Sec Form 4 Filing - WELLSPRING CAPITAL PARTNERS IV L P @ Performance Food Group Co - 2015-10-06

FORM 4 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 WELLSPRING CAPITAL PARTNERS IV L P 2. Issuer Name and Ticker or Trading Symbol Performance Food Group Co [ PFGC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O WELLSPRING CAPITAL MANAGEMENT LLC, 390 PARK AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 10/06/2015 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ 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, par value $0.01 per share 10/06/2015 S 444,265 ( 1 ) D $ 17.955 16,272,914 D ( 2 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WELLSPRING CAPITAL PARTNERS IV L P C/O WELLSPRING CAPITAL MANAGEMENT LLC 390 PARK AVENUE NEW YORK, NY10022 X WCM GenPar IV, L.P. 390 PARK AVE NEW YORK, NY10022 X WCM GenPar IV GP, LLC 390 PARK AVE NEW YORK, NY10022 X Signatures Wellspring Capital Partners IV, L.P., By: WCM GenPar IV, L.P., its General Partner, By: WCM GenPar IV GP, LLC, its General Partner, /s/ William F. Dawson, Jr., Authorized Person 10/08/2015 Signature of Reporting Person Date WCM GenPar IV, L.P., By: WCM GenPar IV GP, LLC, its General Partner, /s/ William F. Dawson, Jr., Authorized Person 10/08/2015 Signature of Reporting Person Date WCM GenPar IV GP, LLC, By: /s/ William F. Dawson, Jr., Authorized Person 10/08/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents 16,717,179 shares of the Issuer held by Wellspring Capital Partners IV, L.P. ("WCP IV"). ( 2 )WCM GenPar IV, L.P. is the general partner of WCP IV and WCM GenPar IV GP, LLC is the general partner of WCM GenPar IV, L.P. As such, each of the reporting persons may be deemed to beneficially own the shares of the Issuer owned directly by WCP IV. Each reporting person disclaims beneficial ownership of such shares, and this report may not be deemed an admission either the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose, except to the extent of its pecuniary interest therein.

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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