On May 26, 2023, KKR Fresh Holdings L.P. (the Selling Stockholder) converted an aggregate of 371,044 shares of the Series A Convertible Preferred Stock, par value $0.01 per share (the Series A Preferred Stock), of US Foods Holding Corp. (the Company) for an aggregate of 17,443,727 shares of the Company's common stock, par value $0.01 per share (the Common Stock). On May 26, 2023, prior to the consummation of the Offering described below, Nathaniel H. Taylor resigned from the Board of Directors of the Company (the Board).
Mr. Taylor's decision to resign was not because of any disagreement with the Company. Mr. Taylor was designated by the Selling Stockholder to serve on the Board pursuant to that certain Investment Agreement, dated as of April 21, 2020 (the Investment Agreement), by and between the Company and KKR Fresh Aggregator L.P.