Sec Form 3 Filing - Green Paul Scott @ UNITED NATURAL FOODS INC - 2020-12-02

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Green Paul Scott
2. Issuer Name and Ticker or Trading Symbol
UNITED NATURAL FOODS INC [ UNFI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, Fresh
(Last) (First) (Middle)
C/O UNITED NATURAL FOODS, INC., 313 IRON HORSE WAY
3. Date of Earliest Transaction (MM/DD/YY)
12/02/2020
(Street)
PROVIDENCE, RI02908
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 32,950 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit ( 2 ) ( 1 ) ( 1 ) Common Stock 1,580 D
Restricted Stock Unit ( 2 ) ( 3 ) ( 3 ) Common Stock 4,615 D
Restricted Stock Unit ( 2 ) ( 4 ) ( 4 ) Common Stock 847 D
Restricted Stock Unit ( 2 ) ( 5 ) ( 5 ) Common Stock 25,722 D
Restricted Stock Unit ( 2 ) ( 6 ) ( 6 ) Common Stock 21,588 D
Employee Stock Option (right to buy) $ 64.55 ( 8 ) ( 7 ) 09/19/2024 Common Stock 3,790 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Green Paul Scott
C/O UNITED NATURAL FOODS, INC.
313 IRON HORSE WAY
PROVIDENCE, RI02908
President, Fresh
Signatures
/s/ Jody Hyvarinen, Power-of-Attorney, in fact 12/11/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The restricted stock unit ("RSU") award was granted on September 15, 2017 and vests in four equal annual installments beginning on the on the first anniversary of the date of grant. Seventy-five percent of this award has vested.
( 2 )Each RSU represents the right to receive one share of the Company's common stock upon vesting in accordance with the terms of the reporting person's restricted stock unit agreement.
( 3 )The RSU award was granted on September 25, 2018 and vests in four equal annual installments beginning on the first anniversary of the date of grant. Fifty percent of this award has vested.
( 4 )This RSU award was granted on December 11, 2018 and vests in four equal annual installments beginning on September 25, 2019. Fifty percent of this award has vested.
( 5 )This RSU award was granted on December 19, 2019 and vests in three equal annual installments beginning on October 6, 2020. One-third of this award has vested.
( 6 )The RSU award was granted on October 12, 2020 and vests in three equal annual installments beginning on the first anniversary of the date of grant.
( 7 )These stock options were granted on September 19, 2014 and are fully vested and exercisable.
( 8 )United Natural Foods, Inc.'s closing price on the NASDAQ National Market on the date of grant.

Remarks:
(1) Exhibit 24 - Power of Attorney.(2) These securities represent the amounts owned by the reporting person as of December 2, 2020, the date of effectiveness of his appointment as an executive officer of the Company.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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