Chefs' Warehouse, Inc. — Director's Dealing 2015

Mar 9, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Chefs' Warehouse, Inc. (CHEF)
CIK: 0001517175
Period of Report: 2015-03-06

Reporting Person: O'Dowd Frank (Chief Information Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-06	Common Stock	A	1435	$0.00	Acquired	153163	Direct
2015-03-06	Common Stock	A	3348	$0.00	Acquired	156511	Direct

Footnotes

F1: This reporting person received 1,435 shares of restricted common stock pursuant to The Chefs' Warehouse, Inc. 2011 Omnibus Equity Incentive Plan. The forfeiture restrictions associated with this award will lapse in one-fourth increments as of the first through fourth anniversary dates of the grant date.

F2: This reporting person received 3,348 shares of restricted common stock pursuant to The Chefs' Warehouse, Inc. 2011 Omnibus Equity Incentive Plan. The forfeiture restrictions associated with this award will lapse in one-fourth increments, with the first one-fourth of the forfeiture restrictions lapsing on the date (the "Initial Vesting Date") the Compensation Committee of the Company certifies that the Company achieved certain performance targets related to earnings per diluted share for the 2015 fiscal year, as adjusted, in accordance with the terms of the reporting person's performance-based vesting restricted share award agreement, and the remaining three-fourths of the forfeiture restrictions lapsing equally on the first through third anniversary dates of the Initial Vesting Date.