0001020859-19-000110.txt : 20190927 0001020859-19-000110.hdr.sgml : 20190927 20190927170549 ACCESSION NUMBER: 0001020859-19-000110 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190925 FILED AS OF DATE: 20190927 DATE AS OF CHANGE: 20190927 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sutton Jill CENTRAL INDEX KEY: 0001742520 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15723 FILM NUMBER: 191122818 MAIL ADDRESS: STREET 1: 313 IRON HORSE WAY CITY: PROVIDENCE STATE: RI ZIP: 02908 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: 0803 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 4 1 wf-form4_156961833450274.xml FORM 4 X0306 4 2019-09-25 0 0001020859 UNITED NATURAL FOODS INC UNFI 0001742520 Sutton Jill C/O UNITED NATURAL FOODS, INC. 313 IRON HORSE WAY PROVIDENCE RI 02908 0 1 0 0 Chief Legal Officer, GC, Sec. Common Stock 2019-09-25 4 M 0 2430 0 A 5635 D Common Stock 2019-09-25 4 F 0 738 12.22 D 4897 D Common Stock 2019-09-25 4 M 0 918 0 A 5815 D Common Stock 2019-09-25 4 F 0 279 12.22 D 5536 D Restricted Stock Unit 2019-09-25 4 M 0 2430 0 D Common Stock 2430.0 7290 D Restricted Stock Unit 2019-09-25 4 M 0 918 0 D Common Stock 918.0 2753 D On September 25, 2019, 2,430 shares of United Natural Foods, Inc. (the "Company") restricted stock units ("RSU") vested. The Company retained 738 shares on that date to satisfy certain tax withholding obligations in connection with the vesting. Pursuant to the Company's Equity Grant and Settlement Policy, vested shares will not be delivered to the reporting person until the Company's trading window opens. RSUs convert into common stock on a one-for-one basis. Accordingly, there was no purchase price paid by the reporting person. On September 25, 2019, 918 shares of the Company's RSUs vested. The Company retained 279 shares to satisfy certain tax withholding obligations in connection with the vesting of RSUs. 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 RSU agreement. This 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. This Form 4 reflects the vesting of this RSU on September 25, 2019 as to 25% of the original grant amount. This RSU award was granted on December 11, 2018 and vests in four equal annual installments. This Form 4 reflects the vesting of this RSU on September 25, 2019 as to 25% of the original grant amount. Jody Hyvarinen, Power-of-Attorney, in fact 2019-09-27 EX-24 2 suttonpoa.htm POA - JILL E SUTTON

POWER OF ATTORNEY

       Know all by these presents, that the undersigned hereby constitutes and appoints Jody
Hyvarinen, 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 11th day of September, 2019.
           /s/ Jill E. Sutton



Signature
Jill E. Sutton
Print Name