United Natural Foods Reports Employment Inducement Grant

October 12, 2021

PROVIDENCE, R.I.--(BUSINESS WIRE)-- United Natural Foods, Inc. (NYSE: UNFI) (the “Company” or “UNFI”) announced today that on October 12, 2021, it granted to J. Alexander Miller Douglas, its Chief Executive Officer, an inducement time-based restricted stock unit (“RSU”) award covering a total of 17,286 shares of common stock of UNFI and an inducement performance-based restricted stock unit (“PSU”) award covering a total of 25,929 shares of common stock of UNFI. The RSU will vest in three equal annual installments, beginning on the first anniversary of the date of grant. The PSU will vest on the third anniversary of the date of grant in an amount between 0% and 200% of the number of shares covered by the award, based on achievement against pre-established performance targets.

The RSU and PSU were awarded pursuant to Mr. Douglas’ previously announced appointment, with the number of shares determined based on the market price on the date of grant, as described in the Company’s Form 8-K filed on July 28, 2021. The RSU and PSU were approved by the Company’s Compensation Committee as an inducement grant in reliance on the employment inducement exemption under Rule 303A.08 of the New York Stock Exchange (NYSE) Listing Standards. This announcement is being made pursuant to the requirements of Rule 303A.08.

The terms of the RSU and PSU awarded to Mr. Douglas are substantially the same as those of other RSUs and PSUs granted to other UNFI employees, with the exception of the years of service required to qualify for retirement treatment, which is six years for Mr. Douglas rather than the ten years required under UNFI’s Amended and Restated 2020 Equity Incentive Plan (the “Plan”) and Retirement Policy. The RSU and PSU were not issued under the Plan but will be governed by the terms of such plan as if they were so issued.

About United Natural Foods

UNFI is North America's premier food wholesaler delivering the widest variety of products to customer locations throughout North America including natural product superstores, independent retailers, conventional supermarket chains, ecommerce retailers, and food service customers. By providing this deeper ‘full-store’ selection and compelling brands for every aisle, UNFI is uniquely positioned to deliver great food, more choices, and fresh thinking to customers everywhere. Today, UNFI is the largest publicly-traded grocery distributor in America. To learn more about how UNFI is Fueling the Future of Food, visit www.unfi.com.

Steve Bloomquist
Vice President, Investor Relations

Source: United Natural Foods, Inc.