Achieved record profit in fiscal 2024 with $58.3B net sales, $435.9M net income, and $1.5B Adjusted EBITDA, driven by growth in independent restaurants and strategic acquisitions, including José Santiago, Inc. and Cheney Bros, Inc.

• Moved up to No. 84 on the Fortune 500, maintaining a top 100 position for the second consecutive year.

• Expanded into new markets and product lines, with significant growth in the Vistar segment and e-commerce fulfillment.

• Strong cash flow enabled $395.6M in capital expenditures, $307.7M in acquisitions, $78.1M in share repurchases, and debt reduction.

Voting matters and shareholder proposals

• Four proposals: election of 12 directors, ratification of Deloitte & Touche LLP as auditor for 2025, advisory vote on executive compensation, and approval of the 2024 Omnibus Incentive Plan.

• Board recommends voting FOR all proposals.

• Shareholders can vote online, by phone, or by mail; virtual annual meeting scheduled for November 20, 2024.

Board of directors and corporate governance

• Board comprises 12 nominees, 91% independent, with 33% women and 33% ethnically diverse members.

• Board committees are fully independent and include Audit and Finance, Human Capital and Compensation, Nominating and Corporate Governance, and Technology and Cybersecurity.

• Majority voting standards, proxy access, annual elections, and stock ownership requirements for directors and executives.

• Annual board and committee self-evaluations, with a third-party evaluation conducted in 2024.