01—Abstract
Summary
Summary of the 8-K filed November 6, 2025. Cited figures are marked; the original filing is the authoritative source.
US Foods Holding Corp. (NYSE: USFD) reported results for its fiscal third quarter ended September 27, 2025, in a press release furnished as Exhibit 99.1 to this Form 8-K.
Net sales rose 4.8% to $10.2 billiona, gross profit increased 5.2% to $1.8 billion, and net income grew 3.4% to $153 million. Diluted EPS was $0.67, up 9.8%, while Adjusted EBITDA increased 11.0% to $505 million and Adjusted Diluted EPS increased 25.9% to $1.07. Total case volume rose 1.1%, led by a 3.9% increase in independent restaurant case volume, and the company cited food cost inflation of 3.0% as a contributor to net sales growth.
Capital allocation was a major theme. The company repurchased about 4.1 million shares for approximately $335 millionb during the quarter and had about $467 million remaining under its current $1 billion repurchase program. Net Debt was $4.9 billion at quarter-end, and the Net Debt to Adjusted EBITDA ratio improved to 2.6x from 2.8x at fiscal year-end 2024.
After quarter-end, the company signed a definitive agreement to acquire Shetakis, an independent food distributor in Las Vegas, Nevada, targeting closing in the fourth quarter of 2025. The company updated its fiscal 2025 outlook.
Net sales growth is now expected at 4%c to 5%, down from the prior 4% to 6%. Adjusted EBITDA growth is now expected at 10% to 12%, compared with the prior 9.5% to 12%, and Adjusted Diluted EPS growth is now expected at 24% to 26%, up from the prior 19.5% to 23%.
02—Key points
Key Highlights
- Net sales increased 4.8% to $10.2 billion in the third quarter, with total case volume up 1.1% and independent restaurant case volume up 3.9%.
- Adjusted EBITDA rose 11.0% to $505 million, with Adjusted EBITDA margin up 28 basis points to 5.0%.
- Diluted EPS grew 9.8% to $0.67 on GAAP net income of $153 million; Adjusted Diluted EPS rose 25.9% to $1.07.
- The company repurchased about 4.1 million shares for approximately $335 million in the quarter, with about $467 million remaining under its $1 billion program.
- Net Debt was $4.9 billion, and the Net Debt to Adjusted EBITDA ratio was 2.6x versus 2.8x at fiscal year-end 2024.
- Signed a definitive agreement to acquire Shetakis, a Las Vegas, Nevada independent food distributor, with closing targeted for the fourth quarter of 2025.
- Raised the low end of Adjusted Diluted EPS growth guidance to 24% to 26% from 19.5% to 23%, while narrowing net sales growth guidance to 4% to 5% from 4% to 6%.
03—Questions
Frequently Asked Questions
How did US Foods perform in its fiscal third quarter of 2025?
Net sales grew 4.8% to $10.2 billion, gross profit rose 5.2% to $1.8 billion, and net income increased 3.4% to $153 million. Adjusted EBITDA grew 11.0% to $505 million, and Adjusted Diluted EPS rose 25.9% to $1.07.
What changed in the company's fiscal 2025 guidance?
Net sales growth guidance is now 4% to 5%, versus the prior 4% to 6%. Adjusted EBITDA growth guidance is 10% to 12%, versus the prior 9.5% to 12%. Adjusted Diluted EPS growth guidance is 24% to 26%, versus the prior 19.5% to 23%.
How much did US Foods spend on share repurchases and how much authorization remains?
During the third quarter, the company repurchased 4.1 million shares for approximately $335 million. About $467 million remained authorized under its current $1 billion share repurchase program.
What is the Shetakis acquisition?
After quarter-end, US Foods signed a definitive agreement to acquire Shetakis, an independent food distributor located in Las Vegas, Nevada. The company is targeting closing in the fourth quarter of 2025.
How leveraged is US Foods after its recent activity?
Net Debt was $4.9 billion at the end of the third quarter, and the ratio of Net Debt to Adjusted EBITDA was 2.6x, compared with 2.8x at the end of fiscal year 2024.
04—Continue