0001020859-18-000135.txt : 20181107 0001020859-18-000135.hdr.sgml : 20181107 20181107165633 ACCESSION NUMBER: 0001020859-18-000135 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181030 FILED AS OF DATE: 20181107 DATE AS OF CHANGE: 20181107 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnson David William CENTRAL INDEX KEY: 0001711273 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15723 FILM NUMBER: 181167103 MAIL ADDRESS: STREET 1: 11840 VALLEY VIEW ROAD CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED NATURAL FOODS INC CENTRAL INDEX KEY: 0001020859 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & GENERAL LINE [5141] IRS NUMBER: 050376157 STATE OF INCORPORATION: DE FISCAL YEAR END: 0730 BUSINESS ADDRESS: STREET 1: 313 IRON HORSE WAY CITY: PROVIDENCE STATE: RI ZIP: 02908 BUSINESS PHONE: 401-528-8634 MAIL ADDRESS: STREET 1: 313 IRON HORSE WAY CITY: PROVIDENCE STATE: RI ZIP: 02908 3 1 wf-form3_154162777732244.xml FORM 3 X0206 3 2018-10-30 0 0001020859 UNITED NATURAL FOODS INC UNFI 0001711273 Johnson David William 313 IRON HORSE WAY PROVIDENCE RI 02908-0999 0 1 0 0 Chief Accounting Officer Employee Stock Option (right to buy) 56.94 2025-04-30 Common Stock 3018.0 D Employee Stock Option (right to buy) 48.58 2024-05-16 Common Stock 3189.0 D Employee Stock Option (right to buy) 42.04 2023-05-07 Common Stock 5979.0 D Employee Stock Option (right to buy) 14.77 2022-07-17 Common Stock 2300.0 D Upon the effectiveness of the merger on October 22, 2018 (such time, the "effective time") contemplated by that Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 25, 2018, as amended October 10, 2018, by and between United Natural Foods, Inc. (the "Company"), SUPERVALU, and Jedi Merger Sub, Inc., a wholly owned subsidiary of the Company, as a result of which SUPERVALU became a wholly owned subsidiary of the Company, each outstanding and unexercised SUPERVALU stock option, whether vested or unvested, was converted into an option to purchase shares of the Company's common stock generally on the same terms and conditions as applied prior to the effective time, in accordance with the terms and conditions of the Merger Agreement. Joseph McGrail, Power-of-Attorney, in fact 2018-11-07 EX-24 2 johnsondnov2018poa.htm POWER OF ATTORNEY Exhibit


POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Michael Zechmeister, Jill E. Sutton and Joseph McGrail, with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1)
execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of United Natural Foods, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

(3)
take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 6th day of November, 2018.

/s/ David Johnson
Signature
 
/s/ David Johnson
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