Approximate date of commencement of proposed sale to the public: Not applicable.
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REMOVAL
OF SECURITIES FROM REGISTRATION
United Natural Foods, Inc. (the “Company”) previously registered for resale by certain selling stockholders 111,887 shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), under a Registration Statement on Form S-3 filed with the Securities and Exchange Commission on July 18, 2014 (Registration Statement No. 333-197511) (the “Registration Statement”). The Registration Statement was automatically effective upon its filing.
The Registration Statement was filed in connection with the Company’s
acquisition of all of the outstanding equity securities of Tony’s Fine Foods (the “Acquisition”) pursuant to the terms of that certain Stock Purchase Agreement dated as of May 21, 2014 by and among Tony’s Fine Foods, the shareholders named therein, Scott Berger, as representative, United Natural Foods West, Inc. and the Company and registered for resale the shares of common stock of the Company issued in connection with the Acquisition. The Company has no further obligation to maintain the effectiveness of the Registration Statement.
In accordance with an undertaking made by the
Company in Item 17 of the Registration Statement, the Company is filing this Post-Effective Amendment No. 1 to the Registration Statement to remove from registration all of the Common Stock that remains unsold under the Registration Statement as of the date hereof. The Registration Statement is hereby amended, as appropriate, to reflect the removal from registration of such Common Stock.
SIGNATURES
Pursuant
to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Providence, State of Rhode Island, on April 13, 2016.
Senior Vice President, Chief Financial Officer and Treasurer
Pursuant
to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.
