Sysco (SYY) 10-K risk factor changes: FY2022 vs FY2021

These factors could cause our future results to differ from our expectations expressed in the forward-looking statements identified within “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and from [added: other] historical trends.

Global health developments and economic uncertainty resulting from the COVID-19 pandemic [removed: have adversely affected, and are expected to] continue to adversely affect, our business, financial condition and results of operations.

In response to the outbreak of COVID-19 and its development into a pandemic, governmental authorities in many countries in which we operate, and in which our customers are present and suppliers operate, [removed: have] [added: have,] imposed mandatory closures, sought voluntary closures and imposed restrictions on, or advisories with respect to, travel, business operations and public gatherings or interactions.

[removed: Recently, mutations] [added: Mutations] of the virus have arisen, [added: and are continuing to arise,] some of which [removed: are proving] [added: have proven] to be particularly aggressive variants.

As these variants spread, some governmental authorities have reintroduced certain restrictions and others may decide to do so in the future, which could adversely affect [removed: the timing of business reopenings and] demand in the foodservice industry.

To the extent the COVID-19 pandemic continues to adversely affect our business, results of operations and financial condition, it may also have the effect of heightening many of the other risks described in this Annual Report on Form 10-K and [added: subsequent filings with the SEC, such as those risks relating to our level of indebtedness, and may have an adverse effect on the price of our common stock.]

We experienced an elevated inflation rate of [removed: 9.6% combined for the] [added: approximately 15.0% in our] U.S. [removed: and Canada] [added: Broadline operations] during [removed: the fourth quarter of] fiscal [removed: 2021,] [added: 2022,] primarily in the paper and disposables, poultry and meat categories.

[removed: Periods] [added: In periods] of significant product cost [removed: inflation may adversely affect our results of operations] [added: inflation,] if we are unable to pass on all or a portion of such product cost increases to our customers in a timely [removed: manner.][added: manner, our results of operations would be adversely affected.]

Conversely, our business may be adversely affected by periods of product cost deflation, because we make a significant portion of our sales at prices that are based on the cost of products we sell plus a percentage [removed: margin.][added: margin, mark-up or fee per case.]

A shortage of qualified labor [added: and increases in labor costs] could negatively affect our business and materially reduce earnings.

The future success of our operations, including the achievement of our strategic objectives, depends on our ability, and the ability of [added: certain] third parties on which we [removed: rely to supply and to deliver our products,] [added: rely,] to identify, recruit, develop and retain qualified and talented individuals.

[removed: Such a shortage would] [added: Labor shortages will] also likely lead to higher wages for employees [removed: (or] [added: and] higher costs to purchase the services of [removed: such] third [removed: parties) and a corresponding reduction in our results of operations.][added: parties.]

In the current operating environment, we are experiencing a shortage of qualified labor in certain geographies, particularly with [added: regard to recruiting and retaining] warehouse workers and drivers, resulting in increased costs from certain temporary wage actions, such as hiring and referral and retention bonus programs.

[removed: A continuation of] [added: Increases in] such [removed: shortages] [added: labor costs] for a prolonged period of time could have a material adverse effect on the company’s financial condition and results of operations.

Unfavorable macroeconomic [removed: conditions in North America and Europe,] [added: conditions,] as well as unfavorable conditions in particular local markets, may adversely affect our results of operations and financial condition.

[removed: The foodservice industry is characterized by relatively low profit margins, consequently, our] [added: Our] results of operations are susceptible to regional, national and international economic trends and uncertainties.

- Food cost and fuel cost inflation [removed: experienced by the consumer] can lead to reductions in the frequency of dining out and the amount spent by consumers for food-away-from-home purchases, [removed: which could negatively impact our business by] reducing demand for our products.

- Heightened uncertainty in the financial markets negatively affects consumer confidence and discretionary [removed: spending, which can cause disruptions with our customers and suppliers.][added: spending.]

- [removed: Liquidity issues and an] [added: The] inability to consistently access credit markets [removed: would] [added: could] impair our ability to market and distribute food products, support our operations and meet our customers’ needs.

- Liquidity [removed: issues] and the inability of our customers [added: and suppliers] to consistently access credit markets to obtain cash to support their operations can cause temporary interruptions in our ability to [removed: conduct day-to-day transactions involving the collection of] [added: collect] funds from [removed: such customers.][added: our customers and obtain the products and supplies that we need in the quantities and at the prices that we request.]

[removed: Historically, North America and Europe] [added: The countries in which we operate,] have experienced, from time to time, [removed: including during the COVID-19 pandemic,] deteriorating economic conditions and heightened uncertainty in [removed: their] financial markets, which have adversely [added: impacted business and consumer confidence and spending and depressed capital investment and economic activity in the affected regions.]

Economic and political instability [removed: and potential unfavorable changes in laws and regulations in international markets] could adversely affect our results of operations and financial condition.

Additionally, increased competition from non-traditional sources (such as club stores and commercial wholesale outlets with lower cost structures), online direct food wholesalers and cash and carry [added: operations have served to further increase pressure on the industry’s profit margins, and continued margin pressure within the industry may have a material adverse effect on our results of operations.]

The price and supply of fuel can fluctuate significantly based on international, political and economic [removed: circumstances,] [added: circumstances (such] as [added: Russia’s invasion of Ukraine), as] well as other factors outside our control, such as actions by the Organization of the Petroleum Exporting Countries, or OPEC, and other oil and gas producers, regional production patterns, weather conditions and environmental [removed: concerns.][added: concerns, and the resurgence of demand, as travel restrictions associated with the COVID-19 pandemic are scaled back.]

The cost of fuel affects the [removed: price paid by us] [added: prices we pay] for products, as well as the costs we incur to deliver products to our customers.

If fuel costs [added: continue to] increase in the future, we may experience difficulties in passing all or a portion of these costs along to our customers, which may adversely affect our results of operations.

Although our purchasing volume can provide benefits when dealing with suppliers, suppliers may not be able to provide the foodservice products and supplies that we need [removed: in the quantities and at the prices that we request] due to conditions outside of their control.

These conditions include shortages of qualified labor for our suppliers, work slowdowns, work interruptions, strikes or other job actions by employees of suppliers, short-term weather conditions or more prolonged climate change, crop and other agricultural conditions, water shortages, transportation interruptions (such as shortages of ocean cargo containers), unavailability of fuel or increases in fuel costs, product recalls, competitive demands, civil insurrection or social unrest, terrorist attacks or international hostilities [added: (such as the invasion of Ukraine by Russia)] and natural disasters, epidemics, pandemics (such as the COVID-19 pandemic) or other human or animal disease outbreaks or other catastrophic events (including, but not limited to, foodborne illnesses).

Our current operating environment [removed: is constantly shifting] [added: continues to adjust] in response to COVID-19, placing significant pressure on the food-away-from-home supply chain.

Customer demand is currently outpacing available supply in certain [removed: categories.]

Certain suppliers are struggling to meet demand for our [removed: orders.][added: orders, which impairs our ability to deliver products and services to our customers.]

[removed: Future] [added: Prolonged future] supply shortages could have an adverse effect on the company’s financial condition and results of operations.

Further, increased frequency or duration of extreme weather conditions, [removed: whether due to global] [added: which may be from] climate [removed: change or otherwise,] [added: change,] could also impair production capabilities, disrupt our supply chain or adversely affect demand for our products.

[added: At] any time, input costs could increase for a prolonged period for a large portion of the products that we sell.

Additionally, we procure products from suppliers outside of the U.S., and we are subject to the risks associated with political or financial instability, [added: military conflict,] trade restrictions, tariffs, currency exchange rates, transport capacity and costs and other factors relating to foreign trade, including health and safety restrictions related to epidemics and pandemics (such as the COVID-19 pandemic), any or all of which could delay our receipt of products or increase our input costs.

Anything that damages our reputation or public confidence in our products, whether or not justified, [removed: including negative publicity about the quality, safety, sustainability or integrity of our products or relating to illegal or unethical activities by our employees, suppliers or agents,] could tarnish our reputation and diminish the value of our brand, which could adversely affect our results of [removed: operations.][added: operations, and require additional resources to rebuild our reputation and restore the value of our brand.]

Reports, whether true or not, of foodborne illnesses [removed: (such as e-coli, avian flu, bovine spongiform encephalopathy, hepatitis A, trichinosis, salmonella, listeria] or [removed: swine flu) or] injuries caused by food tampering could also severely injure our reputation or reduce public confidence in our products.

[removed: Adverse] [added: In addition, adverse] publicity about regulatory or legal action against us could damage our reputation and image, undermine our customers’ confidence in us and reduce short-term or long-term demand for our products and services, even if the regulatory or legal action is unfounded or not material to our operations.

Gross margin from our multi-unit customers is generally lower than that of our locally managed customers because we typically sell higher volumes of products to [removed: these] [added: multi-unit] customers and provide a relatively lower level of value-added services than we do to locally managed customers.

In that event, if we were unable to achieve additional cost savings to offset these price reductions and/or cost increases, our results of operations could be [removed: materially adversely affected.]

Unsuccessful recruiting and retention efforts as a result of such continuing shortages for a prolonged period of time could have a material adverse effect on the company’s financial condition and results of operations.

Increases in labor costs, such as increases in minimum wage requirements, wage inflation and/or increased overtime, reduce our profitability and that of our customers.

- Foreign exchange rate fluctuations can adversely impact our competitiveness and/or financial results.

As reported in July 2022 by the U.S. Bureau of Economic Analysis, the U.S. economy experienced its second consecutive quarter of negative economic growth, which may represent a leading indicator of an upcoming recession.

A prolonged economic downturn or recession in the U.S. or global economies, and the impact on GDP growth, corporate earnings, consumer confidence, employment rates, income levels and/or personal wealth, could have a material adverse effect on our results of operations and financial condition.

For example, the U.K. exited the EU on January 31, 2020, with a transition period that ended on December 31, 2020.

Local or regional geopolitical events, such as Brexit and, the “yellow vest” protests in France in 2020, have negatively impacted our operations.

Similar future trade or labor disruptions or disputes could have a negative impact on our operations in the EU and other parts of the world.

In addition, military conflicts, such as the invasion of Ukraine by Russia, can negatively impact global demand.

In response to such conflicts, various governments can and have recently imposed export controls on certain products and financial and economic sanctions on certain industry sectors and parties, which actions can have a negative impact on our operations.

Although our business has not been materially impacted to date by the ongoing invasion of Ukraine by Russia, it is impossible to predict the extent to which our operations, or those of our suppliers and customers, will be impacted in the short and long term, or the ways in which the conflict may impact our business.

The extent and duration of the military action, sanctions and resulting market disruptions are difficult to predict, but could be substantial.

Further escalation of geopolitical tensions related to the military conflict, including increased trade barriers or restrictions on global trade, could result in, among other things, cyberattacks, supply disruptions, lower consumer demand and changes to foreign exchange rates and financial markets.

Any or all of these factors could disrupt our business directly and could disrupt the business of our customers, which could have an adverse effect on our business and results of operations.

Any such disruptions may also magnify the impact of other risks described in this Form 10-K.

categories.

We have long-standing relationships and agreements with a number of our customers.

materially adversely affected.

We are also subject to non-income-

company and our business partners.

Our failure to implement timely new technologies may adversely affect our competitiveness and, consequently, our results of operations.

Our failure to comply with data privacy regulations could adversely affect our business.

There are new and emerging data privacy laws, as well as frequent updates and changes to existing data privacy laws, in most jurisdictions in which Sysco operates.

Given the complexity of these laws and the often-onerous requirements they place on businesses regarding handling personal data, it is important for Sysco to understand their impact and respond accordingly.

Failure to comply with data privacy laws can result in substantial fines or penalties, legal liability and / or reputational damage.

In the UK and Europe, the General Data Protection Regulation (GDPR), which came into effect in 2018, places stringent requirements on companies when handling personal data and there continues to be a growing trend of other countries adopting similar laws, including Canada.

Since 2020, five US states (i.e., California, Virginia, Colorado, Utah and Connecticut) have enacted stringent consumer privacy laws.

In January 2023, we expect significant changes to come into effect in California, which will further enhance and extend an individual’s rights over their personal data and the obligations placed on companies that handle this data, with the adoption of the California Privacy Rights Act (CPRA).

Most notably, it is expected that employee and business data will be brought into scope, which raises the compliance requirements for Sysco significantly, in terms of internal controls, processes and governance requirements.

Continued state by state introduction of privacy laws could lead to significantly greater complexity in our compliance requirements globally, which could result in complaints from data subjects and/or action from regulators.

If Sysco does not provide sufficient resources to ensure it is able to respond, adapt and implement the necessary requirements to respond to the various forthcoming changes, which could include federal data privacy requirements in the US, while continuing to maintain our compliance with global data privacy laws, this could adversely impact our reputation and Sysco could face exposure to fines levied by regulators, which could have a significant financial impact on our business.

In addition, some consumers are choosing to stay home due to the perceived risk of infection and health risk associated with COVID-19, which is adversely affecting demand in the foodservice industry, including demand for our products and services.

These events have had, and could continue to have, an adverse impact on numerous aspects of our business, financial condition and results of operations including, but not limited to, our growth, product costs, supply chain disruptions and the potential for inventory spoilage, labor shortages, logistics constraints, customer demand for our products and industry demand generally, difficulties in collecting our accounts receivables and corresponding increases in our bad debt exposure, consumer spending, our liquidity, the price of our securities and trading markets with respect thereto, our ability to access capital markets, and the global economy and financial markets generally.

A prolonged or deeper economic downturn that adversely affects our business, financial condition or results of operations could affect our ability to access the credit markets for additional liquidity.

As a result, we may be unable to continue to comply with the debt covenants that are specific to our revolving credit facility, which could result in an event of default.

We may see an increase in bankruptcies of customers, which could contribute to an increase in bad debt expense.

In the third and fourth quarters of fiscal 2020, the company experienced an increase in past due receivables and recognized additional bad debt charges on its trade receivables that were outstanding at the time the pandemic caused closures among our customers in mid-March 2020.

These receivables were all created in fiscal 2020 and are referred to as pre-pandemic receivables.

As of July 3, 2021, our pre-pandemic receivable balance outstanding is no longer significant and a majority of the amount outstanding is reserved within our allowance for doubtful accounts.

If further significant governmental restrictions are imposed in response to the spread of COVID-19 (including any variants thereof), Sysco could experience additional increases in past due receivables, which would have an adverse effect on the company’s financial condition and results of operations.

We have implemented employee safety measures, based on guidance from the Centers for Disease Control and Prevention and World Health Organization, across all our supply chain facilities, including proper hygiene, social distancing, mask use, and temperature screenings.

These measures may not be sufficient to prevent the spread of COVID-19 among our employees.

Illness, travel restrictions, absenteeism, or other workforce disruptions could negatively affect our supply chain, distribution, or other business processes.

We may face additional production disruptions in the future, which may place constraints on our ability to distribute products in a timely manner or may increase our costs.

The ultimate extent of the impact of COVID-19 on our business, financial condition and results of operations will depend largely on future developments, including the duration and spread of the outbreak and the related impact on consumer confidence and spending, all of which are highly uncertain and cannot be predicted with certainty at this time.

Even after the COVID-19 pandemic subsides, we could experience a longer-term impact on our business, such as costs associated with enhanced health, safety and hygiene requirements in one or more regions in attempts to counteract future outbreaks or the possibility that venues where foodservice products are served are slow to reopen and/or experience reduced customer traffic after reopening.

The impact of the COVID-19 pandemic may change our mix of earnings by customer type and by jurisdiction and has increased the risk that operating losses may occur within certain of our jurisdictions that could lead to the recognition of valuation allowances against certain deferred tax assets in the future, if these losses are prolonged beyond our current expectations.

This would negatively impact our income tax expense, net earnings, and balance sheet.

Sustained adverse impacts to our company, certain suppliers, and customers may also affect our future valuation of certain assets, and therefore, may increase the likelihood of an impairment charge, write-off, or reserve associated with such assets, including goodwill, long-lived intangible assets, property and equipment, inventories, accounts receivable, tax assets and other assets.

subsequent filings with the SEC, such as those risks relating to our level of indebtedness, and may have an adverse effect on the price of our common stock.

The rate accelerated towards the end of the quarter and has continued into the first quarter of fiscal 2022.

Employee recruitment, development and retention efforts that we or such third parties undertake may not be successful, which could result in a shortage of qualified individuals in future periods.

- Liquidity issues and the inability of our suppliers to consistently access credit markets to obtain cash to support their operations can cause temporary interruptions in our ability to obtain the foodservice products and supplies that we need in the quantities and at the prices that we request.

impacted business and consumer confidence and spending and depressed capital investment and economic activity in the affected regions.

If similar unfavorable economic conditions were to arise in the future, or recent volatility in the financial markets and the global economy were to continue, our results of operations and financial condition could be adversely affected.

For example, the U.K.’s exit from the EU, which occurred on January 31, 2020 (commonly referred to as “Brexit”), and the resulting significant change to the U.K.’s relationship with the EU and with countries outside the EU (and the laws, regulations and trade deals impacting business conducted between them) could disrupt the overall economic growth or stability of the U.K. and the EU and otherwise negatively impact our European operations.

The Withdrawal Agreement between the U.K. and the EU that established the terms governing the U.K.’s departure provided that, among other things, there would be an ongoing transition period under which the U.K. remained a part of the EU customs and regulatory area until December 31, 2020.

On January 1, 2021, the U.K. left the EU Single Market and Customs Union, as well as all EU policies and international agreements.

As a result, the free movement of persons, goods, services and capital between the U.K. and the EU ended, and the EU and the U.K. formed two separate markets and two distinct regulatory and legal spaces.

On December 24, 2020, the European Commission reached a trade agreement with the U.K. on the terms of its future cooperation with the EU (the “Trade Agreement”).

The Trade Agreement offers U.K. and EU companies preferential access to each other’s markets, ensuring imported goods will be free of tariffs and quotas; however, economic relations between the U.K. and the EU will now be on more restricted terms than existed previously.

At this time, we cannot predict the impact that the Trade Agreement and any future agreements contemplated under the terms of the Trade Agreement will have on our business and our customers, and it is possible that new terms may adversely affect our operations and financial results.

We are currently in the process of evaluating our own risks and uncertainties to ascertain what financial, trade, regulatory and legal implications the Trade Agreement could have on our U.K. and European business operations.

This uncertainty also includes the impact on our customers’ business operations and capital planning, as well as the overall impact on restaurants or other customers in the foodservice distribution industry.

The completion of Brexit could also adversely affect the value of our euro- and pound-denominated assets and obligations.

Exchange rates related to the British pound sterling have been more volatile since the U.K. announced it would exit the EU and such volatility may continue in the future.

Future fluctuations in the exchange rate between the British pound sterling and the local currencies of our suppliers may have the effect of increasing our cost of goods sold in the U.K., which increases we may not be able to pass on to our customers.

Uncertainty surrounding Brexit has contributed to recent fluctuations in the U.K. economy and could result in future disruptions in economic activity in the U.K., Europe or globally, which could adversely affect our operating results and growth prospects.

In addition, Brexit could cause financial and capital markets within and outside the U.K. or the EU to constrict, thereby negatively impacting our ability to finance our business, and could cause a substantial dip in consumer confidence and spending that could negatively impact the foodservice distribution industry.

Any one of these impacts could have an adverse effect on our results of operations and financial condition.

As an example of political instability, in fiscal 2020, the “yellow vest” protests in France against a fuel tax increase, pension reform and the French government negatively impacted our sales in France.

The following discussion and analysis of Sysco’s financial condition, results of operations and liquidity and capital resources for the fiscal years ended July [added: 2, 2022 and July] 3, 2021 [removed: and June 27, 2020] should be read as a supplement to our Consolidated Financial Statements and the accompanying notes contained in Item 8 of this report, and in conjunction with the “Forward-looking Statements” section set forth in Part II and the “Risk Factors” section set forth in Item 1A of Part I.

All discussion of changes in our results of operations from fiscal [removed: 2019] [added: 2020] to fiscal [removed: 2020] [added: 2021] has been omitted from this Form 10-K, but may be found in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Form 10-K for the year ended [removed: June 27, 2020,] [added: July 3, 2021,] filed with the Securities and Exchange Commission on August [removed: 25, 2020.][added: 30, 2021.]

Under the accounting provisions related to disclosures about segments of an enterprise, we have [removed: aggregated] [added: combined] certain [removed: operating segments] [added: operations] into three reportable segments.

“Other” financial information is attributable to our other [removed: operating segments] [added: operations] that do not meet the quantitative disclosure thresholds.

- *U.S. Foodservice Operations* – primarily includes [added: (a) the company’s] U.S. Broadline operations, which distribute a full line of food products, including custom-cut meat, seafood, [removed: specialty] produce, specialty [added: Italian, specialty] imports and a [removed: wide variety of non-food products;]

- *International Foodservice Operations* – includes operations [removed: in the Americas (primarily] outside of the United States [removed: (U.S.)) and Europe,] [added: (U.S.),] which distribute a full line of food products and a wide variety of non-food products.

The Americas primarily consists of operations in Canada, Bahamas, Mexico, Costa Rica and Panama, as well as our [added: export] operations that distribute to international customers.

We estimate that we serve about 17% of an approximately [removed: $230] [added: $300] billion annual foodservice market in the U.S. based on industry data obtained from Technomic, [removed: Inc] [added: Inc.] as of the end of calendar [removed: 2020.][added: 2021.]

Technomic projects the market size to increase to approximately [removed: $285] [added: $345] billion by the end of calendar [removed: 2021.][added: 2022.]

According to industry sources, the foodservice, or food-away-from-home, market represents approximately [removed: 45%] [added: 53%] of the total dollars spent on food purchases made at the consumer level in the U.S. as of the end of calendar year [removed: 2020.][added: 2021, which is consistent with pre-pandemic levels as of the end of calendar year 2019.]

See below for a comparison of our fiscal [removed: 2021] [added: 2022] results to our fiscal [removed: 2020] [added: 2021] results, both including and excluding Certain Items (as defined below).

Below is a comparison of results from fiscal [removed: 2021] [added: 2022] to fiscal [removed: 2020:][added: 2021:]

◦increased [removed: 91.8%,] [added: 159.2%,] or [removed: $687.7] [added: $834.6] million, to $1.4 billion;

◦increased [removed: 145.2%,] [added: 158.3%,] or [removed: $0.61,] [added: $1.63,] to [removed: $1.03] [added: $2.66] from the comparable prior year amount of [removed: $0.42] [added: $1.03] per share;

◦increased [removed: 142.9%,] [added: 158.8%,] or [removed: $0.60,] [added: $1.62,] to [removed: $1.02] [added: $2.64] from the comparable prior year amount of [removed: $0.42] [added: $1.02] per share;

◦adjusted diluted earnings per share were [removed: $1.44] [added: $3.25] in fiscal [removed: 2021,] [added: 2022,] a [removed: $0.57 decrease] [added: $1.81 increase] from the comparable prior year amount of [removed: $2.01] [added: $1.44] per share.

◦increased [removed: 46.1%,] [added: 42.7%,] or [removed: $695.4] [added: $940.5] million, to [removed: $2.2] [added: $3.1] billion; and

[removed: Our] [added: The] discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted EBITDA, that we believe provide important perspective with respect to underlying business trends.

Other than free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove the impact of [added: (A)] restructuring and transformational project costs consisting [removed: of:] [added: of] (1) restructuring charges, (2) expenses associated with our various transformation initiatives and (3) facility closure and severance charges; [removed: and by] acquisition-related costs consisting of: (1) intangible amortization expense [removed: related to the fiscal 2017 acquisition of Cucina Lux Investments Limited (the Brakes Acquisition)] and (2) [added: acquisition costs and] due diligence [removed: and integration] costs [removed: incurred] [added: related to our acquisitions; and (B) the reduction of bad debt expense previously recognized] in fiscal [removed: 2021 associated with] [added: 2020 due to] the [removed: acquisition] [added: impact] of [removed: Greco and Sons, which closed in August 2021.][added: the COVID-19 pandemic on the collectability of our pre-pandemic trade receivable balances.]

The fiscal [removed: 2021] [added: 2022] and fiscal [removed: 2020] [added: 2021] items discussed above are collectively referred to as “Certain Items.” The results of our foreign operations can be impacted by changes in exchange rates applicable to converting from local currencies to U.S. dollars.

This resulted in a [removed: 53-week] [added: 52-week] year ended July [removed: 3, 2021] [added: 2, 2022] for fiscal [removed: 2021,] [added: 2022,] a [removed: 52-week] [added: 53-week] year ended [removed: June 27, 2020] [added: July 3, 2021] for fiscal [removed: 2020] [added: 2021] and a 52-week year ended June [removed: 29, 2019] [added: 27, 2020] for fiscal [removed: 2019.][added: 2020.]

We will have a 52-week year ending July [removed: 2, 2022] [added: 1, 2023] for fiscal [removed: 2022.][added: 2023.]

Because fiscal 2021 contained an additional week as compared to fiscal [removed: 2020,] [added: 2022,] our Consolidated Results of Operations for fiscal [removed: 2021] [added: 2022] are not directly comparable to the prior year.

[added: Management] believes that adjusting the fiscal 2021 Consolidated Results of Operations for the estimated impact of the additional week provides more comparable financial results on a year-over-year basis.

[removed: We believe it is useful to provide investors with] the same financial information that we use internally to make comparisons of our historical operating results, identify trends in our underlying operating results and evaluate our business.

Sysco’s management considers growth in this metric to be a measure of overall financial performance that provides useful information to management and investors about the profitability of the business, as it facilitates comparison of performance on a consistent basis from period to period by providing a [added: measurement of recurring factors and trends affecting our business.]

Sysco offers an assortment of Sysco-branded products that can be differentiated from privately branded products, which enables us to achieve higher gross margin by administering and leveraging a consolidated product procurement program for quality food and [removed: non-food products.][added: non-]

That rate of growth is expected to accelerate across the three years of our [removed: long range] [added: long-range] plan, and we intend to deliver 1.5 times the market growth [removed: in] [added: by the end of our] fiscal 2024.

In fiscal [removed: 2021,] [added: 2022,] we recorded a net credit to the provision for losses on receivables totaling [removed: $152.7] [added: $15.5] million, which reflects a benefit on the reduction of our allowance for pre-pandemic receivable balances, as we have made excellent progress on obtaining [removed: timely] payments from our customers.

The impact of the [added: recovery from the] COVID-19 pandemic may change our mix of earnings by jurisdiction and has increased the risk that [added: carryforward attributes, such as] operating [removed: losses] [added: losses,] may occur within certain of our jurisdictions that could [added: lead to the recognition of valuation allowances against certain deferred tax assets in the future, if these losses are prolonged beyond our current expectations.]

[removed: In fiscal 2022, we expect] [added: -] our [added: expectations regarding our] effective tax rate [removed: to be approximately 24%.][added: in fiscal 2023;]

Our purpose is “Connecting the World to Share Food and Care for One [removed: Another,” which] [added: Another.” Purpose driven companies are believed to perform better and] we believe [added: our purpose] will [removed: allow] [added: assist] us to grow substantially faster than the foodservice distribution industry and deliver profitable growth through our “Recipe for Growth” transformation.

We are developing a more nimble, accessible and productive supply chain that is better positioned to support customers in their business recovery, we [removed: and have eliminated] [added: remain the only national broadliner with no] order minimums for our customers.

Our strategic initiatives to increase delivery frequency and enable [removed: omnichannel] [added: omni-channel] inventory fulfillment remain on track.

| Cost of sales | | | [removed: 81.8] [added: 82.0] | | | | | | [removed: 81.3] [added: 81.8] | | |

| Gross profit | | | [removed: 18.2] [added: 18.0] | | | | | | [removed: 18.7] [added: 18.2] | | |

| Operating expenses | | | [removed: 15.4] [added: 14.6] | | | | | | [removed: 17.3] [added: 15.4] | | |

| Operating income | | | [removed: 2.8] [added: 3.4] | | | | | | [removed: 1.4] [added: 2.8] | | |

| Interest expense | | | [removed: 1.7] [added: 0.9] | | | | | | [removed: 0.8] [added: 1.7] | | |

| Other (income) expense, net | | | — | | | | | | [removed: 0.1] [added: —] | | |

wide variety of non-food products and (b) our U.S. Specialty operations, which include our FreshPoint fresh produce distribution business, our Specialty Meats and Seafood Group specialty protein operations, our growing Italian Specialty platform anchored by Greco & Sons, our Asian specialty distribution company and a number of other small specialty businesses that are not material to the operations of Sysco;

Our fiscal 2022 results were strong, reflecting growth in volumes and sales, effective management of inflation and improved profitability.

Our market share gains in the U.S. segments continued to accelerate through the fiscal year and demonstrated the impact of our Recipe for Growth strategy on our business, advancing our capabilities in supply chain and sales.

As a result, Sysco achieved an all-time record for annual sales.

Additionally, our teams made significant improvements in operating expense leverage, with lower business recovery costs, as we continue to emerge from the COVID-19 pandemic, and continued re-investments in our supply chain and operations productivity performance to drive profitable growth.

◦increased 33.8%, or $17.3 billion, to $68.6 billion;

◦increased 37.2% or $18.7 billion on a comparable 52-week basis;

◦increased 62.7%, or $901.8 million, to $2.3 billion;

◦adjusted operating income increased 80.3%, or $1.2 billion, to $2.6 billion;

◦adjusted net earnings increased 126.0%, or $932.6 million, to $1.7 billion;

◦adjusted EBITDA increased 54.4%, or $1.2 billion, to $3.3 billion.

Our results for fiscal 2022 were also impacted by (1) a write-down of COVID-related personal protection equipment inventory due to the reduction in the net realizable value of inventory; (2) debt extinguishment costs; and (3) the increase in reserves for uncertain tax positions.

In some cases, our disclosure will include a fiscal 2022 comparison to fiscal 2021 on a 52-week year basis.

We believe it is useful to provide investors with

food products.

The food-away-from-home sector experienced an overall recovery in fiscal 2022 as compared to fiscal 2021.

In the third quarter of fiscal 2022, the company experienced disruptions from the Omicron variant of COVID-19, which negatively impacted consumer demand and our customers due to the reintroduction of significant restrictions on their businesses.

We experienced a strong market rebound beginning in late February, which continued into the fourth quarter, and we achieved an all-time record for quarterly and annual sales at Sysco.

While the company has experienced macroeconomic pressures from major waves of COVID-19, double-digit inflation, and the invasion of Ukraine by Russia impacting the food supply, we have delivered profitable growth.

While we anticipate that recent macroeconomic pressures may continue to create challenges in fiscal 2023, the food away from home industry has demonstrated its resilience and importance over the past few years, and we expect top-line growth in fiscal 2023 of at least 10% over fiscal year 2022.

The biggest factor affecting performance in fiscal 2022 was volume growth, as we experienced strong results from both independent and chain customers, driven by a 10.3% improvement in local case volume and a 15.4% improvement in total case volume within our U.S. Broadline operations, in each instance as compared to fiscal 2021.

Sysco continues to lead the industry in supporting our customers during this challenging supply chain period, including converting our supply chain to a full six-day work week.

This growth enabled us to gain market share during fiscal 2022 at a rate of over 1.3 times the industry, which exceeded our stated goal for the year and contributed to Sysco achieving an all-time record for annual sales.

Product cost inflation has also been a driver of our sales and gross profit performance.

We experienced inflation in our U.S. Broadline operations, at a rate of 15.3% and 15.0% in the fourth quarter and fiscal 2022, respectively, primarily driven by inflation in the dairy, poultry and fresh produce categories.

We have been successful in managing our inflation, resulting in an increase in gross profit dollars.

Gross margin increased 10 basis points in the fourth quarter and decreased 29 basis points for fiscal 2022, as compared to the corresponding prior year periods, largely due to the impact of product cost inflation.

We are expecting mid-single digit inflation for fiscal 2023 on an enterprise basis across all categories, with elevated rates in the first quarter that are expected to moderate over the course of the year; we are not planning for a deflationary environment, though some categories may be individually deflationary.

We are continuing to take actions to mitigate the long-term effect of elevated inflation, including actively working to improve our cost of goods sold to Sysco, so that we can pass along value to our customers.

However, the relative price of eating out has been less impacted by inflation than the cost of food at the grocery store, and we believe that the food away from home industry will prove resilient.

Total operating expenses increased 26.0% during fiscal 2022, as compared to fiscal 2021, driven by the variable costs associated with significantly increased volumes, our transformation initiatives under our Recipe for Growth strategy, investments in business recovery costs and expenses due to lower productivity resulting from newer associates.

Our operating results in fiscal 2022 included $183 million of operating expense investments for our Recipe for Growth strategy, with supply chain investments ramping up significantly in the fourth quarter.

We have made a purposeful response to the COVID-19 generated labor and safety environment in which we are operating, with $193 million in business recovery operating investments, such as recruiting costs, hiring marketing, vaccination promotion, contract labor and sign-on and retention bonuses during fiscal 2022.

During the fourth quarter, we returned to employment levels higher than fiscal 2019, but continued to experience overtime costs to address growing demand and lower productivity of the new staff.

Productivity and overtime costs were approximately $40 million in the fourth quarter of fiscal 2022, which is higher than the approximately $30 million for these same costs in the third quarter of fiscal 2022.

We expect elevated operating expenses during fiscal 2023, as we continue to deal with a hiring environment that is still recovering, productivity issues that we expect to improve over the course of this year and continued investments for our transformation, all partially offset by our cost-out efforts.

We are making these necessary investments to ensure that we can serve our customers, which enables us to continue increasing market share, profitably, at the national and local level.

Even with those significant business recovery and transformation operating expense investments, partially offset by the continued benefit of our cost-savings efforts, we leveraged our adjusted operating expense structure.

Comparisons to Fiscal 2019

In assessing our financial performance through the business recovery, Sysco’s management compared our results in fiscal 2022 against our corresponding fiscal 2019 results.

Sysco sold its interests in Cake Corporation in the first quarter of fiscal 2021.

*COVID-19 Response*

We have closely monitored developments in the COVID-19 pandemic as the situation has evolved, and we are continuously revising our approach to create new processes and guidelines to keep associates and customers safe, with careful consideration to remaining aligned with guidance from relevant health authorities.

- *Supporting employees* – We defined and implemented procedures to protect the health and safety of our employees while also ensuring business continuity and our ability to service our customers.

Per our protocols, all employees at our offices or warehouses take part in daily temperature checks upon entry.

Our policies for wearing face coverings at all Sysco and customer locations are aligned with the guidance provided by the Centers for Disease Control and Prevention (CDC), unless local or state regulations differ.

- *Serving customers* – We have procedures available to limit the contact between our drivers and customers’ employees, including alternative delivery methods, not collecting signatures for customer invoices, and guidelines for safely accepting customer returns.

These contact-less procedures are available to all customers by request.

- *Assisting our communities* – We have donated over 27 million meals in fiscal 2021 across our global operations as part of our community response strategy to the pandemic.

These donations were valued at over $55 million.

Additionally, we continue to support community organizations in their efforts to address hunger and food insecurity by providing direct delivery to food banks and other hunger relief organizations by loaning refrigerated trucks and facility storage space to increase capacity for local food distribution and by providing volunteer and staffing support for mobile distribution efforts.

Our fiscal 2021 results were strong due to improved sales and disciplined expense management.

Our business recovery is stronger than anticipated in the U.S., and the recovery is beginning to present itself in our international markets.

Our increased profitability drove an improved cash flow performance and allowed us to pay down a large amount of debt.

We are also making meaningful progress in advancing our Recipe for Growth strategy, which we expect will allow us to better serve our customers and differentiate Sysco from our competition.

◦decreased 3.0%, or $1.6 billion, to $51.3 billion;

◦adjusted operating income decreased 14.7%, or $251.8 million, to $1.5 billion;

◦increased 143.3%, or $308.7 million, to $524.2 million;

◦adjusted net earnings decreased 28.3%, or $291.6 million, to $740.4 million;

◦adjusted EBITDA decreased 9.1%, or $216.2 million, to $2.2 billion.

Fiscal 2020 results of operations were also negatively impacted by costs arising from the COVID-19 pandemic and are also adjusted to remove the impact of (1) excess bad debt expense, as we experienced an increase in past due receivables and recognized additional bad debt charges, (2) goodwill and intangibles impairment charges and (3) fixed asset impairment charges.

While Sysco traditionally incurs bad debt expense, the magnitude of such expenses and benefits that we have experienced since the onset of the COVID-19 pandemic is not indicative of our normal operations.

Our adjusted results have not been normalized in a manner that would exclude the full impact of the COVID-19 pandemic on our business.

As such, Sysco has not adjusted its results for lost sales, inventory write-offs or other costs associated with the COVID-19 pandemic not previously stated.

Management

The COVID-19 pandemic has significantly impacted the financial metrics used by management to evaluate the business, and certain metrics continue to be a near- and long-term focus, while other metrics do not provide meaningful comparable information in the near-term.

measurement of recurring factors and trends affecting our business.

In response to the COVID-19 pandemic, national and local governments have imposed substantial restrictions upon the customers we serve in the food-away-from-home sector; however, we saw demand in the restaurant industry increase throughout the fourth quarter of fiscal 2021 as restrictions continued to ease.

The U.S. foodservice industry is now within 5% of calendar year 2019 levels, as foot traffic has increased since March 2021 and continues to increase more than foot traffic in grocery stores.

Consumer spending power is robust, signaling that the food-away-from-home sector is not permanently impaired, but rather is vibrant and healthy.

Our performance in the non-restaurant sectors of our business trailed the success of restaurants in fiscal 2021; however, we are beginning to see improvements in the travel, hospitality and food service management sectors of our business as restrictions ease and as leisure travel has returned this summer.

We expect these non-restaurant business sectors to improve further as travel restrictions continue to ease and businesses return to the office setting.

Our International Foodservice Operations segment improved sequentially throughout the fourth quarter of fiscal 2021, as most international regions have begun meaningfully easing the restrictions affecting our customers.

Sysco is best positioned to support the rapidly increasing demand due to our balance sheet, our large physical footprint, and our substantial human capital investment in salespeople and supply chain resources.

The spread of the COVID-19 variants is creating uncertainty in our industry’s business environment; however, the future impact to our customers and to Sysco’s results is not yet known.

The return of robust customer demand has created pressure on us and our industry for available product supply in select categories.

Our supplier partners are struggling with meeting the demand of Sysco’s orders, and certain product categories remain in short supply.

We believe that Sysco is performing better than the industry at large in delivering what we refer to as customer fill rate, but we are performing below our historical performance standards.

Our merchant teams are working closely with current suppliers and actively sourcing incremental supply from new suppliers, and we are working with our sales teams to offer product substitutions to our customers.

In the current operating environment, we are experiencing a tight labor market, particularly with our warehouse and driver positions, which is more concentrated in certain geographic areas.

At [removed: June 27, 2020,] [added: July 2, 2022,] there were no commercial paper issuances outstanding under our U.S. commercial paper [removed: program and we had £600.0 million outstanding under our U.K. commercial paper] program.

Total debt as of [removed: June 27, 2020] [added: July 2, 2022] was [removed: $14.4] [added: $10.6] billion, of which approximately [removed: 79%] [added: 95%] was at fixed rates of interest, including the impact of our interest rate swap agreements.

Details of our outstanding swap agreements as of July [removed: 3, 2021] [added: 2, 2022] are below:

| June 23, 2023 | | | | | | € | 500,000,000 | | | | | 1.25 | | | | | | Three-month EURIBOR | | | | | | Every three months in advance | | | | | | [removed: Other] [added: Current maturities of] long-term [removed: assets] [added: debt] | | | | | | $ | [removed: 6,532] [added: (2,820)] | |

The following tables present our interest rate position as of July [removed: 3, 2021.][added: 2, 2022.]

| | | | Interest Rate Position as of July [removed: 3, 2021] [added: 2, 2022] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| Fixed Rate Debt | | | $ | [removed: 450,000] [added: —] | | | | | $ | — | | | | | $ | — | | | | | $ | 750,000 | | | | | $ | [removed: 750,000] [added: 1,043,176] | | | | | $ | [removed: 7,582,055] [added: 7,788,879] | | | | | $ | [removed: 9,532,055] [added: 9,582,055] | | | | | $ | [removed: 9,454,290] [added: 9,300,127] | |

| Average Interest Rate | | | [removed: —] [added: 1.25] | | % | | | | — | | % | | | | — | | % | | | | [removed: 3.55] [added: —] | | % | | | | — | | % | | | | — | | % | | | | [removed: 3.55] [added: 1.25] | | % | | | | | | |

| Average Interest Rate | | | — | | % | | | | [removed: 1.25] [added: —] | | % | | | | [removed: —] [added: 3.65] | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | [removed: 1.25] [added: 3.65] | | % | | | | | | |

[removed: (1)Includes] [added: | (1) | | | Includes] fixed rate debt that has been converted to floating rate debt through an interest rate swap agreement. [added: | | |]

| Rate A Plus | | | [removed: —] [added: 1.10] | | % | | | | [removed: 1.10] [added: —] | | % | | | | — | | % | | | | [removed: 0.75] [added: —] | | % | | | | — | | % | | | | — | | % | | | | [removed: 0.94] [added: 1.10] | | % | | | | | | |

| Fixed Rate Received | | | [removed: —] [added: 1.25] | | % | | | | [removed: 1.25] [added: —] | | % | | | | — | | % | | | | [removed: 3.55] [added: —] | | % | | | | — | | % | | | | — | | % | | | | [removed: 2.30] [added: 1.25] | | % | | | | | | |

Rate A – three-month [removed: LIBOR][added: EURIBOR]

The exchange [removed: rates] [added: rate] used to translate our foreign sales into U.S. dollars positively affected sales by 0.9% in fiscal 2021 when compared to fiscal 2020.

The exchange [removed: rate] [added: rates] used to translate our foreign sales into U.S. dollars negatively affected sales by 0.3% in fiscal [removed: 2020] [added: 2022] when compared to fiscal [removed: 2019.][added: 2021.]

The impact to our operating income, net earnings and earnings per share was not material in fiscal [removed: 2021] [added: 2022] or fiscal [removed: 2020.][added: 2021.]

A 10% unfavorable change in the fiscal [removed: 2021] [added: 2022] weighted year-to-date exchange rate and the resulting impact on our financial statements would have negatively affected fiscal [removed: 2021] [added: 2022] sales by [removed: 1.3%] [added: 1.9%] and would not have materially affected our operating income, net earnings and earnings per share.

Fuel costs related to outbound deliveries represented approximately 0.5% of sales during fiscal [removed: 2021,] [added: 2022,] fiscal [removed: 2020] [added: 2021] and fiscal [removed: 2019.][added: 2020.]

As of July [removed: 3, 2021,] [added: 2, 2022,] we had diesel fuel swaps with a total notional amount of approximately [removed: 32] [added: 52] million gallons through June [removed: 2022.][added: 2024.]

These swaps are expected to lock in the price of approximately [removed: 50%] [added: 80%] of our [added: bulk fuel purchases for fiscal 2023, or 60% of our total] projected fuel purchase needs for fiscal [removed: 2022.][added: 2023.]

Using current, published quarterly market price projections for diesel and estimates of fuel consumption, a 10% unfavorable change in diesel prices from the market price would result in a potential increase of approximately [removed: $7.1] [added: $8.0] million in our fuel costs on our non-contracted volumes.

A 10% unfavorable change in the value of the investments held by our company-sponsored retirement plans at the plans’ fiscal year end (December 31, [removed: 2020)] [added: 2021)] would not have a material impact on our anticipated future contributions for fiscal [removed: 2022;] [added: 2023;] however, such an unfavorable change would increase our pension expense for fiscal [removed: 2022] [added: 2023] by [removed: $35.8] [added: $30.1] million and would reduce our shareholders’ equity on our balance sheet as of July [removed: 3, 2021] [added: 2, 2022] by [removed: $465.5] [added: $363.3] million.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Average Interest Rate | | | — | | % | | | | — | | % | | | | — | | % | | | | 3.75 | | % | | | | 3.46 | | % | | | | 4.67 | | % | | | | 4.47 | | % | | | | | | |

| Floating Rate Debt (1) | | | $ | 521,398 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 521,398 | | | | | $ | 517,263 | |

| Fixed Rate Debt | | | $ | — | | | | | $ | — | | | | | $ | 386,877 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 386,877 | | | | | $ | 378,091 | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | Interest Rate Position as of July 2, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2023 | | | | | | 2024 | | | | | | 2025 | | | | | | 2026 | | | | | | 2027 | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| Pay Variable/Receive Fixed | | | $ | 521,398 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 521,398 | | | | | $ | (2,820) | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| March 15, 2025 | | | | | | $ | 500,000,000 | | | | | 3.55 | | | | | | Three-month LIBOR | | | | | | Every three months in advance | | | | | | Other long-term assets | | | | | | $ | 36,685 | |

| Average Interest Rate | | | 2.60 | | % | | | | — | | % | | | | — | | % | | | | 5.65 | | % | | | | 3.75 | | % | | | | 4.80 | | % | | | | 4.68 | | % | | | | | | |

| Floating Rate Debt (1) | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 500,000 | | | | | $ | — | | | | | $ | — | | | | | $ | 500,000 | | | | | $ | 533,681 | |

| Floating Rate Debt (1) | | | $ | — | | | | | $ | 593,303 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 593,303 | | | | | $ | 598,253 | |

| Fixed Rate Debt | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 404,138 | | | | | $ | — | | | | | $ | — | | | | | $ | 404,138 | | | | | $ | 402,589 | |

| Average Interest Rate | | | — | | % | | | | — | | % | | | | — | | % | | | | 3.65 | | % | | | | — | | % | | | | — | | % | | | | 3.65 | | % | | | | | | |

| Pay Variable/Receive Fixed | | | $ | — | | | | | $ | 593,303 | | | | | $ | — | | | | | $ | 500,000 | | | | | $ | — | | | | | $ | — | | | | | $ | 1,093,303 | | | | | $ | 43,217 | |

Our purpose is “Connecting the World to Share Food and Care for One Another.” We provided products and related services to [removed: over 650,000] [added: approximately 700,000] customer locations, including restaurants, healthcare and educational facilities, lodging establishments and other foodservice customers during fiscal [removed: 2021.][added: 2022.]

Since our formation, we have grown from $115 million to [removed: as] [added: our all-time] high [removed: as $60.1] [added: of $68.6] billion in annual sales in fiscal [removed: 2019,] [added: 2022,] both through internal expansion of existing operations and through acquisitions.

This resulted in a [removed: 53-week] [added: 52-week] year ended July [removed: 3, 2021] [added: 2, 2022] for fiscal [removed: 2021,] [added: 2022,] a [removed: 52-week] [added: 53-week] year ended [removed: June 27, 2020] [added: July 3, 2021] for fiscal [removed: 2020] [added: 2021] and a 52-week year ended June [removed: 29, 2019] [added: 27, 2020] for fiscal [removed: 2019.][added: 2020.]

We will have a 52-week year ending July [removed: 2, 2022] [added: 1, 2023] for fiscal [removed: 2022.][added: 2023.]

Under the accounting provisions related to disclosures about segments of an enterprise, we have [removed: aggregated] [added: combined] certain [removed: operating segments] [added: operations] into three reportable segments.

“Other” financial information is attributable to our other [removed: operating segments] [added: operations] that do not meet the quantitative disclosure thresholds.

- *U.S. Foodservice Operations* – primarily includes [added: (a) the company’s] U.S. Broadline operations, which distribute a full line of food products, including custom-cut meat, seafood, [removed: specialty] produce, specialty [added: Italian, specialty] imports and a wide variety of non-food [removed: products;][added: products and (b) our U.S. Specialty operations, which include our FreshPoint fresh produce distribution business, our Specialty Meats and Seafood Group specialty protein operations, our growing Italian Specialty platform anchored by Greco & Sons, our Asian specialty distribution company and a number of other small specialty businesses that are not material to the operations of Sysco;]

- *International Foodservice Operations* – includes operations [removed: in the Americas (primarily] outside of the United States [removed: (U.S.)) and Europe,] [added: (U.S.),] which distribute a full line of food products and a wide variety of non-food products.

The Americas primarily consists of operations in Canada, Bahamas, Mexico, Costa Rica and Panama, as well as our [added: export] operations that distribute to international customers.

[removed: Selected financial data for each of our reportable segments, as well as financial] information concerning geographic areas, can be found in Note 21, “Business Segment Information,” in the Notes to Consolidated Financial Statements in Item 8.

| Principal product categories | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Canned and dry products | | | [removed: 16] [added: 17] | | | | | | 16 | | | | | | [removed: 17] [added: 16] | | |

| Frozen fruits, vegetables, bakery and other | | | [removed: 15] [added: 14] | | | | | | 15 | | | | | | 15 | | |

| Poultry | | | 11 | | | | | | [removed: 10] [added: 11] | | | | | | 10 | | |

| Paper and disposables | | | [removed: 8] [added: 7] | | | | | | [removed: 7] [added: 8] | | | | | | 7 | | |

| Fresh produce | | | 8 | | | | | | [removed: 9] [added: 8] | | | | | | [removed: 8] [added: 9] | | |

| Seafood | | | 5 | | | | | | 5 | | | | | | [removed: 6] [added: 5] | | |

| Beverage products | | | 3 | | | | | | [removed: 4] [added: 3] | | | | | | 4 | | |

| Other (1) | | | [removed: 5] [added: 6] | | | | | | 5 | | | | | | [removed: 4] [added: 5] | | |

[removed: (1)Other] [added: | (1) | | | Other] sales relate to non-food products, including textiles and amenities for our hotel supply business, equipment and subscription sales for our [removed: previously-owned] [added: previously owned] Cake business, and other janitorial products, medical supplies and smallwares. [added: | | |]

No single customer accounted for 10% or more of Sysco’s total sales for the fiscal year ended July [removed: 3, 2021.][added: 2, 2022.]

| Type of Customer | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Restaurants | | | [removed: 66] [added: 63] | | % | | | | [removed: 62] [added: 66] | | % | | | | 62 | | % |

| Healthcare | | | [removed: 9] [added: 8] | | | | | | 9 | | | | | | [removed: 8] [added: 9] | | |

| Education, government | | | [removed: 6] [added: 8] | | | | | | [removed: 8] [added: 6] | | | | | | [removed: 9] [added: 8] | | |

| Travel and leisure | | | [removed: 5] [added: 7] | | | | | | [removed: 7] [added: 5] | | | | | | [removed: 9] [added: 7] | | |

| Other (1) | | | 14 | | | | | | 14 | | | | | | [removed: 12] [added: 14] | | |

[removed: (1)Other] [added: | (1) | | | Other] includes cafeterias that are not stand-alone restaurants, bakeries, caterers, churches, civic and fraternal organizations, vending distributors, other distributors and international exports, as well as retail food sales and logistics services. [added: None of these types of customers, as a group, exceeded 5% of total sales in any of the years for which information is presented. | | |]

We estimate that sales to our customers in the food service management (FSM) sector, which include large customers that service cafeterias in institutions such as universities, hospitals, and sporting venues, accounted for [removed: just over] [added: 6% of sales in fiscal 2022 as compared to] 5% of sales in fiscal 2021.

We purchase from thousands of suppliers, both domestic and international, none of which individually [removed: accounts] [added: accounted] for more than 10% of our [removed: purchases.][added: purchases for fiscal 2022.]

Our growth is funded through a combination of [removed: significant] cash on hand, [removed: incremental] cash flow from operations, commercial paper issuances and long-term borrowings.

[removed: We take advantage of suppliers’ cash discounts where appropriate, otherwise] [added: Otherwise,] we pay [removed: out] [added: our] suppliers according to our payment terms.

Our [removed: corporate] [added: Global Support Center (GSC)] staff makes available a number of [added: centralized] services to our operating sites and our shared services staff performs support activities for employees, suppliers and customers.

The [removed: corporate office] [added: GSC] also makes available supply chain expertise, such as in [removed: warehousing] [added: warehousing, distribution,] and [removed: distribution] [added: omni-channel strategic] services, which provide assistance in operational best practices, including space utilization, energy conservation, fleet management and work flow.

During fiscal [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019, $470.7] [added: 2020, $632.8] million, [removed: $720.4] [added: $470.7] million and [removed: $692.4] [added: $720.4] million, respectively, were invested in facilities, technology, equipment, delivery fleet and other capital asset enhancements.

During fiscal [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019,] [added: 2020,] capital expenditures, net of proceeds from sales of assets, were [removed: $411.5] [added: $608.7] million, [removed: $691.7] [added: $411.5] million and [removed: $671.5] [added: $691.7] million, respectively.

Capital expenditures, net of proceeds from sales of assets, as a percentage of sales during fiscal [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019] [added: 2020] were [removed: 0.8%, 1.3%] [added: 0.9%, 0.8%] and [removed: 1.1%,] [added: 1.3%,] respectively.

In order to preserve our liquidity in response to the COVID-19 pandemic, we reduced our [removed: expected] capital expenditures by eliminating capital projects that were not critical for our [removed: business.][added: business in fiscal 2021, and in fiscal 2022, our capital expenditures returned to more normal levels.]

During the three years ended July [removed: 3, 2021,] [added: 2, 2022,] capital expenditures were financed primarily by internally generated [removed: funds, our commercial paper program] [added: funds] and bank and other borrowings.

[removed: Sysco believes] [added: We believe] engaged and empowered associates drive business success and that attracting, developing and retaining the best talent globally to drive our business success is a key driver of the company’s long-term value.

Selected financial data for each of our reportable segments, as well as financial

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

We take advantage of suppliers’ cash discounts where appropriate.

Global Support Center

We expect to finance our fiscal 2023 capital expenditures from cash flows from operations and bank and other borrowings.

We commit to investing in our employees through on the job training and coaching.

disability benefits, health and welfare benefits, and recognition, as well as other programs like dependent scholarships and employee discounts.

The agency also specifies the standards of identity for certain foods,

In addition, we must comply with Federal Trade Commission standards with respect to any claims made about our food products in advertising and marketing materials.

Sysco’s annual sales in fiscal 2021 were $51.3 billion.

Sysco sold its interests in Cake Corporation in the first quarter of fiscal 2021.

We sold our interests in Cake Corporation in the first quarter of fiscal 2021.

None of these types of customers, as a group, exceeded 5% of total sales in any of the years for which information is presented.

Corporate Headquarters

We estimate our capital expenditures, net of proceeds from sales of assets, in fiscal 2022 will be approximately 1.3% of fiscal 2022 sales, as we continue to invest in our business for the long-term.

We expect to finance our fiscal 2022 capital expenditures from internally generated funds.

Sysco’s Board of Directors, through its Compensation and Leadership Development Committee, together with Sysco’s chief executive officer and chief human resources officer, are tasked with providing oversight of our human capital strategy, which consists of (1) talent acquisition, (2) talent management, (3) total rewards, (4) diversity, equity and inclusion and (5) health, well-being and safety.

*Collective Bargaining Agreements* — As of July 3, 2021, approximately 19% of our employees were represented by unions, primarily the International Brotherhood of Teamsters and unions in France and Sweden.

Contract negotiations are handled by each individual operating site with support from our Labor Relations team.

Since July 3, 2021, there have been two contract renegotiations.

We consider our labor relations to be satisfactory.

*COVID-19 Response* — We have been actively responding to the COVID-19 pandemic and its impact globally.

Our highest priorities continue to be the safety of our employees and working with our employees and network of suppliers and customers to help maintain the global food supply chain.

We have defined and implemented procedures to protect the health and safety of our employees, while also ensuring business continuity and our ability to service our customers.

We have allowed employees to work remotely whenever possible and have installed protocols for daily temperature checks and health screenings for our employees not working remotely.

We have also provided guidelines for performing deep cleaning and proper social distancing in our offices and warehouses and have implemented requirements for employees to wear face coverings when not working remotely.

Given the unprecedented challenges brought on by COVID-19, in April 2020 we launched a global mental health and well-being campaign that continues to be a primary focus for Sysco.

In response to the COVID-19 pandemic in fiscal 2020, we made a reduction to our staffing levels through both temporary workforce furloughs and permanent reductions in force.

As business conditions improved in the second half of fiscal 2021, we hired over 6,000 additional sales consultants, new business developers, culinary experts and operations associates in preparation for the incremental volume associated with the expected business recovery.

Sysco is monitoring the spread of variants of COVID-19, and while the future impact of the disease on our business is uncertain, we will respond appropriately to

maintain the health and safety of our associates.

For more information on our COVID-19 workplace and community response, see our COVID-19 disclosures in “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

We commit to investing in our employees through on the job experiences and coaching, as well as tuition reimbursement for a majority of our employees in the U.S. to promote continued professional growth.

Additionally, we understand the importance of providing competitive compensation and benefits, as well as appropriate training that cultivates growth, developmental opportunities and multiple career paths within the company.

Sysco has developed partnerships with driving school organizations, on a national and local level, to support hiring across our U.S. sites.

We encourage our business locations to partner with high schools to recruit non-college bound future graduates to consider a career path that will take them from a warehouse selector to a driver position and beyond.

Our current national partner helps to identify a diverse slate of unemployed or underemployed individuals who aspire to be commercially qualified drivers and present them to Sysco as candidates for tuition sponsorship and subsequent hire; and our partner provides training to existing Sysco associates who choose to pursue a driving career.

Sysco also has an in-house network of Supply Chain Instructors who ensure that we successfully onboard and train new drivers and support them as they learn how to deliver product to our customers safely and efficiently.

In return, associates will sign a contract to work for Sysco for an agreed upon period of time.

If successful, we may expand the program nationally within the U.S.

All Sysco associates across our global operations are invited to participate, and 86% of associates completed the survey in fiscal 2021.

Aggregate survey results are reviewed by executive officers and the Board of Directors.

By acting on results, both at an aggregate enterprise level and a department/business/work group level, and by analyzing our scores compared to both global and internal benchmarks, we have been able to enhance our culture and improve our overall engagement levels.

These groups are effective vehicles for diverse associates to strengthen their skills, build relationships and foster mutually supportive interactions with their Sysco colleagues.

By the end of fiscal 2021, twelve ARGs had been formed, representing gender, race, ethnicity, sexual orientation and gender identification, veterans and generations, among other groups.

*Health, Well-being and Safety* — Our occupational health services and total rewards/benefits teams offer a wide range of programs that address the needs of our workforce.

We offer our associates and their families programs that support their lives, and we offer programs for U.S. associates that support health, mind, security and community.

In fiscal 2020, our environmental compliance, occupational health and safety teams were combined under one central Environmental Health and Safety (EHS) team comprising functional experts across many geographies to address EHS at every point in our business process.

Existing foodservice competitors can extend their shipping distances and add truck routes and warehouses relatively quickly to serve new markets or customers.

Item 103 of SEC Regulation S-K requires disclosure of certain environmental matters in which a governmental authority is a party to the proceedings and when such proceedings [added: either (i)] involve the potential for monetary sanctions that Sysco’s management reasonably believes will exceed a specified [removed: threshold.][added: threshold or (ii) are material to its business or financial condition.]

Applying this threshold, there are no environmental matters to disclose for this period, nor does the company expect a material adverse effect on its business or financial condition.

Applying this threshold, there are no environmental matters to disclose for this period.

| [removed: (Mark One)] [added: (Mark One)] | | | | | |

For the fiscal year [removed: ended July 3, 2021][added: ended July 2, 2022]

[removed: ][added: ]

The aggregate market value of the voting stock of the registrant held by stockholders who were not affiliates (as defined by regulations of the Securities and Exchange Commission) of the registrant was approximately [removed: $35,407,391,982] [added: $39,790,937,593] as of [removed: December 24, 2020] [added: January 1, 2022] (based on the closing sales price on the New York Stock Exchange Composite Tape on December [removed: 24, 2020,] [added: 31, 2021,] as reported by The Wall Street Journal (Southwest Edition)).

As of August [removed: 10, 2021,] [added: 9, 2022,] the registrant had issued and outstanding an aggregate of [removed: 512,081,796] [added: 506,110,343] shares of its common stock.

Portions of the company’s [removed: 2021] [added: 2022] Proxy Statement to be filed with the Securities and Exchange Commission no later than 120 days after the end of the fiscal year covered by this Form 10-K are incorporated by reference into Part III.

| Item 1. | | | [removed: [Business](#i447607067c24424b84f49ea56613d1f0_13)] [added: [Business](#i6ff3260161e54c75a5fa4778c3ad5e5b_13)] | | | [removed: [1](#i447607067c24424b84f49ea56613d1f0_13)] [added: [1](#i6ff3260161e54c75a5fa4778c3ad5e5b_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i447607067c24424b84f49ea56613d1f0_16)] [added: Factors](#i6ff3260161e54c75a5fa4778c3ad5e5b_16)] | | | [removed: [8](#i447607067c24424b84f49ea56613d1f0_16)] [added: [7](#i6ff3260161e54c75a5fa4778c3ad5e5b_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i447607067c24424b84f49ea56613d1f0_19)] [added: Comments](#i6ff3260161e54c75a5fa4778c3ad5e5b_19)] | | | [removed: [20](#i447607067c24424b84f49ea56613d1f0_19)] [added: [17](#i6ff3260161e54c75a5fa4778c3ad5e5b_19)] | | |

| Item 2. | | | [removed: [Properties](#i447607067c24424b84f49ea56613d1f0_22)] [added: [Properties](#i6ff3260161e54c75a5fa4778c3ad5e5b_22)] | | | [removed: [21](#i447607067c24424b84f49ea56613d1f0_22)] [added: [18](#i6ff3260161e54c75a5fa4778c3ad5e5b_22)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i447607067c24424b84f49ea56613d1f0_25)] [added: Proceedings](#i6ff3260161e54c75a5fa4778c3ad5e5b_25)] | | | [removed: [21](#i447607067c24424b84f49ea56613d1f0_25)] [added: [18](#i6ff3260161e54c75a5fa4778c3ad5e5b_25)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i447607067c24424b84f49ea56613d1f0_28)] [added: Disclosures](#i6ff3260161e54c75a5fa4778c3ad5e5b_28)] | | | [removed: [21](#i447607067c24424b84f49ea56613d1f0_28)] [added: [19](#i6ff3260161e54c75a5fa4778c3ad5e5b_28)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i447607067c24424b84f49ea56613d1f0_34)] [added: Securities](#i6ff3260161e54c75a5fa4778c3ad5e5b_34)] | | | [removed: [22](#i447607067c24424b84f49ea56613d1f0_34)] [added: [20](#i6ff3260161e54c75a5fa4778c3ad5e5b_34)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#i447607067c24424b84f49ea56613d1f0_37)] [added: [\[Reserved\]](#i6ff3260161e54c75a5fa4778c3ad5e5b_37)] | | | [removed: [23](#i447607067c24424b84f49ea56613d1f0_37)] [added: [21](#i6ff3260161e54c75a5fa4778c3ad5e5b_37)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i447607067c24424b84f49ea56613d1f0_40)] [added: Operations](#i6ff3260161e54c75a5fa4778c3ad5e5b_40)] | | | [removed: [23](#i447607067c24424b84f49ea56613d1f0_40)] [added: [21](#i6ff3260161e54c75a5fa4778c3ad5e5b_40)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#i447607067c24424b84f49ea56613d1f0_100)] [added: Risk](#i6ff3260161e54c75a5fa4778c3ad5e5b_100)] | | | [removed: [57](#i447607067c24424b84f49ea56613d1f0_100)] [added: [54](#i6ff3260161e54c75a5fa4778c3ad5e5b_100)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i447607067c24424b84f49ea56613d1f0_103)] [added: Data](#i6ff3260161e54c75a5fa4778c3ad5e5b_103)] | | | [removed: [60](#i447607067c24424b84f49ea56613d1f0_103)] [added: [57](#i6ff3260161e54c75a5fa4778c3ad5e5b_103)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i447607067c24424b84f49ea56613d1f0_235)] [added: Disclosure](#i6ff3260161e54c75a5fa4778c3ad5e5b_220)] | | | [removed: [115](#i447607067c24424b84f49ea56613d1f0_235)] [added: [115](#i6ff3260161e54c75a5fa4778c3ad5e5b_220)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i447607067c24424b84f49ea56613d1f0_238)] [added: Procedures](#i6ff3260161e54c75a5fa4778c3ad5e5b_223)] | | | [removed: [115](#i447607067c24424b84f49ea56613d1f0_238)] [added: [115](#i6ff3260161e54c75a5fa4778c3ad5e5b_223)] | | |

| Item 9B. | | | [Other [removed: Information](#i447607067c24424b84f49ea56613d1f0_241)] [added: Information](#i6ff3260161e54c75a5fa4778c3ad5e5b_226)] | | | [removed: [116](#i447607067c24424b84f49ea56613d1f0_241)] [added: [116](#i6ff3260161e54c75a5fa4778c3ad5e5b_226)] | | |

| Item 9C. | | | [Disclosure Reporting Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i447607067c24424b84f49ea56613d1f0_2631)] [added: Inspections](#i6ff3260161e54c75a5fa4778c3ad5e5b_229)] | | | [removed: [116](#i447607067c24424b84f49ea56613d1f0_2631)] [added: [116](#i6ff3260161e54c75a5fa4778c3ad5e5b_229)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i447607067c24424b84f49ea56613d1f0_247)] [added: Governance](#i6ff3260161e54c75a5fa4778c3ad5e5b_235)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_247)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_235)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i447607067c24424b84f49ea56613d1f0_250)] [added: Compensation](#i6ff3260161e54c75a5fa4778c3ad5e5b_238)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_250)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_238)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i447607067c24424b84f49ea56613d1f0_253)] [added: Matters](#i6ff3260161e54c75a5fa4778c3ad5e5b_241)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_253)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_241)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i447607067c24424b84f49ea56613d1f0_256)] [added: Independence](#i6ff3260161e54c75a5fa4778c3ad5e5b_244)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_256)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_244)] | | |

| Item 14. | | | [Principal [removed: Account](#i447607067c24424b84f49ea56613d1f0_259)[ant](#i447607067c24424b84f49ea56613d1f0_259) [Fees] [added: Accountant Fees] and [removed: Services](#i447607067c24424b84f49ea56613d1f0_259)] [added: Services](#i6ff3260161e54c75a5fa4778c3ad5e5b_247)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_259)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_247)] | | |

| Item 15. | | | [removed: [Exhibit](#i447607067c24424b84f49ea56613d1f0_265) [and] [added: [Exhibit and] Financial Statement [removed: Schedules](#i447607067c24424b84f49ea56613d1f0_265)] [added: Schedules](#i6ff3260161e54c75a5fa4778c3ad5e5b_253)] | | | [removed: [117](#i447607067c24424b84f49ea56613d1f0_265)] [added: [117](#i6ff3260161e54c75a5fa4778c3ad5e5b_253)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i447607067c24424b84f49ea56613d1f0_271)] [added: Summary](#i6ff3260161e54c75a5fa4778c3ad5e5b_259)] | | | [removed: [123](#i447607067c24424b84f49ea56613d1f0_271)] [added: [124](#i6ff3260161e54c75a5fa4778c3ad5e5b_259)] | | |

| | | | [Signatures](#i6ff3260161e54c75a5fa4778c3ad5e5b_262) | | | | | |

| | | | [Signatures](#i447607067c24424b84f49ea56613d1f0_274) | | | | | |

The table below shows the number of distribution facilities occupied by Sysco in each country and the aggregate square footage devoted to cold and dry storage as of July [removed: 3, 2021.][added: 2, 2022.]

| Ireland and Northern Ireland | | | 6 | | | | | | [removed: 657] [added: 656] | | | | | | I | | |

| United Kingdom | | | [removed: 49] [added: 50] | | | | | | [removed: 2,610] [added: 2,644] | | | | | | I | | |

| United States and its territories (2) | | | [removed: 172] [added: 190] | | | | | | [removed: 39,623] [added: 41,718] | | | | | | U, I, S, O | | |

[removed: (1)Segments] [added: | (1) | | | Segments] served include U.S. Foodservice (U), International Foodservice (I), SYGMA (S), and Other (O). [added: | | |]

[added: |] (2) [added: | | |] California, Florida, [added: Texas,] and [removed: Texas] [added: Illinois] account for [removed: 20,] [added: 21,] 16, [removed: and] 14, [added: and 11] respectively, of the facilities located in the U.S. [added: | | |]

We own approximately [removed: 40,600,000] [added: 40,700,000] square feet of our distribution facilities (or [removed: 78.1%] [added: 75.5%] of the total square feet), and the remainder is occupied under leases expiring at various dates from fiscal [removed: 2022] [added: 2023] to fiscal [removed: 2063,] [added: 3012,] exclusive of renewal options.

Within our Latin American operations, we operate [removed: 16] [added: 17] cash and carry facilities and [removed: 4] [added: 5] warehouse and storage facilities in Costa Rica and [removed: 3] [added: 4] cash and carry facilities [added: and 1 warehouse and storage facility] in Panama.

The various operating [removed: sites,] [added: sites under construction,] in the aggregate, [removed: accounted for 3%] [added: contributed 12%] of fiscal [removed: 2021] [added: 2022] sales.

As of July [removed: 3, 2021,] [added: 2, 2022,] our fleet of approximately [removed: 14,000] [added: 15,000] delivery vehicles consisted of tractor and trailer combinations, vans and panel trucks, most of which are either wholly or partially refrigerated for the transportation of frozen or perishable foods.

We own approximately [removed: 86%] [added: 94%] of these vehicles and lease the remainder.

| Bahamas | | | 1 | | | | | | 192 | | | | | | I | | |

| Canada | | | 30 | | | | | | 4,150 | | | | | | I, O | | |

| France | | | 40 | | | | | | 2,931 | | | | | | I | | |

| Mexico | | | 6 | | | | | | 280 | | | | | | I | | |

| Totals (3) | | | 333 | | | | | | 53,951 | | | | | | | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| (3) | | | Using a comparable definition based on facility size, fiscal 2021 included 319 facilities. | | |

| | | | | | | | | | | | | | | | | | |

| Bahamas | | | 2 | | | | | | 220 | | | | | | I | | |

| Canada | | | 32 | | | | | | 4,181 | | | | | | I, O | | |

| France | | | 65 | | | | | | 3,005 | | | | | | I | | |

| Mexico | | | 7 | | | | | | 299 | | | | | | I | | |

| Totals | | | 343 | | | | | | 51,975 | | | | | | | | |

The number of record owners of Sysco’s common stock as of August [removed: 10, 2021] [added: 9, 2022] was [removed: 8,016.][added: 7,669.]

[added: | (2) | | |] See the discussion in Item [removed: 7,] [added: 2,] “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources – [removed: Debt Activity and Borrowing Availability”] [added: Equity Transactions”] for additional information regarding [removed: the credit agreement amendment.][added: Sysco’s share repurchase program. | | |]

In May 2021, our Board of Directors approved a [removed: separate] [added: share] repurchase program to authorize the repurchase of up to $5.0 billion of the company’s common stock, which will remain available until fully utilized.

The graph assumes that the value of the investment in our Common Stock, the S&P 500 Index, and the S&P 500 Food/Staple Retail Index was $100 on the last trading day of fiscal [removed: 2016,] [added: 2017,] and that all dividends were reinvested.

[removed: ][added: ]

| | | | | | | [removed: 7/2/2016] [added: 7/1/2017] | | | | | | [removed: 7/1/2017] [added: 6/30/2018] | | | | | | [removed: 6/30/2018] [added: 6/29/2019] | | | | | | [removed: 6/29/2019] [added: 6/27/2020] | | | | | | [removed: 6/27/2020] [added: 7/3/2021] | | | | | | [removed: 7/3/2021] [added: 7/2/2022] | | |

| S&P 500 Food/Staple Retail Index | | | | | | 100 | | | | | | [removed: 97] [added: 108] | | | | | | [removed: 105] [added: 128] | | | | | | [removed: 125] [added: 136] | | | | | | [removed: 132] [added: 175] | | | | | | [removed: 170] [added: 185] | | |

We made the following share repurchases during the fourth quarter of fiscal 2022:

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| ISSUER PURCHASES OF EQUITY SECURITIES | | | | | | | | | | | | | | | | | | | | | | | |

| Period | | | (a) Total Number of Shares Purchased (1) | | | | | | (b) Average Price Paid per Share | | | | | | (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) | | | | | | (d) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs | | |

| Month #1 | | | | | | | | | | | | | | | | | | | | | | | |

| April 3 - April 30 | | | — | | | | | | $ | — | | | | | — | | | | | | — | | |

| Month #2 | | | | | | | | | | | | | | | | | | | | | | | |

| May 1 - May 28 | | | 79,248 | | | | | | 78.70 | | | | | | 6,236,990 | | | | | | — | | |

| Month #3 | | | | | | | | | | | | | | | | | | | | | | | |

| May 29 - July 2 | | | 943,215 | | | | | | 82.71 | | | | | | 78,014,103 | | | | | | — | | |

| Totals | | | 1,022,463 | | | | | | $ | 82.40 | | | | | 84,251,093 | | | | | | — | | |

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| (1) | | | The total number of shares repurchased includes 0, 2,770 and 0 shares tendered by individuals in connection with stock option exercises in Month #1, Month #2 and Month #3, respectively. | | |

We commenced our share repurchase program during the second quarter of fiscal 2022.

We repurchased 6,698,991 shares for $499.8 million during fiscal 2022.

As of July 2, 2022, we had a remaining authorization of approximately $4.5 billion.

We purchased 3,099,268 additional shares under our authorization through August 9, 2022.

| Sysco Corporation | | | | | | $100 | | | | | | $139 | | | | | | $147 | | | | | | $112 | | | | | | $169 | | | | | | $195 | | |

| S&P 500 | | | | | | 100 | | | | | | 114 | | | | | | 126 | | | | | | 132 | | | | | | 194 | | | | | | 173 | | |

During March 2020, we discontinued share repurchases under the August 2019 program due to business conditions and certain restrictions imposed by the amendment to our credit agreement providing for Sysco’s $2 billion long-term revolving credit facility, and we made no further repurchases during fiscal 2021.

| Sysco Corporation | | | | | | $100 | | | | | | $101 | | | | | | $141 | | | | | | $149 | | | | | | $113 | | | | | | $171 | | |

| S&P 500 | | | | | | 100 | | | | | | 118 | | | | | | 135 | | | | | | 149 | | | | | | 155 | | | | | | 228 | | |

| [Report of Management on Internal Control Over Financial [removed: Reporting](#i447607067c24424b84f49ea56613d1f0_109)] [added: Reporting](#i6ff3260161e54c75a5fa4778c3ad5e5b_109)] | | | [removed: [61](#i447607067c24424b84f49ea56613d1f0_109)] [added: [58](#i6ff3260161e54c75a5fa4778c3ad5e5b_109)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial [removed: Reporting](#i447607067c24424b84f49ea56613d1f0_112)] [added: Reporting (PCAOB ID:](#i6ff3260161e54c75a5fa4778c3ad5e5b_112) 42)] | | | [removed: [62](#i447607067c24424b84f49ea56613d1f0_112)] [added: [59](#i6ff3260161e54c75a5fa4778c3ad5e5b_112)] | | |

| [Report of Independent Registered Public Accounting Firm on Consolidated Financial [removed: Statements](#i447607067c24424b84f49ea56613d1f0_115)] [added: Statements (PCAOB ID: 42)](#i6ff3260161e54c75a5fa4778c3ad5e5b_115)] | | | [removed: [63](#i447607067c24424b84f49ea56613d1f0_115)] [added: [60](#i6ff3260161e54c75a5fa4778c3ad5e5b_115)] | | |

| [Consolidated Balance [removed: Sheets](#i447607067c24424b84f49ea56613d1f0_118)] [added: Sheets](#i6ff3260161e54c75a5fa4778c3ad5e5b_118)] | | | [removed: [65](#i447607067c24424b84f49ea56613d1f0_118)] [added: [62](#i6ff3260161e54c75a5fa4778c3ad5e5b_118)] | | |

| [Consolidated Results of [removed: Operations](#i447607067c24424b84f49ea56613d1f0_124)] [added: Operations](#i6ff3260161e54c75a5fa4778c3ad5e5b_124)] | | | [removed: [66](#i447607067c24424b84f49ea56613d1f0_124)] [added: [63](#i6ff3260161e54c75a5fa4778c3ad5e5b_124)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i447607067c24424b84f49ea56613d1f0_127)] [added: Income](#i6ff3260161e54c75a5fa4778c3ad5e5b_127)] | | | [removed: [67](#i447607067c24424b84f49ea56613d1f0_127)] [added: [64](#i6ff3260161e54c75a5fa4778c3ad5e5b_127)] | | |

| [Changes in Consolidated Shareholders’ [removed: Equity](#i447607067c24424b84f49ea56613d1f0_130)] [added: Equity](#i6ff3260161e54c75a5fa4778c3ad5e5b_130)] | | | [removed: [68](#i447607067c24424b84f49ea56613d1f0_130)] [added: [65](#i6ff3260161e54c75a5fa4778c3ad5e5b_130)] | | |

| [Consolidated Cash [removed: Flows](#i447607067c24424b84f49ea56613d1f0_136)] [added: Flows](#i6ff3260161e54c75a5fa4778c3ad5e5b_136)] | | | [removed: [69](#i447607067c24424b84f49ea56613d1f0_136)] [added: [66](#i6ff3260161e54c75a5fa4778c3ad5e5b_136)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i447607067c24424b84f49ea56613d1f0_139)] [added: Statements](#i6ff3260161e54c75a5fa4778c3ad5e5b_139)] | | | [removed: [70](#i447607067c24424b84f49ea56613d1f0_139)] [added: [67](#i6ff3260161e54c75a5fa4778c3ad5e5b_139)] | | |

Sysco’s management assessed the effectiveness of Sysco’s internal control over financial reporting as of July [removed: 3, 2021.][added: 2, 2022.]

In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in *Internal Control — Integrated Framework* *(2013).* Based on this assessment, management concluded that, as of July [removed: 3, 2021,] [added: 2, 2022,] Sysco’s internal control over financial reporting was effective based on those criteria.

Ernst & Young LLP, the independent registered public accounting firm that audited the company’s consolidated financial statements included in this report, has issued an audit report on the effectiveness of Sysco’s internal control over financial reporting as of July [removed: 3, 2021.][added: 2, 2022.]

We have audited Sysco Corporation and its Consolidated Subsidiaries’ (the “Company”) internal control over financial reporting as of July [removed: 3, 2021,] [added: 2, 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Sysco Corporation and Consolidated Subsidiaries maintained, in all material respects, effective internal control over financial reporting as of July [removed: 3, 2021,] [added: 2, 2022,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: 2021] [added: 2022] consolidated financial statements of the Company and our report dated August [removed: 27, 2021,] [added: 25, 2022,] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Sysco Corporation and its Consolidated Subsidiaries (the “Company”) as of July [removed: 3, 2021] [added: 2, 2022] and [removed: June 27, 2020,] [added: July 3, 2021,] the related consolidated results of operations, statements of comprehensive income, changes in shareholders’ equity and cash flows for each of the three years in the period ended July [removed: 3, 2021] [added: 2, 2022] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at July [removed: 3, 2021] [added: 2, 2022] and [removed: June 27, 2020,] [added: July 3, 2021,] and the results of its operations and its cash flows for each of the three years in the period ended July [removed: 3, 2021,] [added: 2, 2022,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of July [removed: 3, 2021,] [added: 2, 2022,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated August [removed: 27, 2021] [added: 25, 2022] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | | | | At July [removed: 3, 2021,] [added: 2, 2022,] the Company’s goodwill was [removed: $3.9] [added: $4.5] billion. As discussed in Note 1 of the [added: consolidated] financial statements, goodwill is tested by the Company’s management for impairment at least [removed: annually, in the fourth quarter,] [added: annually] unless there are indications of impairment at other points throughout the fiscal year. Auditing management’s impairment tests for goodwill is complex and highly judgmental due to the significant estimation required to determine the fair value of the reporting units. In particular, the fair value estimates of [added: two] reporting units [removed: with fair values that do not significantly exceed their carrying values are] [added: were more] sensitive to [added: changes in significant] assumptions [removed: such as] [added: including] changes in projected cash flows, weighted average cost of capital, and terminal growth rates. All of these assumptions are sensitive to and affected by expected future market or economic conditions and company-specific qualitative factors. | | |

| | | | Jul. [removed: 3, 2021] [added: 2, 2022] | | | | | | [removed: Jun. 27, 2020] [added: Jul. 3, 2021] | | | | | | [added: Jun. 27, 2020] | | |

| Cash and cash equivalents | | | $ | [removed: 3,007,123] [added: 867,086] | | | | | $ | [removed: 6,059,427] [added: 3,007,123] | | | | | [added: $] | [added: 6,059,427] | |

| Accounts receivable, less allowances of [removed: $117,695] [added: $70,790] and [removed: $334,810] [added: $117,695] | | | [removed: 3,781,510] [added: 4,838,912] | | | | | | [removed: 2,893,551] [added: 3,781,510] | | | | | | | | |

| Inventories | | | [removed: 3,695,219] [added: 4,437,498] | | | | | | [removed: 3,095,085] [added: 3,695,219] | | | | | | | | |

| Prepaid expenses and other current assets | | | [removed: 240,956] [added: 303,789] | | | | | | [removed: 192,163] [added: 240,956] | | | | | | | | |

| Income tax receivable | | | [removed: 8,759] [added: 35,934] | | | | | | [removed: 108,006] [added: 8,759] | | | | | | | | |

| Total current assets | | | [removed: 10,733,567] [added: 10,483,219] | | | | | | [removed: 12,348,232] [added: 10,733,567] | | | | | | | | |

| Plant and equipment at cost, less accumulated depreciation | | | [removed: 4,326,063] [added: 4,456,420] | | | | | | [removed: 4,458,567] [added: 4,326,063] | | | | | | | | |

| Goodwill | | | [removed: 3,944,139] [added: 4,542,315] | | | | | | [removed: 3,732,469] [added: 3,944,139] | | | | | | | | |

| Intangibles, less amortization | | | [removed: 746,073] [added: 952,683] | | | | | | [removed: 780,172] [added: 746,073] | | | | | | | | |

| Deferred income taxes | | | [removed: 352,523] [added: 377,604] | | | | | | [removed: 194,115] [added: 352,523] | | | | | | | | |

| Operating lease right-of-use assets, net | | | [removed: 709,163] [added: 723,297] | | | | | | [removed: 603,616] [added: 709,163] | | | | | | | | |

| Other assets | | | [removed: 602,011] [added: 550,150] | | | | | | [removed: 511,095] [added: 602,011] | | | | | | | | |

| Total other long-term assets | | | [removed: 6,353,909] [added: 7,146,049] | | | | | | [removed: 5,821,467] [added: 6,353,909] | | | | | | | | |

| Total [removed: assets] | | | $ | [removed: 21,413,539] [added: 22,085,688] | | | | | $ | [removed: 22,628,266] [added: 21,413,539] | | | | | [added: $] | [added: 22,628,266] | |

| Accounts payable | | | [removed: 4,884,781] [added: $] | [added: 5,752,958] | | | | | [removed: 3,447,065] [added: $] | [added: 4,884,781] | | | | | | | |

| Accrued expenses | | | [removed: 1,814,837] [added: 2,270,753] | | | | | | [removed: 1,616,289] [added: 1,814,837] | | | | | | | | |

| Accrued income taxes | | | [removed: 22,644] [added: 40,042] | | | | | | [removed: 2,938] [added: 22,644] | | | | | | | | |

| Current operating lease liabilities | | | [removed: 102,659] [added: 105,690] | | | | | | [removed: 107,167] [added: 102,659] | | | | | | | | |

| Current maturities of long-term debt | | | [removed: 486,141 | | | | | | 1,542,128] [added: $] | [added: (568,601)] | | | | | [added: $] | [added: 2,820] | |

| Total current liabilities | | | [removed: 7,319,844] [added: 8,750,054] | | | | | | [removed: 6,717,853] [added: 7,319,844] | | | | | | | | |

August 25, 2022

August 25, 2022

| Total assets | | | $ | 22,085,688 | | | | | $ | 21,413,539 | | | | | | | |

| Income tax expense | | | 388,005 | | | | | | 60,519 | | | | | | 77,909 | | |

| Net earnings | | | $ | 1,358,768 | | | | | $ | 524,209 | | | | | $ | 215,475 | |

| Net earnings | | | | | | | | | | | | | | | | | | | | | 1,358,768 | | | | | | | | | | | | | | | | | | | | | | | | 1,358,768 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Treasury stock purchases | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 6,698,991 | | | | | | (499,839) | | | | | | (499,839) | | |

| Share-based compensation awards | | | | | | | | | | | | | | | 146,614 | | | | | | | | | | | | | | | | | | (3,510,043) | | | | | | 128,167 | | | | | | 274,781 | | |

| Balance as of July 2, 2022 | | | 765,174,900 | | | | | | $ | 765,175 | | | | | $ | 1,766,305 | | | | | $ | 10,539,722 | | | | | $ | (1,482,054) | | | | | 256,531,543 | | | | | | $ | (10,206,888) | | | | | $ | 1,382,260 | |

| Net earnings | | | $ | 1,358,768 | | | | | $ | 524,209 | | | | | $ | 215,475 | |

| Cash received from termination of interest rate swap agreements | | | 23,127 | | | | | | — | | | | | | — | | |

Inventory balances are adjusted for slow-moving, excess, and obsolete inventories.

Inventory valuation reserves are estimated based on the consideration of a variety of factors, including but not limited to, current economic conditions and business trends, seasonal demand, future merchandising strategies and the age of our products.

During the measurement period, up to twelve months from the date of acquisition, subsequent changes may be made to adjust the preliminarily amounts recognized at the acquisition date to their subsequently determined acquisition-date fair values.

NEW ACCOUNTING STANDARDS

*Government Assistance*

In November 2021, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2021-10, “Government Assistance (Topic 832),” which requires business entities to make annual disclosures about transactions with a government that are accounted for by analogizing to a grant or contribution accounting model.

For transactions in the scope of the new standard, business entities will need to provide information about the nature of the transaction, including significant terms and conditions, as well as the amounts and specific financial statement line items affected by the transaction.

The new guidance is effective for all entities for annual reporting periods beginning after December 15, 2021; however, early adoption is permitted.

The guidance may be applied either prospectively to all in-scope transactions that are reflected in the financial statements at the date of initial application and to new transactions that are entered into after the date of initial application, or retrospectively.

The company has substantially completed its assessment of the accounting required under Topic 832.

Sysco does not expect that the implementation of the new standard will have a material effect on the company’s financial statements.

The company will adopt the standard for fiscal 2023 on a prospective basis.

| | | | | | | Year Ended Jul. 2, 2022 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fresh and frozen meats | | | | | | $ | 9,640,877 | | | | | $ | 1,661,884 | | | | | $ | 1,966,644 | | | | | $ | 9 | | | | | $ | 13,269,414 | |

| Canned and dry products | | | | | | 8,810,968 | | | | | | 2,406,899 | | | | | | 733,832 | | | | | | 10,577 | | | | | | 11,962,276 | | |

| Frozen fruits, vegetables, bakery and other | | | | | | 6,355,698 | | | | | | 2,138,534 | | | | | | 1,154,571 | | | | | | — | | | | | | 9,648,803 | | |

| Poultry | | | | | | 5,718,662 | | | | | | 994,648 | | | | | | 976,863 | | | | | | — | | | | | | 7,690,173 | | |

| Dairy products | | | | | | 4,919,936 | | | | | | 1,257,021 | | | | | | 582,749 | | | | | | — | | | | | | 6,759,706 | | |

| Fresh produce | | | | | | 4,538,732 | | | | | | 911,617 | | | | | | 260,580 | | | | | | — | | | | | | 5,710,929 | | |

| Paper and disposables | | | | | | 3,730,642 | | | | | | 492,700 | | | | | | 777,890 | | | | | | 83,989 | | | | | | 5,085,221 | | |

| Seafood | | | | | | 2,599,281 | | | | | | 458,939 | | | | | | 156,430 | | | | | | — | | | | | | 3,214,650 | | |

| Beverage products | | | | | | 1,073,033 | | | | | | 473,923 | | | | | | 528,883 | | | | | | 82,957 | | | | | | 2,158,796 | | |

| Other (1) | | | | | | 1,132,733 | | | | | | 991,284 | | | | | | 107,382 | | | | | | 904,779 | | | | | | 3,136,178 | | |

| Total Sales | | | | | | $ | 48,520,562 | | | | | $ | 11,787,449 | | | | | $ | 7,245,824 | | | | | $ | 1,082,311 | | | | | $ | 68,636,146 | |

| (1) | | | Other sales relate to non-food products, including textiles and amenities for our hotel supply business, equipment, and other janitorial products, medical supplies and smallwares. | | |

| --- | --- | --- | --- | --- | --- |

| (1) | | | Other sales relate to non-food products, including textiles and amenities for our hotel supply business, equipment, and other janitorial products, medical supplies and smallwares. | | |

During fiscal 2022, the company paid cash of $1.3 billion for several acquisitions.

August 27, 2021

| Notes payable | | | $ | 8,782 | | | | | $ | 2,266 | | | | | | | |

| Income taxes | | | 60,519 | | | | | | 77,909 | | | | | | 331,565 | | |

| Balance as of June 30, 2018 | | | 765,174,900 | | | | | | $ | 765,175 | | | | | $ | 1,383,619 | | | | | $ | 10,348,628 | | | | | $ | (1,409,269) | | | | | 244,533,248 | | | | | | $ | (8,581,196) | | | | | $ | 2,506,957 | |

| Net earnings | | | | | | | | | | | | | | | | | | | | | 1,674,271 | | | | | | | | | | | | | | | | | | | | | | | | 1,674,271 | | |

| Treasury stock purchases | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 14,960,390 | | | | | | (1,021,881) | | | | | | (1,021,881) | | |

| Share-based compensation awards | | | | | | | | | | | | | | | 128,677 | | | | | | | | | | | | | | | | | | (7,195,712) | | | | | | 253,136 | | | | | | 381,813 | | |

| Proceeds from sale of business | | | — | | | | | | — | | | | | | 149,879 | | |

The discounts and fees associated with these arrangements were not material for the fiscal years ended July 3, 2021.

The company does not believe the estimates used in the analysis are reasonably likely to change materially in the future; however, the ongoing impact of the COVID-19 pandemic on estimated future cash flows is uncertain and will largely depend on the outcome of future events, which could result in goodwill impairments going forward.

In the annual fiscal 2021 assessment, certain reporting units did not have a fair value substantially in excess of their book value.

For two reporting units, with goodwill of $181.4 million in the aggregate as of July 3, 2021, headroom was considered low at 18% and 27%.

While certain additional services may be identified within a contract, we have concluded that those services are individually immaterial in the context of the contract with the customer, and, therefore, not assessed as performance obligations.

The method for estimating the fair value of stock options has not changed in the past three years.

tax contingencies or valuation allowances, and the company’s change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate.

Subsequent changes to preliminary amounts are made prospectively.

CHANGES IN ACCOUNTING

*Management’s Discussion and Analysis, Selected Financial Data, and Supplementary Financial Information*

In November 2020, the SEC issued a final rule, *Management’s Discussion and Analysis, Selected Financial Data, and Supplementary Financial Information*, that amended certain SEC disclosure requirements to primarily modernize, enhance and simplify financial statement disclosures required by Regulation S-K.

Sysco has adopted provisions in the rule in the fourth quarter of fiscal 2021, which primarily resulted in the removal of the selected financial data previously required by Item 301.

The rule allows for the removal of the quarterly financial data previously required by Item 302; however, we have retained

quarterly financial data for fiscal 2021 due to the significant interest expense charges incurred by Sysco in the fourth quarter.

The disclosure of fiscal 2021 quarterly financial data is presented in Note 22, "Quarterly Results (Unaudited)."

*Financial Instruments - Credit Losses*

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables.

Sysco adopted this ASU as of June 28, 2020, the first day of fiscal 2021, with no significant impact to the company’s financial statements.

*Implementation Costs Incurred in a Cloud Computing Arrangement*

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract, which aligns the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software.

The guidance amends Accounting Standards Codification (ASC) 350 to include in its scope implementation costs of a cloud computing arrangement that is a service contract and clarifies that a customer should apply ASC 350 to determine which implementation costs should be capitalized in such a cloud computing arrangement.

Sysco adopted this ASU on June 28, 2020 on a prospective basis with no effect on the company’s financial statements.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

We sold our interests in Cake Corporation in the first quarter of fiscal 2021.

| | | | | | | 52-Week Period Ended Jun. 29, 2019 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fresh and frozen meats | | | | | | $ | 8,422,126 | | | | | $ | 1,627,392 | | | | | $ | 1,520,907 | | | | | $ | — | | | | | $ | 11,570,425 | |

| Canned and dry products | | | | | | 7,344,015 | | | | | | 2,326,584 | | | | | | 270,651 | | | | | | — | | | | | | 9,941,250 | | |

| Frozen fruits, vegetables, bakery and other | | | | | | 5,708,030 | | | | | | 2,074,991 | | | | | | 1,194,944 | | | | | | — | | | | | | 8,977,965 | | |

| Dairy products | | | | | | 4,265,320 | | | | | | 1,243,773 | | | | | | 604,624 | | | | | | — | | | | | | 6,113,717 | | |

| Poultry | | | | | | 4,121,367 | | | | | | 833,844 | | | | | | 892,316 | | | | | | — | | | | | | 5,847,527 | | |

| Fresh produce | | | | | | 3,801,828 | | | | | | 1,022,503 | | | | | | 241,602 | | | | | | — | | | | | | 5,065,933 | | |

Sysco’s management, with the participation of our [removed: chief executive officer] [added: Chief Executive Officer] and [removed: chief financial officer,] [added: Chief Financial Officer,] evaluated the effectiveness of our disclosure controls and procedures as of July [removed: 3, 2021.][added: 2, 2022.]

Based on the evaluation of our disclosure controls and procedures as of July [removed: 3, 2021,] [added: 2, 2022,] our [removed: chief executive officer] [added: Chief Executive Officer] and [removed: chief financial officer] [added: Chief Financial Officer] concluded that, as of such date, Sysco’s disclosure controls and procedures were effective at the reasonable assurance level.

Management’s report on internal control over financial reporting is included in [removed: the financial statement pages at page 61.][added: Item 8.]

There have been no changes in our internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the fourth quarter ended July [removed: 3, 2021,] [added: 2, 2022,] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Financial Statements and Supplementary Data of this Annual Report on Form 10-K.

Not applicable.

On and effective August 27, 2021, the Company’s Board of Directors (the “Board”), upon the recommendation of the Corporate Governance and Nominating Committee of the Board, approved and adopted an amendment (the “Amendment”) to Article IX – “Exclusive Forum” of the amended and restated the By-Laws of the Company (the “By-Laws”) to provide that, unless the Company consents in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware (or the federal district court for the District of Delaware, if the Court of Chancery lacks jurisdiction) will, to the fullest extent permitted by law, be the sole and exclusive forum for:

- any derivative action or proceeding brought on behalf of the Company;

- any action asserting a claim of breach of a fiduciary duty owed by any director or officer or other employee of the Company to the Company (or the stockholders thereof);

- any action asserting a claim against the Company or any director or officer or other employee of the Company arising pursuant to any provision of the General Corporation Law or the Company’s certificate of incorporation or bylaws (as either may be amended from time to time); or

- any action asserting a claim against the Company (or any director or officer or other employee thereof) governed by the internal affairs doctrine.

This exclusive forum provision, as amended by the Amendment, does not apply to any claim (A) as to which such court determines that there is an indispensable party not subject to the jurisdiction of such court (and the indispensable party does not consent to the personal jurisdiction of such court within ten days following such determination), (B) which is vested in the exclusive jurisdiction of a court or forum other than such court, or (C) for which such court does not have subject matter jurisdiction.

The foregoing summary of the Amendment is qualified in its entirety by reference to the full text of the By-Laws, as amended and restated and filed as Exhibit 3.4 to this Annual Report on Form 10-K and incorporated by reference herein.

The information required by this item will be included in our proxy statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders under the following captions, and is incorporated herein by reference thereto: “Corporate Governance,” “Executive Officers,” “Delinquent Section 16(a) Reports,” “Report of the Audit Committee” and “Board of Directors Matters.”

The information required by this item will be included in our proxy statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders under the following captions, and is incorporated herein by reference thereto: “Compensation Discussion and Analysis,” “Report of the Compensation and Leadership Development Committee,” “Director Compensation” and “Executive Compensation.”

The information required by this item will be included in our proxy statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders under the following captions, and is incorporated herein by reference thereto: “Stock Ownership” and “Equity Compensation Plan Information.”

The information required by this item will be included in our proxy statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders under the following caption, and is incorporated herein by reference thereto: “Corporate Governance – Certain Relationships and Related Person Transactions” and “Corporate Governance – Director Independence.”

The information required by this item will be included in our proxy statement for the [removed: 2021] [added: 2022] Annual Meeting of Stockholders under the following caption, and is incorporated herein by reference thereto: “Fees Paid to Independent Registered Public Accounting Firm.”

See Index to Consolidated Financial Statements [removed: on page 60] of this Form 10-K.

| [removed: 3.4#] [added: 3.4] | | | — | | | [Amended and Restated Bylaws of Sysco Corporation dated August 27, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/96021/000009602121000093/exhibit34amendedandrestate.htm)] [added: 2021, incorporated by reference to Exhibit 3.4 to the Form 10-K for the year ended July 3, 2021 filed on August 30, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000093/exhibit34amendedandrestate.htm)] | | |

| [removed: 4.5#] [added: 4.9#] | | | — | | | [Description of Sysco Corporation [removed: Securities.](https://www.sec.gov/Archives/edgar/data/96021/000009602121000093/exhibit45descriptionofsysc.htm)] [added: Securities.](https://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit49descriptionofsysc.htm)] | | |

| 10.3 | | | — | | | [Amendment No. 2 dated as of May 20, 2021 to Credit Agreement dated as of June 28, 2019, among Sysco Corporation, Sysco Canada, Inc., Sysco EU II S.à r.l., the subsidiary guarantors party thereto, JP Morgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, incorporated by reference to Exhibit 10.1 to the Form 8-K filed on May [removed: 22,] [added: 20,] 2021 (File No. 1-6544).](http://www.sec.gov/ix?doc=/Archives/edgar/data/0000096021/000119312521167888/d186537d8k.htm) | | |

| [removed: 10.4] [added: 10.7] | | | — | | | [Issuing and Paying Agent Agreement, dated as of October 31, 2014, between Sysco Corporation and U.S. Bank National Association, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended December 27, 2014 filed on February [removed: 2,] [added: 3,] 2015 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex10126ceb2.htm) | | |

| [removed: 10.5] [added: 10.8] | | | — | | | [Amended and Restated Commercial Paper Dealer Agreement, dated as of October 31, 2014, between Sysco Corporation, as issuer, and JPMorgan Morgan Securities LLC, as Dealer, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended December 27, 2014 filed on February [removed: 2,] [added: 3,] 2015(File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex10294972b.htm) | | |

| [removed: 10.6] [added: 10.9] | | | — | | | [Commercial Paper Dealer Agreement, dated as of October 31, 2014, between Sysco Corporation, as issuer, and Goldman, Sachs & Co, as Dealer, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended December 27, 2014 filed on February [removed: 2,] [added: 3,] 2015(File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex1030800f8.htm) | | |

| [removed: 10.7] [added: 10.10] | | | — | | | [Commercial Paper Dealer Agreement, dated as of January 18, 2017, between Sysco Corporation, as issuer, and Wells Fargo Securities, LLC, as Dealer, incorporated by reference to Exhibit 10.5 to the Form 10-K for the year ended July 1, 2017 filed on August 30, 2017 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000120/exhibit1005-wellsfargodeal.htm) | | |

| [removed: 10.8] [added: 10.11] | | | — | | | [Commercial Paper Dealer Agreement, dated as of February 3, 2017, between Sysco Corporation, as issuer, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Dealer, incorporated by reference to Exhibit 10.6 to the Form 10-K for the year ended July 1, 2017 filed on August 30, 2017 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000120/exhibit1006-boadealeragree.htm) | | |

| [removed: 10.9] [added: 10.12] | | | — | | | [Issuing and Paying Agency Agreement dated April 30, 2020 between Brake Bros. Limited, as Issuer, and Deutsche Bank AG, London Branch, as Issuing and Paying Agent, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended March 28, 2020 filed on May 6, 2020 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit101q320.htm) | | |

| [removed: 10.10] [added: 10.13] | | | — | | | [Dealer Agreement dated April 30, 2020 between Brake Bros. Limited, as Issuer, and Barclays Bank PLC, as Arranger, and Barclays Bank PLC, as Dealer, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended March 28, 2020 filed on May 6, 2020 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit102q320.htm) | | |

| [removed: 10.11] [added: 10.14] | | | — | | | [Demand Facility Agreement, dated as of June 30, 2011, between SFS Canada I, LP and The Toronto-Dominion Bank, incorporated by reference to Exhibit 10.7 to the Form 10-K for the year ended July 2, 2011 filed on August 30, 2011 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w7.htm) | | |

| [removed: 10.12] [added: 10.15] | | | — | | | [Guaranty Agreement, dated as of June 30, 2011, between Sysco Corporation and The Toronto-Dominion Bank, incorporated by reference to Exhibit 10.8 to the Form 10-K for the year ended July 2, 2011 filed on August 30, 2011 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w8.htm) | | |

| [removed: 10.13†] [added: 10.16†] | | | — | | | [Sixth Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended October 2, 2010 filed on November 9, 2010 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012310102902/h77397exv10w3.htm) | | |

| [removed: 10.14†] [added: 10.17†] | | | — | | | [First Amendment to the Sixth Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended March 31, 2012 filed on May 8, 2012 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312512216752/d342468dex102.htm) | | |

| [removed: 10.15†] [added: 10.18†] | | | — | | | [Seventh Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended December 29, 2012 filed on February 4, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000004/syy-20121229ex1039aedb4.htm) | | |

| [removed: 10.16†] [added: 10.19†] | | | — | | | [Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, effective June 29, 2013, incorporated by reference to Exhibit 10.11 to the Form 10-K for the year ended June 29, 2013 filed on August 27, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex1011a3a50.htm) | | |

| [removed: 10.17†] [added: 10.20†] | | | — | | | [2015-1 Amendment to the Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, incorporated by reference to Exhibit 10.16 to the Form 10-K for the year ended June 27, 2015 filed on August 25, 2015 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000057/syy2015yeexhibit1016.htm) | | |

| [removed: 10.18†] [added: 10.21†] | | | — | | | [Tenth Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.4 to the Form 10-Q for the quarter ended October 2, 2010 filed on November 9, 2010 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012310102902/h77397exv10w4.htm) | | |

| [removed: 10.19†] [added: 10.22†] | | | — | | | [First Amendment to Tenth Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.15 to the Form 10-K for the year ended July 2, 2011 filed on August 30, 2011 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w15.htm) | | |

| [removed: 10.20†] [added: 10.23†] | | | — | | | [Second Amendment to Tenth Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended March 31, 2012 filed on May 8, 2012 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312512216752/d342468dex101.htm) | | |

| [removed: 10.21†] [added: 10.24†] | | | — | | | [Eleventh Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended December 29, 2012 filed on February 4, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000004/syy-20121229ex1026a386b.htm) | | |

| [removed: 10.22†] [added: 10.25†] | | | — | | | [Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, including the Amended and Restated Sysco Corporation MIP Retirement Program, attached as Appendix I, effective as of June 29, 2013, incorporated by reference to Exhibit 10.16 to the Form 10-K for the year ended June 29, 2013 filed on August 27, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex10169355f.htm) | | |

| [removed: 10.23†] [added: 10.26†] | | | — | | | [First Amendment to the Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended March 29, 2014 filed on May 6, 2014 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex10200879c.htm) | | |

| [removed: 10.24†] [added: 10.27†] | | | — | | | [Amended and Restated Sysco Corporation MIP Retirement Program, effective as of June 29, 2013, incorporated by reference to Exhibit 10.17 to the Form 10-K for the year ended June 29, 2013 filed on August 27, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex1017eb723.htm) | | |

| [removed: 10.25†] [added: 10.28†] | | | — | | | [First Amendment to the Amended and Restated Sysco Corporation MIP Retirement Program, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended March 29, 2014 filed on May 6, 2014 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex10369a617.htm) | | |

| [removed: 10.26†] [added: 10.29†] | | | — | | | [Sysco Corporation Management Savings Plan, incorporated by reference to Exhibit 10.4 to the Form 10-Q for the quarter ended December 29, 2012 filed on February 4, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000004/syy-20121229ex104a10f04.htm) | | |

| [removed: 10.27†] [added: 10.30†] | | | — | | | [Amended and Restated Sysco Corporation Management Savings Plan, effective as of June 29, 2013, incorporated by reference to Exhibit 10.19 to the Form 10-K for the year ended June 29, 2013 filed on August 27, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex101971540.htm) | | |

| [removed: 10.28†] [added: 10.31†] | | | — | | | [First Amendment to the Amended and Restated Sysco Corporation Management Savings Plan, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended March 29, 2014 filed on May 6, 2014 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex101a6a622.htm) | | |

| [removed: 10.29†] [added: 10.32†] | | | — | | | [2016-1 Amendment to the Amended and Restated Sysco Corporation Management Savings Plan, adopted effective November 15, 2016, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended December 31, 2016 filed on February 7, 2017 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000035/exhibit101-amendment2016x1.htm) | | |

| [removed: 10.30†] [added: 10.33†] | | | — | | | [Amendment 2018-1 to the Sysco Corporation Management Savings Plan, adopted effective January 1, 2018, incorporated by reference to Exhibit 10.1 to the Form 10-Q for the quarter ended December 30, 2017 filed on February 6, 2018 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602118000038/exhibit101amendmenttomsp.htm) | | |

| [removed: 10.31†] [added: 10.34†] | | | — | | | [Amendment 2018-2 to the Sysco Corporation Management Savings Plan, adopted effective May 25, 2018, incorporated by reference to Exhibit 10.27 to the Form 10-K for the year ended June 30, 2018 [removed: (File] [added: filed on August 27, 2018(File] No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602118000126/exhibit1027amendmenttomsp.htm) | | |

| [removed: 10.32†] [added: 10.35†] | | | — | | | [Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 99.1 to the Form S-8 filed on November 15, 2013 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312513443513/d628763dex991.htm) | | |

| [removed: 10.33†] [added: 10.36†] | | | — | | | [Amendment 2017-1 to the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.30 to the Form 10-K for the year ended July 1, 2017 filed on August 30, 2017 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000120/exhibit1030-amendment2017x.htm) | | |

| [removed: 10.34†] [added: 10.37†] | | | — | | | [Form of Stock Option Grant Agreement issued to executive officers under the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended December 28, 2013 filed on February 4, 2014 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602114000004/syy-20131228ex103134d99.htm) | | |

| [removed: 10.35†] [added: 10.38†] | | | — | | | [Form of Stock Option Grant Agreement (Fiscal Year 2016) for executive officers under the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended December 26, 2015 filed on February 2, 2016 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602116000165/exhibit102to2q2016form10-q.htm) | | |

| [removed: 10.36†] [added: 10.39†] | | | — | | | [Form of Stock Option Grant Agreement (Fiscal Year 2017) for executive officers under the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended October 1, 2016 filed on November [removed: 7,] [added: 8,] 2016 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602116000318/exhibit103-aug2016regoptio.htm) | | |

| [removed: 10.37†] [added: 10.40†] | | | — | | | [Form of Stock Option Grant Agreement (Fiscal Year 2018) for executive officers under the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended September 30, 2017 filed on November 9, 2017 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000170/exhibit103stockoptionagree.htm) | | |

| [removed: 10.38†] [added: 10.41†] | | | — | | | [Form of Stock Option Grant Agreement (Fiscal Year 2019) for executive officers under the Sysco Corporation 2013 Long-Term Incentive Plan, incorporated by reference to Exhibit 10.3 to the Form 10-Q for the quarter ended September 29, 2018 filed on November 6, 2018 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602118000178/exhibit103stockoptionagree.htm) | | |

| [removed: 10.39†] [added: 10.47†] | | | — | | | [Form of Performance Share Unit Grant Agreement (Fiscal Year [removed: 2019)] [added: 2021)] for executive officers under the Sysco Corporation [removed: 2013 Long-Term] [added: 2018 Omnibus] Incentive [removed: Plan,] [added: Plan ,] incorporated by reference to Exhibit [removed: 10.2] [added: 10.4] to the Form 10-Q for the quarter ended September [removed: 29, 2018] [added: 26, 2020] filed on November [removed: 6, 2018] [added: 4, 2020] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602118000178/exhibit102psuawardagreemen.htm)] [added: 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602120000122/exhibit104-psuawardagr.htm)] | | |

| 4.5# | | | — | | | [Fortieth Supplemental Indenture dated as of December 13, 2021 among Sysco Corporation, the guarantors named therein and Trustee.](https://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit4540thsupplementali.htm) | | |

| 4.6# | | | — | | | [Forty-First Supplemental Indenture dated as of December 14, 2021 among Sysco Corporation, the guarantors named therein and Trustee.](https://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit4641stsupplementali.htm) | | |

| 4.7 | | | — | | | [Forty-Second Supplemental Indenture dated as of December 14, 2021 among Sysco Corporation, the guarantors named therein and U.S. Bank National Association, as Trustee, relating to the 2.450% Senior Notes due 2031, incorporated by reference to Exhibit 4.1 to the Form 8-K filed on December 14, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521356832/d273240dex41.htm) | | |

| 4.8 | | | — | | | [Forty-Third Supplemental Indenture dated as of December 14, 2021 among Sysco Corporation, the guarantors named therein and U.S. Bank National Association, as Trustee, relating to the 3.150% Senior Notes due 2051, incorporated by reference to Exhibit 4.3 to the Form 8-K filed on December 14, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521356832/d273240dex43.htm) | | |

| 10.4 | | | — | | | [Amendment No. 3 dated as of September 22, 2021 to Credit Agreement dated as of June 28, 2019, among Sysco Corporation, Sysco Canada, Inc., Sysco EU II S.à r.l., the subsidiary guarantors party thereto, JP Morgan Chase Bank, N.A., as administrative agent, and the lenders party thereto,](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521279526/d175001dex101.htm) [incorporated by reference to Exhibit 10.1 to the Form 8-K filed on September 22, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521279526/d175001dex101.htm) | | |

| 10.5 | | | — | | | [Amendment No. 4 dated as of October 14, 2021 to Credit Agreement dated as of June 28, 2019, among Sysco Corporation, Sysco Canada, Inc., Sysco EU II S.à r.l., the subsidiary guarantors party thereto, JP Morgan Chase Bank, N.A., as administrative agent, and the lenders party thereto](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit102sysco_amendmentn.htm)[,](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit102sysco_amendmentn.htm) [](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit102sysco_amendmentn.htm)[incorporated by reference to Exhibit 10.2 to the Form 10-Q for the quarter ended October 2, 2021 filed on November 9, 2021 (File No. 1-6544)](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit102sysco_amendmentn.htm) | | |

| 10.6 | | | — | | | [Credit Agreement dated as of April 29 2022, among Sysco Corporation, Sysco Canada, Inc., Sysco EU II S.à r.l., Bank of America N.A. as administrative agent, and certain lenders and guarantors party thereto](http://www.sec.gov/Archives/edgar/data/0000096021/000119312522136846/d197073dex101.htm)[,](http://www.sec.gov/Archives/edgar/data/0000096021/000119312522136846/d197073dex101.htm) [](http://www.sec.gov/Archives/edgar/data/0000096021/000119312522136846/d197073dex101.htm)[i](http://www.sec.gov/Archives/edgar/data/0000096021/000119312522136846/d197073dex101.htm)[ncorporated by reference to Exhibit 10.1 to the Form 8-K filed on May 2, 2022 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312522136846/d197073dex101.htm) | | |

| 10.48† | | | — | | | [Form of Performance Share Unit Grant Agreement (Fiscal Year 2022) for executive officers under the Sysco Corporation 2018 Omnibus Incentive Plan , incorporated by reference to Exhibit 10.6 to the Form 10-Q for the quarter ended October 2, 2021 filed on November 9, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit106-psuawardagmtdiv.htm) | | |

| 10.50† | | | — | | | [Performance Share Unit Agreement – Inducement Awards for Kevin Hourican dated June 23, 2021, pursuant to the Sysco 2018 Omnibus Incentive Plan, incorporated by reference to Exhibit 10.8 to the Form 10-Q for the quarter ended October 2, 2021 filed on November 9, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit108-houricanpsurepl.htm) | | |

| 10.51† | | | — | | | [Performance Share Unit Grant Agreement – Retention Award for Greg Bertrand dated August 19, 2021, pursuant to the Sysco 2018 Omnibus Incentive Plan, incorporated by reference to Exhibit 10.9 to the Form 10-Q for the quarter ended October 2, 2021 filed on November 9, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit109-psuawardagmtdiv.htm) | | |

| 10.70† | | | — | | | [Executive Agreement, dated as of August 21, 2020, by and between Tim Ørting Jørgensen and Brakes Bros LTD, incorporated by reference to Exhibit 10.10 to the Form 10-Q for the quarter ended October 2, 2021 filed on November 9, 2021 (File No. 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000009602121000139/exhibit1010-jorgensenexeca.htm) | | |

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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Sysco Corporation has duly caused this Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, on this [removed: 27th] [added: 25th] day of August [removed: 2021.][added: 2022.]

| /s/ [removed: JOHN M. CASSADAY] [added: ALI DIBADJ] | | | /s/ HANS-JOACHIM KOERBER | | |

| [removed: John M. Cassaday] [added: Ali Dibadj] | | | Hans-Joachim Koerber | | |

| /s/ DANIEL J. BRUTTO | | | /s/ JOHN M. HINSHAW | | |

| Daniel J. Brutto | | | John M. Hinshaw | | |

| /s/ JOHN M. CASSADAY | | | /s/ KEVIN P. HOURICAN | | |

| John M. Cassaday | | | Kevin P. Hourican | | |

| /s/ LARRY C. GLASSCOCK | | | /s/ ALISON KENNEY PAUL | | |

| Larry C. Glasscock | | | Alison Kenney Paul | | |

| /s/ JILL M. GOLDER | | | /s/ EDWARD D. SHIRLEY | | |

| Jill M. Golder | | | Edward D. Shirley | | |

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| /s/ BRADLEY M. HALVERSON | | | /s/ SHEILA G. TALTON | | |

| Bradley M. Halverson | | | Sheila G. Talton | | |

| /s/ DANIEL J. BRUTTO | | | /s/ KEVIN P. HOURICAN | | |

| Daniel J. Brutto | | | Kevin P. Hourican | | |

| /s/ LARRY C. GLASSCOCK | | | /s/ STEPHANIE A. LUNDQUIST | | |

| Larry C. Glasscock | | | Stephanie A. Lundquist | | |

| /s/ BRADLEY M. HALVERSON | | | /s/ EDWARD D. SHIRLEY | | |

| Bradley M. Halverson | | | Edward D. Shirley | | |

| /s/ JOHN M. HINSHAW | | | /s/ SHEILA G. TALTON | | |

| John M. Hinshaw | | | Sheila G. Talton | | |