On March 24, 2023, US Foods Holding Corp. filed a preliminary proxy statement soliciting proxies and urged the shareholders to vote against a shareholder proposal, asking the Board of Directors of the Company, to adopt a policy that in the event of a change in control, there shall be no acceleration of vesting of any performance-based share awards granted to any senior executive officer, provided, however, that the Board’s Compensation Committee may provide in an applicable grant or purchase agreement that any unvested award will vest on a partial, pro-rata basis up to the time of the named executive officer’s termination, with such qualifications for an award as the Committee may determine, submitted by International Brotherhood of Teamsters General Fund at the Company’s annual shareholders meeting scheduled to be held on May 18, 2023.