Sysco (SYY) 10-K risk factor changes: FY2024 vs FY2023

The following discussion of risks is not all [removed: inclusive,] [added: inclusive] but is designed to highlight what we believe are the most significant factors to consider when evaluating our business.

[added: In addition, periods of rapidly increasing] inflation may adversely affect our results of operations due to the impact of such inflation on discretionary spending by consumers and our limited ability to increase prices in the current, highly competitive environment.

We [removed: are experiencing a shortage] [added: periodically experience shortages] of qualified labor in certain geographies, particularly in the area of warehouse workers and drivers.

Such shortages [removed: frequently] [added: may] result in increased costs from certain temporary wage actions, such as hiring, referral, and retention bonus programs.

Unsuccessful recruiting and retention efforts as a result of such [removed: continuing] shortages for a prolonged period of time could have a material adverse effect on our financial condition and results of operations.

Global health developments and economic uncertainty resulting from [removed: the COVID-19 pandemic or other future] [added: global] public health crises may [removed: continue to] adversely affect our business, financial condition and results of operations.

While our operations have generally stabilized since the peak of the COVID-19 pandemic, we cannot predict with certainty the extent to which our operations may be impacted in the future by any [removed: continuing] [added: similar] effects of [added: a more severe variant of] COVID-19 [added: or other public health crises, pandemics, or epidemics] on us or on our business partners, suppliers and customers.

Fear of [removed: COVID-19] [added: these] or similar events may further alter consumer confidence, behavior and spending patterns, and could adversely affect the economies and financial markets of many countries (or globally), resulting in an economic downturn that could affect customers’ demand for our products.

[removed: Mutations of the virus have arisen, and may arise in the future, some] [added: The future outbreak] of [removed: which] [added: a public health crisis, pandemic, or epidemic] could [removed: prove to be particularly aggressive variants, causing] [added: cause] some governmental authorities to reintroduce [removed: certain] [added: similar] restrictions in the future, which could adversely affect demand in the foodservice industry.

[removed: The] [added: Any] future outbreak of a public health [removed: crisis (including the reemergence of COVID-19)] [added: crisis, pandemic, or epidemic] that adversely affects our business, results of operations and financial condition, could also have the effect of heightening many of the other risks described in this Annual Report on Form 10-K and 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.

[removed: The price] and [removed: supply of fuel can fluctuate significantly based on international, political and] economic circumstances (such as the invasion of Ukraine by the Russian Federation (Russia)) as well as other factors outside our control, such as actions by the Organization of the Petroleum Exporting Countries (OPEC) and other oil and gas producers, regional production patterns, weather conditions and environmental concerns.

In addition, military conflicts, such as the invasion of Ukraine by [removed: Russia,] [added: Russia and the Israel-Hamas War, or other geopolitical events,] can negatively impact global demand.

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

Additionally, increased competition from non-traditional sources (such as club stores and commercial wholesale outlets with lower cost structures), online direct food [removed: wholesalers and] [added: wholesalers,] cash and carry [removed: operations] [added: operations, and competitors that are utilizing technology, including artificial intelligence and machine learning technologies,] have served to further increase pressure on the industry’s profit margins.

New and increasing competitive sources may result in increased focus on pricing and on [removed: limiting price increases or may require increased discounting or other concessions.]

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 (such as the invasion of Ukraine by [removed: Russia)] [added: Russia] and [added: the Israel-Hamas War) and] natural disasters, epidemics, pandemics [removed: (such as the COVID-19 pandemic)] or other human or animal disease outbreaks or other catastrophic events (including, but not limited to, foodborne illnesses).

[removed: While our operations have generally stabilized since the peak of the COVID-19 pandemic, we] [added: We] cannot predict with certainty the extent that our operations may continue to be impacted by any [removed: continuing] [added: similar] effects of [removed: COVID-19] [added: public health crises, pandemics, or epidemics] on us or on our business partners, suppliers and customers.

Certain suppliers are struggling to meet demand for our orders and may also be affected by higher costs to source or [added: produce and transport products, which impairs our ability to deliver products and services to our customers.]

Further, increased [removed: frequency] [added: frequency, severity,] or duration of extreme weather [removed: conditions,] [added: conditions or other natural or man-made disasters,] which may be from climate change, could also impair production capabilities, disrupt our supply chain or adversely affect demand for our products.

Additionally, we procure products from suppliers outside of the U.S., and we are subject to the risks associated with political or financial instability, 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 [removed: pandemics (such as the COVID-19 pandemic),] [added: pandemics,] any or all of which could delay our receipt of products or increase our input costs.

[added: Additionally, as a result of our greater dependence on] these [added: customers, these] customers could pressure us to lower our prices and/or offer expanded or additional services at the same prices.

Millennials, the largest demographic group in terms of [removed: spend,] [added: consumer spending,] seek new and different, as well as more ethnic, menu options and menu innovation.

Our ability to successfully operate in these new markets may be adversely affected by political, economic and social conditions beyond our control, public health crises, epidemics and [removed: pandemics (such as the COVID-19 pandemic),] [added: pandemics,] local laws and customs, and legal and regulatory constraints, including compliance with applicable anti-corruption and currency laws and regulations, of the countries or regions in which we currently operate or intend to operate in the future.

[removed: Risks inherent in branching out into such complementary markets also] include the costs and difficulties of managing operations outside of our core business, which may require additional skills and competencies, as well as difficulties in identifying and gaining access to suppliers or customers in new markets.

We generally seek contractual indemnification and insurance coverage from parties supplying our products, but this indemnification or insurance coverage is limited, as a practical matter, to [removed: the creditworthiness of the indemnifying party and the insured limits of any insurance provided by suppliers.]

[added: If we do not have] adequate insurance or contractual indemnification available, product liability relating to defective products could materially adversely affect our results of operations and financial condition.

We are subject to various federal, state, provincial, regional and local laws, rules and [removed: regulations] [added: regulations, including the Foreign Corrupt Practices Act and other anti-bribery laws, anti-money laundering laws, import restrictions, responsible sourcing, and sanctions programs,] in the countries in which we operate with respect to many aspects of our business, such as food safety and sanitation, ethical business practices, transportation, minimum wage, overtime, wage payment, wage and hour and employment discrimination, immigration, human health and safety.

In the course of our operations, we: operate, maintain and fuel fleet vehicles; store fuel [removed: in] on-site [added: in] above and underground storage tanks; operate refrigeration systems; and use and dispose of hazardous substances and food wastes.

[removed: Proposed or recently enacted legal requirements, such as those requiring the phase-out] [added: out] of certain ozone-depleting substances, and proposals for the regulation of greenhouse gas emissions, may require us to upgrade or replace equipment, or may increase our transportation or other operating costs.

[removed: We] [added: In the normal course of business, we] and our third-party providers experience cybersecurity [added: threats and] incidents of varying degrees from time-to-time, including ransomware and phishing attacks, as well as distributed denial of service attacks and the theft of data.

Cyber threats are constantly evolving, are becoming more sophisticated and [added: frequent, including through the introduction of viruses and malware (such as ransomware) and the use of artificial intelligence by the threat actors, and] are being made by groups and individuals with a wide range of expertise and motives, and this increases the difficulty of detecting and successfully defending against them.

To date, [removed: these] cybersecurity incidents have not had a material impact on our financial condition, results of operations or liquidity.

However, there is no assurance that there will not be a material adverse effect in the future, especially [removed: if] [added: if, for example,] the amount of insurance coverage we maintain is not sufficient to cover claims or liabilities relating to an incident.

[removed: We] have also outsourced several information technology support services and administrative functions to third-party service providers, including cloud-based service providers, and may outsource other functions in the future to achieve cost savings and [added: efficiencies.]

[removed: The COVID-19 pandemic has resulted in many] [added: Many] of our employees, contractors and other corporate partners [removed: working] [added: now work] remotely, increasing reliance on information technology systems that are outside our direct control.

For example, we may incorporate emerging artificial intelligence [removed: (AI)] solutions into our platform, offerings, services and features, and these applications may become important in our operations over time.

Our failure to implement timely and/or successfully new technologies, including [removed: AI,] [added: artificial intelligence,] may adversely affect our competitiveness and, consequently, our results of operations.

Given the complexity of these [removed: laws] [added: laws, uncertainty regarding their interpretation, application,] and [added: enforcement and] the often-onerous requirements they place on businesses regarding the collection, storage, handling, use, disclosure, transfer, and security of personal data, it is important for us 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 [removed: damage.][added: damage and litigation.]

Furthermore, since 2020, [removed: several] [added: numerous] other U.S. states have [removed: enacted (and additional U.S. states] [added: enacted, or] are considering [removed: enacting)] [added: more] stringent [removed: consumer] privacy laws, which may impose varying standards and requirements on our data collection, use and processing activities.

The price and supply of fuel can fluctuate significantly based on international, political

limiting price increases or may require increased discounting or other concessions.

Climate change, or the legal, regulatory or market measures being implemented to address climate change, may have an adverse impact on our business, results of operations and financial condition.

The effects of climate change may create financial and operational risks to our business, both directly and indirectly.

There is an increased focus around the world by regulatory and legislative bodies at all levels towards policies relating to climate change and the impact of global warming, including the regulation of greenhouse gas (GHG) emissions, energy usage and sustainability efforts.

Increased compliance costs and expenses due to the impacts of climate change on our business, as well as additional legal or regulatory requirements regarding climate change or designed to reduce or mitigate the effects of carbon dioxide and other GHG emissions on the environment, may cause disruptions in, or an increase in the costs associated with, the running of our business, particularly with regard to our distribution and supply chain operations.

Moreover, compliance with any such legal or regulatory requirements may require that we implement changes to our business operations and strategy, which would require us to devote substantial time and attention to these matters and cause us to incur additional costs.

The effects of climate change, and legal or regulatory initiatives to address climate change, could have a long-term adverse impact on our business, results of operations and financial condition.

Such adverse impacts may be incurred directly through damage to our own property or equipment or indirectly if such impacts adversely affect our suppliers.

In addition, from

time to time we establish and publicly announce goals and commitments related to corporate social responsibility matters, including those related to reducing our impact on the environment.

Our current sustainability goals include to reduce our Scope 1 & 2 emissions by 27.5% by 2030 and strongly encourage suppliers representing 67% of Scope 3 emissions (focusing on purchased goods and services and upstream transportation suppliers) to set science-based targets by 2026.

Our ability to meet these and other related goals depends in part on significant technological advancements with respect to the development and availability of reliable, affordable and sustainable alternative solutions, including electric and other alternative fuel vehicles as well as alternative energy sources, which may not be developed or be available to us in the timeframe needed to achieve these goals.

In addition, we may determine that it is in our best interests to revise our current goals based on economic or regulatory factors, business strategy or other factors.

If we change or do not meet our publicly stated goals, then we may experience a negative reaction from the media, stockholders, activists and other interested stakeholders, and any perception that we have failed to act responsibly regarding climate change, whether or not valid, could result in adverse publicity and negatively affect our business and reputation.

While we remain committed to being responsive to climate change and reducing our carbon footprint, there can be no assurance that our goals and strategic plans to achieve those goals will be successful, that the costs related to climate transition will not be higher than expected, that the necessary technological advancements will occur in the timeframe we expect, or at all, or that proposed regulation or deregulation related to climate change will not have a negative competitive impact, any one of which could have a material adverse effect on our business, financial condition and results of operations.

In addition, methodologies for reporting climate-related information may change and previously reported information may be adjusted to reflect new reporting protocols or regulations, improvements in the availability and quality of third-party data, changing assumptions, changes in the nature and scope of our operations and other changes in circumstances.

Our processes and controls for reporting climate-related information across our operations are evolving along with multiple disparate standards for identifying, measuring and reporting sustainability metrics, including disclosures that may be required by the SEC, European and other regulators, and such standards may change over time, which could result in significant revisions to our current goals, reported progress in achieving such goals, or our ability to achieve such goals in the future.

The increased use of social media may increase the likelihood and magnitude of negative publicity across media channels, regardless of its accuracy or the reputability of its source, including as a result of fictitious media content (such as content produced by generative artificial intelligence or bad actors).

In addition, it may be difficult to address such negative publicity across media channels.

Risks inherent in branching out into such complementary markets also

For Sysco, Pillar Two will be effective at the beginning of fiscal 2025.

the creditworthiness of the indemnifying party and the insured limits of any insurance provided by suppliers.

Proposed or recently enacted legal requirements, such as those requiring the phase-

We

Our growing use of artificial intelligence systems in our operations poses inherent risks and could adversely affect our results of operations.

We have and are continuing to incorporate artificial intelligence, including machine learning, in certain of our operations, such as sales, support and supply chain operations, and may in the future incorporate artificial intelligence into more of our operations, with the intent to enhance their operation and effectiveness.

For example, we have incorporated artificial intelligence and/or generative artificial intelligence to manage inventory, optimize warehouse logistics, route customer deliveries more efficiently and enable more analytics for our sales consultants.

Flaws, breaches or malfunctions in these systems could lead to operational disruptions, data loss, or erroneous decision-making, impacting our operations, financial condition and reputation.

Legal challenges may arise, including cybersecurity incidents, non-compliance with data protection regulations, and lack of transparency.

The legal and regulatory landscape and industry standards surrounding artificial intelligence technologies is rapidly evolving and remains uncertain, and compliance may impose significant operational costs and may limit our ability to develop, deploy or use artificial intelligence technologies.

Furthermore, the deployment of artificial intelligence systems could expose us to increased cybersecurity threats, such as data breaches and unauthorized access leading to financial losses, legal liabilities, and reputational damage.

We also face competitive risks if we fail to adopt artificial intelligence or other machine-learning technologies in a timely manner.

Data privacy laws and the regulatory activity associated therewith, continue to evolve across most jurisdictions in which we operate.

increased contribution obligations in the form of surcharges and supplemental contribution obligations.

We experienced an elevated inflation rate of approximately 6.1% in our total company operations during fiscal 2023, primarily in the dairy, frozen and canned and dry categories.

In addition, periods of rapidly increasing

In fact, some commentators have suggested that the U.S. is already in a recession.

and long term, or the ways in which the conflict may impact our business.

produce and transport products, which impairs our ability to deliver products and services to our customers.

Additionally, as a result of our greater dependence on these customers,

In addition, in response to the COVID-19 pandemic and the related economic downturn, many consumers preferred to eat at home rather than consume food away from home.

If these preferences return and consumers choose to avoid gathering in public places in large groups, the demand for our products and services could be adversely affected.

Moreover, if governmental restrictions were to resume, it is unclear how quickly customers will return to their prior eating habits, which may be a function of continued concerns over safety or depressed consumer sentiment due to adverse economic conditions, including job losses.

- On August 16, 2022, the U.S. Congress passed the Inflation Reduction Act of 2022 (Inflation Reduction Act), which, among other provisions, creates a new corporate alternative minimum tax (CAMT) of at least 15% for certain large corporations that have at least an average of $1 billion in adjusted financial statement income over a consecutive three-year period effective after December 31, 2022.

The Inflation Reduction Act also includes a 1% excise tax on certain stock repurchases beginning in 2023.

We do not expect to meet the CAMT threshold in the near term.

The OECD continues to release additional guidance on the two-pillar framework, with widespread implementation anticipated by 2024.

We are continuing to evaluate the potential impact on future periods of the Pillar Two Framework, pending legislative adoption by individual countries.

If we do not have

For example, we are experiencing ongoing operational challenges related to our efforts to integrate two businesses in France, adversely affecting our ability to drive growth in sales.

efficiencies.

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 we operate.

The following discussion and analysis of Sysco’s financial condition, results of operations and liquidity and capital resources for the fiscal years ended [added: June 29, 2024 and] July 1, 2023 [removed: and July 2, 2022] 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: 2022] [added: 2023] to fiscal [removed: 2021] [added: 2022] 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 July [removed: 2, 2022,] [added: 1, 2023,] filed with the Securities and Exchange Commission on August [removed: 26, 2022.][added: 25, 2023.]

distribution business, our Specialty Meats and Seafood Group specialty protein operations, our growing Italian Specialty platform anchored by Greco & Sons, [added: Inc., Edward Don, acquired in the second quarter of fiscal 2024, which distributes restaurant equipment and supplies,] our Asian specialty distribution company and a number of other small specialty businesses that are not material to the operations of Sysco;

We estimate that we serve about 17% of an approximately [removed: $350] [added: $360] billion annual foodservice market in the U.S. based on industry data obtained from Technomic, Inc. (Technomic) as of the end of calendar year [removed: 2022.][added: 2023.]

Technomic projects the market size to increase to approximately $370 billion by the end of calendar year [removed: 2023.][added: 2024.]

According to industry sources, the foodservice, or food-away-from-home, market represents approximately [removed: 53%] [added: 56%] 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: 2022.][added: 2023.]

See below for a comparison of our fiscal [removed: 2023] [added: 2024] results to our fiscal [removed: 2022] [added: 2023] results, both including and excluding Certain Items (as defined below).

Below is a comparison of results from fiscal [removed: 2023] [added: 2024] to fiscal [removed: 2022:][added: 2023:]

◦adjusted operating income increased [removed: 21.7%,] [added: 8.4%,] or [removed: $572.0] [added: $271] million, to [removed: $3.2] [added: $3.5] billion;

◦adjusted net earnings increased [removed: 22.2%,] [added: 6.0%,] or [removed: $371.2] [added: $123] million, to [removed: $2.0] [added: $2.2] billion;

◦increased [removed: 31.2%,] [added: 11.7%,] or [removed: $0.83,] [added: $0.41,] to [removed: $3.49] [added: $3.90] from the comparable prior year amount of [removed: $2.66] [added: $3.49] per share;

◦increased [removed: 31.4%,] [added: 12.1%,] or [removed: $0.83,] [added: $0.42,] to [removed: $3.47] [added: $3.89] from the comparable prior year amount of [removed: $2.64] [added: $3.47] per share;

◦adjusted diluted earnings per share were [removed: $4.01] [added: $4.31] in fiscal [removed: 2023,] [added: 2024,] a [removed: $0.76] [added: $0.30] increase from the comparable prior year amount of [removed: $3.25] [added: $4.01] per [removed: share.][added: share;]

◦increased [removed: 14.1%,] [added: 12.7%,] or [removed: $444.4] [added: $457] million, to [removed: $3.6] [added: $4.0] billion; and

◦adjusted EBITDA increased [removed: 15.6%,] [added: 9.0%,] or [removed: $519.2] [added: $346] million, to [removed: $3.8] [added: $4.2] billion.

Other than [added: EBITDA and] free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove [removed: the impact of restructuring and transformational project costs consisting of:] (1) restructuring [removed: charges,] [added: charges;] (2) expenses associated with our various transformation [removed: initiatives and] [added: initiatives;] (3) severance charges; [added: and (4)] acquisition-related costs consisting of: (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our [removed: acquisitions; and the reduction of bad debt expense previously][added: acquisitions.]

[removed: Our results for fiscal 2023 were also impacted by adjustments to a product return allowance pertaining to COVID-related personal protection equipment inventory, a pension settlement charge that resulted from the purchase of a] nonparticipating single premium group annuity contract that transferred defined benefit plan obligations to an insurer, [added: adjustments to our bad debt reserve specific to aged receivables existing prior to the COVID-19 pandemic, adjustments to a product return allowance related to COVID-related personal protection equipment inventory] and a [added: gain on a] litigation financing agreement.

The fiscal [removed: 2023] [added: 2024] and fiscal [removed: 2022] [added: 2023] items discussed above are collectively referred to as “Certain Items.” The results of our operations can be impacted by changes in exchange rates applicable to converting from local currencies to U.S. dollars.

Management believes that adjusting its operating expenses, operating income, [removed: interest expense,] other (income) expense, net earnings and diluted earnings per share to remove these Certain Items, provides an important perspective with respect to our underlying business trends and results.

- Case volume growth [removed: by customer type] for U.S. Foodservice [added: and International Foodservice] operations;

- Sysco brand penetration for U.S. Broadline operations; [added: and]

- Free cash flow [removed: (non-GAAP); and][added: (non-GAAP).]

- Sales – Sales [removed: is] [added: are] equal to gross sales subtracted by, (1) sales returns and (2) sales incentives that we offer to certain customers, such as upfront monies and discounts.

Our sales are driven by changes in case [removed: volumes,] [added: volumes and] product inflation that is reflected in the pricing of our products and mix of products sold.

Case Volume Growth [removed: by Customer Type] for U.S. Foodservice [added: and International Foodservice] Operations

Case volume represents the volume of [removed: product] [added: products] sold to customers during a period of time and improvements in this metric are a primary driver of Sysco’s top line performance.

We define a [removed: case, specifically for our U.S. Foodservice operations,] [added: case] as the lowest level of packaged products that are sold from our warehouses, with one case potentially containing several pieces of a product packaged in bulk.

Case size does not generally vary by location or from period to period due to the design of our [removed: warehouses.][added: warehouses but can vary within our international operations.]

Sysco management considers case volume growth within its U.S. Foodservice [added: and International Foodservice] operations to be a measure that provides useful information to management and investors in evaluating sales performance and as an indicator of gross margin performance.

Local customers are primarily street customers, such as independent restaurants that do not have long-term contracts, or locally managed customers, such as local chain restaurants, while national customers are the multi-unit customers requiring national coverage from a customer-centric view and are managed centrally from our Global [removed: Shared Center.][added: Support Center, specific to U.S. Foodservice.]

Sysco management seeks to drive higher case volume growth to local customers, which allows more favorable pricing terms for [removed: our U.S. Foodservice] [added: these] operations and generates higher gross margins as a result.

[added: Sysco management considers free cash flow to be a non-GAAP liquidity] measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases and sales of buildings, fleet, equipment and technology, which may potentially be used to pay for, among other things, strategic uses of cash, including dividend payments, share repurchases and acquisitions.

[removed: The] [added: We believe the] food-away-from-home sector is a healthy long-term [removed: market.][added: market, and Sysco is diversified and well positioned as a market leader in food service.]

The most significant factor affecting performance in fiscal [removed: 2023] [added: 2024] was volume growth, as we experienced a [removed: 5.2%] [added: 3.1%] improvement in U.S. Foodservice case volume and a [removed: 3.3%] [added: 1.1%] improvement in local case volume within our U.S. segment in each instance as compared to fiscal [removed: 2022.][added: 2023.]

We experienced inflation at a rate of [removed: 2.1%] [added: 1.6%] and [removed: 6.1%] [added: 1.5%] in the fourth quarter and [added: for] fiscal [removed: 2023,] [added: 2024,] respectively, at the total enterprise level, primarily driven by inflation in the [removed: dairy, frozen, and canned] [added: poultry] and [removed: dry] [added: meat] categories.

Gross margin [removed: increased 51] [added: decreased one] basis [removed: points] [added: point] in the fourth quarter and increased [removed: 33] [added: 25] basis points for fiscal [removed: 2023,] [added: 2024,] as compared to the corresponding prior year periods, primarily driven by higher volumes, the effective management of inflation and progress [removed: with] [added: from] our [removed: partnership growth management initiatives.][added: strategic sourcing efforts in our U.S. and International segments.]

[removed: Non-Routine Gains] [added: | Impact of other non-routine gains] and [removed: Losses][added: losses (6) | | | — | | | | | | (194) | | | | | | 194 | | | | | | NM | | |]

Our effective tax rate for fiscal [removed: 2023] [added: 2024] was [removed: 22.55%] [added: 23.8%] and is expected to increase to approximately [removed: 24.50%] [added: 25%] in fiscal [removed: 2024] [added: 2025] due to [added: an increase in the global minimum tax rate,] geographic mix, [removed: strong international growth] and increases in state tax rates.

We plan to [removed: reinforce] [added: grow] our existing businesses, while cultivating new channels, new [removed: segments] [added: business lines] and new capabilities.

In [removed: August 2023,] [added: the first quarter of fiscal 2024,] we acquired BIX [removed: Produce,] [added: Produce Company,] a leading produce specialty distributor based in Minnesota.

Our fiscal 2024 results were driven by sales growth that surpassed fiscal 2023 levels by 3.3%.

Sales growth was driven by both volume growth, partially from acquisitions, and inflation.

We also made continued gains in overall market share in fiscal 2024.

We demonstrated continued positive operating leverage, with gross profit growing faster than operating expenses, and operating income growing faster than sales.

◦increased 3.3%, or $2.5 billion, to $78.8 billion;

◦increased 5.4%, or $163 million, to $3.2 billion;

◦increased 10.5%, or $185 million, to $2.0 billion;

Our results for fiscal 2023 were also impacted by a pension settlement charge that resulted from the purchase of a

During fiscal 2024, Sysco continued to outperform the foodservice market and successfully grew its market share, despite the foodservice market experiencing negative year-over-year foot traffic to restaurants.

We expect negative foot traffic trends to continue into the first quarter of fiscal 2025, with modest industry traffic improvements in the second half of fiscal 2025.

U.S. Foodservice case volume increased 3.5% and local case volume within our U.S. segment increased 0.7% in the fourth quarter of fiscal 2024, as compared to the fourth quarter of fiscal 2023.

Edward Don positively impacted our U.S. Foodservice volumes by 2.7% and local case volumes within our U.S. segment by 1.6% in the fourth quarter of fiscal 2024.

Within our International Foodservice segment, we experienced a 5.3% improvement in local case volume compared to fiscal 2023.

This growth enabled us to gain market share during fiscal 2024, as we grew more than 1.75 times the market, which exceeded our target of 1.5 times.

We expect to grow our revenue and earnings in fiscal 2025.

We expect the rate of inflation for fiscal 2025 to be approximately 2%, which is consistent with recent trends experienced in fiscal 2024.

Volume growth is expected to be in the low single-digits for fiscal 2025.

In total, we expect these factors to result in net sales growth across the enterprise of 4% to 5%.

Total operating expenses increased 4.5% during fiscal 2024, as compared to fiscal 2023, driven by increased volumes and cost inflation.

We continued to experience supply chain productivity improvements and successfully managed operating expenses at our Global Support Center, which experienced an expense decrease of 7% in the fourth quarter of fiscal 2024, as compared to the fourth quarter of fiscal 2023.

We expect to have continued improvement in our operating leverage in fiscal 2025, based on a continuation of the productivity improvements from fiscal 2024 across our supply chain, including sustained retention improvements, and lower Global Support Center expenses.

We believe the advancements we are making in our physical capabilities, and the investments we are making in improved training, will result in continued supply chain productivity improvements and in lowered costs to serve our customers.

This company’s results are included within the U.S. Foodservice Operations segment.

In the second quarter of fiscal 2024, we acquired Edward Don, one of the largest kitchen equipment and supplies distributors, based in Chicago, Illinois.

Edward Don has a robust supply chain that is expected to enable cost effective distribution of restaurant equipment and supplies.

This acquisition further demonstrates our Recipe for Growth strategy of focusing on building strategic specialty platforms that help us better support restaurant and hospitality customers.

This company’s results are included within the U.S. Foodservice Operations segment.

In the third quarter of fiscal 2024, we acquired Ready Chef, a fresh produce distributor in Ireland.

This company’s results are included within the International Foodservice Operations segment.

In the fourth quarter of fiscal 2024, we acquired Jacmar Foodservice Distribution, a premier foodservice distribution provider based in California.

This company’s results are included within the U.S. Foodservice Operations segment.

The results of our acquired companies in fiscal 2024 were not material to our results.

| | | | 2024 | | | | | | | | |

| Sales | | | 3.3 | | % | | | | | | |

| | | | Year Ended Jun. 29, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | (In millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Sales | | | $ | 55,339 | | | | | $ | 14,561 | | | | | $ | 7,768 | | | | | $ | 1,176 | | | | | $ | — | | | | | $ | 78,844 | |

| Sales increase (decrease) | | | 3.1 | | % | | | | 7.4 | | % | | | | (1.0) | | % | | | | (5.1) | | % | | | | | | | | | | 3.3 | | % |

| Percentage of total | | | 70.2 | | % | | | | 18.5 | | % | | | | 9.9 | | % | | | | 1.4 | | % | | | | | | | | | | 100.0 | | % |

| Operating income (loss) | | | $ | 3,673 | | | | | $ | 375 | | | | | $ | 72 | | | | | $ | 40 | | | | | $ | (958) | | | | | $ | 3,202 | |

Our fiscal 2023 results were strong, reflecting growth in volumes and market share.

Our market share gains in the U.S. segments continued to accelerate through the fiscal year.

This demonstrates the favorable impact of our Recipe for Growth strategy on our business, now in its third year.

This strategy is helping us advance our capabilities in supply chain and sales.

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

We made significant improvements in operating expense leverage, resulting in improved productivity that drove profitable growth.

◦increased 11.2%, or $7.7 billion, to $76.3 billion;

◦increased 29.5%, or $692.0 million, to $3.0 billion;

◦increased 30.3%, or $411.4 million, to $1.8 billion;

recognized in fiscal 2020 due to the impact of the COVID-19 pandemic on the collectability of our pre-pandemic trade receivable balances.

Our results for fiscal 2022 were also impacted by a write-down of COVID-related personal protection equipment inventory due to the reduction in the net realizable value of inventory, losses on the extinguishment of long-term debt and an increase in reserves for uncertain tax positions.

- Adjusted return on invested capital (non-GAAP).

Sysco management considers free cash flow to be a non-GAAP liquidity

Adjusted Return on Invested Capital

Although adjusted return on invested capital (ROIC) is considered a non-GAAP financial measure, Sysco management considers adjusted ROIC to be a measure that provides useful information to management and investors in evaluating the efficiency and effectiveness of the company’s long-term capital investments and it has been reintroduced as a component of long-term incentive compensation for fiscal 2024.

We calculate adjusted ROIC as adjusted net earnings divided by the sum of: (1) stockholders’ equity, computed as the average of adjusted stockholders’ equity at the beginning of the year and at the end of each fiscal quarter during the year; and (2) long-term debt, computed as the average of the long-term debt at the beginning of the year and at the end of each fiscal quarter during the year.

Trends in ROIC can fluctuate over time as management balances long-term strategic initiatives with possible short-term impacts.

Sysco continues to outperform the foodservice market due to the success of the Recipe for Growth strategy.

Sysco is diversified and well positioned as a market leader in food service.

We expect the foodservice market to grow at a lower rate in fiscal 2024 as compared to fiscal 2023.

This growth enabled us to gain market share during fiscal 2023 and contributed to Sysco achieving an all-time record for annual sales.

The rate of inflation, as compared to the prior year, declined at an accelerated rate during the fourth quarter.

We expect the rate of inflation for fiscal 2024 to be below historical trends.

We expect deflation within our U.S. Broadline operations for the first half of fiscal 2024, followed by minimal inflation in the second half of fiscal 2024.

Our International Foodservice operations are expected to remain inflationary during fiscal 2024 given the unique marketplace conditions present in those operations.

At the total enterprise level, inflation is expected to be slightly positive for fiscal 2024.

Given our expectation for slower market growth and inflation as noted previously, we expect sales growth to increase in the mid-single digits in fiscal 2024 as compared to fiscal 2023, as we reach approximately $80 billion in annual sales.

Total operating expenses increased 9.4% during fiscal 2023, as compared to fiscal 2022, driven by increased volumes, cost inflation, continued operational cost pressures from the operating environment and our planned investments to drive our transformation initiatives under our Recipe for Growth strategy.

We continued to improve our supply chain efficiency, while investing in associate retention and best-in-class training, primarily for transportation and warehouse colleagues.

These efficiency efforts are expected to continue to improve in fiscal 2024.

Our Sysco Driver Academy and industry leading training programs are contributing to improved retention and productivity, and we expect to see this trend improve as the percentage of drivers and warehouse colleagues trained from within Sysco continues to grow.

We believe the advancements we are making in our physical capabilities, and the investments we are making in improved training, will provide higher service levels to our customers and strengthen Sysco’s ability to profitably win market share.

In fiscal 2023, we completed two transactions that created non-routine gains and losses, both of which were treated as Certain Items.

First, the Sysco Corporation Retirement Plan (the Plan) executed a commitment agreement to purchase a nonparticipating single premium group annuity contract that transferred $695.0 million of the Plan’s defined benefit pension obligations related to certain pension benefits.

As a result of this transaction, we recognized a one-time, non-cash pre-tax pension settlement charge of $315.4 million in the second quarter of fiscal 2023.

Second, Sysco had been pursuing claims against a variety of vendors from which the company purchased products.

To mitigate the risk of incurring significant legal fees on these claims without any ultimate gain, in calendar 2019 and 2020, we entered into agreements with a third party whereby the company secured a minimum amount of cash proceeds from the third party in exchange for assigning to the third party the rights to a portion of the future litigation proceeds.

At the time of receipt of these cash proceeds, the amounts were deferred in “Other long-term liabilities.” In June 2023, an agreement was reached in which the company assigned all its remaining claims against these vendors to the third party.

As a result, Sysco is no longer obligated to pursue litigation against these vendors; therefore, previous deferred proceeds were recognized within “Other expense (income), net.” In total, this agreement resulted in $122.0 million being recognized in “Other expense (income), net” in June 2023.

We do not expect similar transactions to these in fiscal 2024.

At [removed: July 2, 2022,] [added: June 29, 2024,] there were [removed: no] [added: $200 million in] commercial paper issuances outstanding under our U.S. commercial paper program.

The following tables present our interest rate position as of [removed: July 1, 2023.][added: June 29, 2024.]

| | | | Interest Rate Position as of [removed: July 1, 2023] [added: June 29, 2024] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| Average Interest Rate | | | — | | % | | | | [removed: —] [added: 3.75] | | % | | | | [removed: 3.75] [added: 3.46] | | % | | | | [removed: 3.46] [added: 3.25] | | % | | | | [removed: 3.25] [added: 5.93] | | % | | | | [removed: 4.82] [added: 4.87] | | % | | | | [removed: 4.47] [added: 4.60] | | % | | | | | | |

| Fixed Rate Debt | | | $ | [removed: —] [added: 365] | | | | | $ | [removed: 377,815] [added: —] | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | [removed: 377,815] [added: 365] | | | | | $ | [removed: 365,385] [added: 362] | |

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

Our income statement trends may be impacted by the translation of the income statements of our [added: foreign subsidiaries into U.S. dollars.]

The exchange [removed: rates] [added: rate] used to translate our foreign sales into U.S. dollars negatively affected sales by 1.3% in fiscal 2023 when compared to fiscal 2022.

The exchange [removed: rate] [added: rates] used to translate our foreign sales into U.S. dollars [removed: negatively] [added: positively] affected sales by 0.3% in fiscal [removed: 2022] [added: 2024] when compared to fiscal [removed: 2021.][added: 2023.]

The impact [removed: to] [added: on] our operating income, net earnings and earnings per share was not material in fiscal [removed: 2023] [added: 2024] or fiscal [removed: 2022.][added: 2023.]

A 10% unfavorable change in the fiscal [removed: 2023] [added: 2024] weighted year-to-date exchange rate and the resulting impact on our financial statements would have negatively affected fiscal [removed: 2023] [added: 2024] sales by [removed: 1.7%] [added: 1.6%] and would not have materially affected our operating income, net earnings and earnings per share.

In [removed: the fourth quarter of] fiscal [removed: 2023,] [added: 2024,] we [removed: extinguished €500 million of Euro notes issued in June 2016 as] [added: entered into] a [added: cross-currency swap to] hedge [removed: of] a portion of our net investment in Euro-denominated foreign operations to reduce foreign currency risk associated with the investment in these operations.

Second, the high cost of fuel can increase the price we pay for product [removed: purchases] [added: purchases,] and we may not be able to pass these costs fully to our customers.

Third, increased fuel costs impact the costs we incur to deliver [removed: product] [added: products] to our customers.

Fuel costs related to outbound deliveries represented approximately [removed: 0.6%] [added: 0.5%] of sales during fiscal [removed: 2023 and 0.5%] [added: 2024, 0.6%] of sales in fiscal [removed: 2022] [added: 2023,] and [added: 0.5% of sales in] fiscal [removed: 2021.][added: 2022.]

As of [removed: July 1, 2023,] [added: June 29, 2024,] we had diesel fuel swaps with a total notional amount of approximately [removed: 71] [added: 61] million gallons through [removed: September 2025.][added: March 2026.]

These swaps are expected to lock in the price of approximately 80% of our bulk fuel purchases for fiscal [removed: 2024,] [added: 2025,] or 70% of our total projected fuel purchase needs for fiscal [removed: 2024.][added: 2025.]

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: $6.1] [added: $6] 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: 2022)] [added: 2023)] would not have a material impact on our anticipated future contributions for fiscal [removed: 2024;] [added: 2025;] however, such an unfavorable change would increase our pension expense for fiscal [removed: 2024] [added: 2025] by [removed: $23.4] [added: $23] million and would reduce our shareholders’ equity on our balance sheet as of [removed: July 1, 2023] [added: June 29, 2024] by [removed: $264.1] [added: $250] million.

Total debt as of June 29, 2024 was $12.0 billion, of which approximately 98% was at fixed rates of interest.

Details of our outstanding swap agreements as of June 29, 2024 are below:

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

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

| Maturity Date of Swap | | | | | | Notional Value (in millions) | | | | | | Fixed Coupon Rate on Hedged Debt | | | | | | Floating Interest Rate on Swap | | | | | | Floating Rate Reset Terms | | | | | | Location of Fair Value on Balance Sheet | | | | | | Fair Value of Asset (Liability) (in millions) | | |

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

| January 17, 2034 | | | | | | $ | 500 | | | | | 6.00 | | % | | | | USD-SOFR Compound USD-SOFR-OIS Compound | | | | | | Every six months on the last day of each calculation period | | | | | | Other assets | | | | | | $ | 6 | |

| Other current liabilities | | | | | | (1) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

Effective November 2024, we will receive or pay amounts on these interest rate swap agreements on a semi-annual basis.

| | | | (Dollars in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed Rate Debt (1) | | | $ | — | | | | | $ | 750 | | | | | $ | 1,043 | | | | | $ | 750 | | | | | $ | 655 | | | | | $ | 7,384 | | | | | $ | 10,582 | | | | | $ | 9,950 | |

| | | | | | |

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

| (1) | | | Includes fixed rate debt that will convert to floating rate debt in fiscal year 2025. | | |

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

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

| | | | Interest Rate Position as of June 29, 2024 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | Notional Amount by Expected Maturity | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | Average Interest Swap Rate | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2025 | | | | | | 2026 | | | | | | 2027 | | | | | | 2028 | | | | | | 2029 | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| | | | (Dollars in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Interest Rate Swaps | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Related To Debt: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Pay Variable/Receive Fixed | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 500 | | | | | $ | 500 | | | | | $ | 6 | |

| Average Variable Rate Paid: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

| Rate A Plus | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | 1.88 | | % | | | | 1.88 | | % | | | | | | |

| Fixed Rate Received | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | 6.00 | | % | | | | 6.00 | | % | | | | | | |

Rate A – six-month USD-SOFR Compound and USD-SOFR-OIS Compound

Total debt as of July 2, 2022 was $10.6 billion, of which approximately 95% was at fixed rates of interest, including the impact of our interest rate swap agreements.

| | | | (Dollars in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed Rate Debt | | | $ | — | | | | | $ | — | | | | | $ | 750,000 | | | | | $ | 1,043,176 | | | | | $ | 750,000 | | | | | $ | 7,038,879 | | | | | $ | 9,582,055 | | | | | $ | 8,942,071 | |

foreign subsidiaries into U.S. dollars.

Our purpose is “Connecting the World to Share Food and Care for One Another.” We provided products and related services to approximately [removed: 725,000] [added: 730,000] customer locations, including restaurants, healthcare and educational facilities, lodging establishments and other foodservice customers during fiscal [removed: 2023.][added: 2024.]

Since our formation, we have grown from $115 million to our all-time high of [removed: $76.3] [added: $78.8] billion in annual sales in fiscal [removed: 2023,] [added: 2024,] both through internal expansion of existing operations and acquisitions.

This resulted in a 52-week year ended [removed: July 1, 2023] [added: June 29, 2024] for fiscal [removed: 2023,] [added: 2024,] a 52-week year ended July [removed: 2, 2022] [added: 1, 2023] for fiscal [removed: 2022] [added: 2023] and a [removed: 53-week] [added: 52-week] year ended July [removed: 3, 2021] [added: 2, 2022] for fiscal [removed: 2021.][added: 2022.]

We will have a 52-week year ending June [removed: 29, 2024] [added: 28, 2025] for fiscal [removed: 2024.][added: 2025.]

- *U.S. Foodservice Operations* – primarily includes (a) our U.S. Broadline operations, which distribute a full line of food products, including custom-cut meat, seafood, produce, specialty Italian, specialty imports and a 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, [added: Inc., Edward Don & Company (Edward Don), acquired in the second quarter of fiscal 2024, which distributes restaurant equipment and supplies,] our Asian specialty distribution company and a number of other small specialty businesses that are not material to the operations of Sysco;

[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: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Canned and dry products | | | 19 | | % | | | | [removed: 17] [added: 19] | | % | | | | [removed: 16] [added: 17] | | % |

| Fresh and frozen meats | | | 18 | | | | | | [removed: 19] [added: 18] | | | | | | 19 | | |

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

| Dairy products | | | [removed: 11] [added: 10] | | | | | | [removed: 10] [added: 11] | | | | | | 10 | | |

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

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

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

| Seafood | | | 4 | | | | | | [removed: 5] [added: 4] | | | | | | 5 | | |

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

| Other [removed: (1)] [added: (2)] | | | [removed: 4] [added: 2] | | | | | | [removed: 6] [added: 3] | | | | | | 5 | | |

| [removed: (1)] [added: (2)] | | | Other sales relate to [added: certain] non-food products, including textiles and amenities for our hotel supply business, [removed: equipment,] other janitorial products, [removed: medical supplies] and [removed: smallwares.] [added: medical supplies.] | | |

[removed: Through the sales] and [removed: marketing representatives and] support staff, we stay informed of the needs of our customers and acquaint them with new products and services.

No single customer accounted for 10% or more of Sysco’s total sales for the fiscal year ended [removed: July 1, 2023.][added: June 29, 2024.]

| Type of Customer | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| Restaurants [removed: (1)] | | | 62 | | % | | | | [removed: 63] [added: 62] | | % | | | | [removed: 66] [added: 63] | | % |

| Education, government | | | [removed: 8] [added: 7] | | | | | | 8 | | | | | | [removed: 6] [added: 8] | | |

| Travel and leisure | | | [removed: 8] [added: 6] | | | | | | [removed: 7] [added: 8] | | | | | | [removed: 5] [added: 7] | | |

| Healthcare | | | 7 | | | | | | [removed: 8] [added: 7] | | | | | | [removed: 9] [added: 8] | | |

| Other [removed: (2)] [added: (1)] | | | [removed: 15] [added: 18] | | | | | | [removed: 14] [added: 15] | | | | | | 14 | | |

| [removed: (2)] [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. 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: 7%] [added: 8%] of sales in fiscal [removed: 2023,] [added: 2024,] as compared to [removed: 6%] [added: 7%] of sales in fiscal [removed: 2022.][added: 2023.]

We purchase from thousands of suppliers, both domestic and international, none of which individually accounted for more than 10% of our purchases for fiscal [removed: 2023.][added: 2024.]

Our locally sourced products, including produce, meats, cheese and other products, help differentiate our customers’ offerings, satisfy [removed: demands] [added: demand] for new products, and support local communities.

[added: GSC team members possess experience and expertise in, among other areas,] customer and vendor contract administration, accounting and finance, treasury, legal, information technology, payroll and employee benefits, risk management and insurance, sales and marketing, merchandising, inbound logistics, human resources, strategy and tax compliance services.

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

During fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021, $793.3] [added: 2022, $832] million, [removed: $632.8] [added: $793] million and [removed: $470.7] [added: $633] million, respectively, were invested in facilities, technology, equipment, delivery fleet and other capital asset enhancements.

From time to time, we dispose of assets in the normal course of [removed: business] [added: business,] and we consider proceeds from these asset sales to be an offset to capital expenditures.

During fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] capital expenditures, net of proceeds from sales of assets, were [removed: $751.2] [added: $753] million, [removed: $608.7] [added: $751] million and [removed: $411.5] [added: $609] million, respectively.

Capital expenditures, net of proceeds from sales of assets, as a percentage of sales during fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] were 1.0%, [removed: 0.9%] [added: 1.0%] and [removed: 0.8%,] [added: 0.9%,] respectively.

During the three years ended [removed: July 1, 2023,] [added: June 29, 2024,] capital expenditures were financed primarily by internally generated funds along with bank and other borrowings.

We expect our capital expenditures, net of proceeds from sales of assets, to continue to approximate 1% of sales in fiscal [removed: 2024,] [added: 2025,] and we expect to finance these capital expenditures from cash flows from operations and bank and other borrowings.

As of [removed: July 1, 2023,] [added: June 29, 2024,] we employed approximately [removed: 72,000] [added: 76,000] employees, including [removed: 50,000] [added: 51,000] U.S. employees and [removed: 22,000] [added: 25,000] employees outside the U.S., as compared to approximately [removed: 71,000] [added: 72,000] employees as of July [removed: 2, 2022.][added: 1, 2023.]

Approximately [removed: 8%] [added: 9%] of our union U.S. employees and [removed: 20%] [added: 21%] of our union international employees are covered by collective bargaining agreements that are subject to renegotiation in fiscal [removed: 2024.][added: 2025.]

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

| Equipment and smallwares (1) | | | 2 | | | | | | 1 | | | | | | 1 | | |

| (1) | | | Due to the acquisition of Edward Don, a distributor of foodservice equipment and supplies, “Equipment and smallwares” is now presented as a separate principal product category. See Note 4, “Acquisitions,” in the Notes to Consolidated Financial Statements in Item 8 for details on this acquisition. | | |

Through the sales and marketing representatives

Our Colleague Resource Groups (CRGs) are voluntary,

| | | | | | |

For certain product lines, we are also subject to the Federal Meat

Importers can import food into the U.S. as long as the facilities that produce, store, or otherwise handle the products are registered with the FDA, and prior notice of incoming shipments is provided to the FDA.

Imported food products are subject to FDA inspection at U.S. ports of entry and the FDA may detain shipments of products if the shipments are found to be non-compliant with U.S. requirements.

FSMA also provides the FDA with expanded enforcement authority, including mandatory recall authority over all articles of food (other than infant formula) that are manufactured, processed, packed, or held at a food facility that is required to register with the FDA.

As a marketer and distributor of various non-food products, such as food containers and utensils, kitchen equipment, and cleaning supplies, we are also subject to various laws and regulations relating to the safety, storage, transportation, sale, advertising and labeling of those non-food products, including requirements to provide information about the hazards of certain chemicals present in some of the products we distribute and regulations restricting the sale of products made with certain materials or chemicals.

The Fair Labor Standards Act, which establishes minimum wages and overtime standards, among other requirements, laws that prohibit discrimination in employment based on non-merit categories, including Title VII of the Civil Rights Act and the Americans with Disabilities Act, and other laws relating to accessibility.

Our workers’ compensation programs are subject to regulation by the jurisdictions in which we operate.

covering items transported by air.

| (1) | | | Restaurants returned to a pre-pandemic percentage of total sales in fiscal year 2023. For comparability purposes, in both fiscal years 2020 and 2019, restaurants constituted 62% of total sales. | | |

GSC team members possess experience and expertise in, among other areas,

inspection program.

Those requirements relate to, among other things,

[added: 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

For the fiscal year ended [removed: July 1, 2023][added: June 29, 2024]

[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: $38,720,179,124] [added: $36,774,674,879] as of January 1, [removed: 2023] [added: 2024] (based on the closing sales price on the New York Stock Exchange Composite Tape on December 30, [removed: 2022,] [added: 2023,] as reported by The Wall Street Journal (Southwest Edition)).

As of August [removed: 8, 2023,] [added: 16, 2024,] the registrant had issued and outstanding an aggregate of [removed: 504,925,847] [added: 491,520,584] shares of its common stock.

Portions of the company’s [removed: 2023] [added: 2024] 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](#i2d81064bd18948ba82e20a117875d25d_13)] [added: [Business](#ibaca98fafcc541bf8e54a141fda60e83_13)] | | | [removed: [1](#i2d81064bd18948ba82e20a117875d25d_13)] [added: [1](#ibaca98fafcc541bf8e54a141fda60e83_13)] | | |

| Item 1A. | | | [Risk [removed: Factors](#i2d81064bd18948ba82e20a117875d25d_16)] [added: Factors](#ibaca98fafcc541bf8e54a141fda60e83_16)] | | | [removed: [7](#i2d81064bd18948ba82e20a117875d25d_16)] [added: [8](#ibaca98fafcc541bf8e54a141fda60e83_16)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#i2d81064bd18948ba82e20a117875d25d_19)] [added: Comments](#ibaca98fafcc541bf8e54a141fda60e83_19)] | | | [removed: [19](#i2d81064bd18948ba82e20a117875d25d_19)] [added: [20](#ibaca98fafcc541bf8e54a141fda60e83_19)] | | |

| Item 2. | | | [removed: [Properties](#i2d81064bd18948ba82e20a117875d25d_22)] [added: [Properties](#ibaca98fafcc541bf8e54a141fda60e83_22)] | | | [removed: [19](#i2d81064bd18948ba82e20a117875d25d_22)] [added: [21](#ibaca98fafcc541bf8e54a141fda60e83_22)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#i2d81064bd18948ba82e20a117875d25d_25)] [added: Proceedings](#ibaca98fafcc541bf8e54a141fda60e83_25)] | | | [removed: [19](#i2d81064bd18948ba82e20a117875d25d_25)] [added: [22](#ibaca98fafcc541bf8e54a141fda60e83_25)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#i2d81064bd18948ba82e20a117875d25d_28)] [added: Disclosures](#ibaca98fafcc541bf8e54a141fda60e83_28)] | | | [removed: [20](#i2d81064bd18948ba82e20a117875d25d_28)] [added: [22](#ibaca98fafcc541bf8e54a141fda60e83_28)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i2d81064bd18948ba82e20a117875d25d_34)] [added: Securities](#ibaca98fafcc541bf8e54a141fda60e83_34)] | | | [removed: [21](#i2d81064bd18948ba82e20a117875d25d_34)] [added: [23](#ibaca98fafcc541bf8e54a141fda60e83_34)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#i2d81064bd18948ba82e20a117875d25d_37)] [added: [\[Reserved\]](#ibaca98fafcc541bf8e54a141fda60e83_37)] | | | [removed: [22](#i2d81064bd18948ba82e20a117875d25d_37)] [added: [24](#ibaca98fafcc541bf8e54a141fda60e83_37)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i2d81064bd18948ba82e20a117875d25d_40)] [added: Operations](#ibaca98fafcc541bf8e54a141fda60e83_40)] | | | [removed: [22](#i2d81064bd18948ba82e20a117875d25d_40)] [added: [24](#ibaca98fafcc541bf8e54a141fda60e83_40)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#i2d81064bd18948ba82e20a117875d25d_103)] [added: Risk](#ibaca98fafcc541bf8e54a141fda60e83_112)] | | | [removed: [52](#i2d81064bd18948ba82e20a117875d25d_103)] [added: [53](#ibaca98fafcc541bf8e54a141fda60e83_112)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#i2d81064bd18948ba82e20a117875d25d_106)] [added: Data](#ibaca98fafcc541bf8e54a141fda60e83_118)] | | | [removed: [54](#i2d81064bd18948ba82e20a117875d25d_106)] [added: [56](#ibaca98fafcc541bf8e54a141fda60e83_118)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i2d81064bd18948ba82e20a117875d25d_217)] [added: Disclosure](#ibaca98fafcc541bf8e54a141fda60e83_232)] | | | [removed: [111](#i2d81064bd18948ba82e20a117875d25d_217)] [added: [112](#ibaca98fafcc541bf8e54a141fda60e83_232)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#i2d81064bd18948ba82e20a117875d25d_220)] [added: Procedures](#ibaca98fafcc541bf8e54a141fda60e83_235)] | | | [removed: [111](#i2d81064bd18948ba82e20a117875d25d_220)] [added: [112](#ibaca98fafcc541bf8e54a141fda60e83_235)] | | |

| Item 9B. | | | [Other [removed: Information](#i2d81064bd18948ba82e20a117875d25d_223)] [added: Information](#ibaca98fafcc541bf8e54a141fda60e83_238)] | | | [removed: [112](#i2d81064bd18948ba82e20a117875d25d_223)] [added: [113](#ibaca98fafcc541bf8e54a141fda60e83_238)] | | |

| Item 9C. | | | [Disclosure Reporting Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#i2d81064bd18948ba82e20a117875d25d_226)] [added: Inspections](#ibaca98fafcc541bf8e54a141fda60e83_247)] | | | [removed: [112](#i2d81064bd18948ba82e20a117875d25d_226)] [added: [113](#ibaca98fafcc541bf8e54a141fda60e83_247)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i2d81064bd18948ba82e20a117875d25d_232)] [added: Governance](#ibaca98fafcc541bf8e54a141fda60e83_253)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_232)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_253)] | | |

| Item 11. | | | [Executive [removed: Compensation](#i2d81064bd18948ba82e20a117875d25d_235)] [added: Compensation](#ibaca98fafcc541bf8e54a141fda60e83_256)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_235)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_256)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i2d81064bd18948ba82e20a117875d25d_238)] [added: Matters](#ibaca98fafcc541bf8e54a141fda60e83_259)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_238)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_259)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i2d81064bd18948ba82e20a117875d25d_241)] [added: Independence](#ibaca98fafcc541bf8e54a141fda60e83_262)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_241)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_262)] | | |

| Item 14. | | | [Principal Accountant Fees and [removed: Services](#i2d81064bd18948ba82e20a117875d25d_244)] [added: Services](#ibaca98fafcc541bf8e54a141fda60e83_265)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_244)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_265)] | | |

| Item 15. | | | [Exhibit and Financial Statement [removed: Schedules](#i2d81064bd18948ba82e20a117875d25d_250)] [added: Schedules](#ibaca98fafcc541bf8e54a141fda60e83_271)] | | | [removed: [113](#i2d81064bd18948ba82e20a117875d25d_250)] [added: [114](#ibaca98fafcc541bf8e54a141fda60e83_271)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#i2d81064bd18948ba82e20a117875d25d_256)] [added: Summary](#ibaca98fafcc541bf8e54a141fda60e83_277)] | | | [removed: [119](#i2d81064bd18948ba82e20a117875d25d_256)] [added: [120](#ibaca98fafcc541bf8e54a141fda60e83_277)] | | |

| Item 1C. | | | [Cybersecurity](#ibaca98fafcc541bf8e54a141fda60e83_2413) | | | [20](#ibaca98fafcc541bf8e54a141fda60e83_19) | | |

| | | | [Signatures](#ibaca98fafcc541bf8e54a141fda60e83_280) | | | | | |

| | | | [Signatures](#i2d81064bd18948ba82e20a117875d25d_259) | | | | | |

Cybersecurity Risk Management and Strategy

We use technology in substantially all aspects of our business operations, and our ability to serve customers effectively depends on the reliability of our technology systems.

Greater use of technology and digitization in operations has delivered benefits to our business, while also exposing us and others in our industry to new vulnerabilities in corporate and operational systems.

Additionally, our business operations leverage third-party vendors and systems, which makes us susceptible to various cyber threats.

The scale, scope, and complexity of our business raises a multitude of interdependent risks, which can vary over time.

A primary responsibility of our leadership team, subject to oversight by our Board of Directors and specifically, our Board’s Technology Committee, is to design and implement processes to identify, prioritize, assess, monitor and manage enterprise-level risks associated with cybersecurity threats.

We have a dedicated cybersecurity team that collaborates with compliance, privacy, legal, and other teams across the global organization to assess the cybersecurity risk landscape.

Our cybersecurity oversight function, which is led by our Chief Information Security Officer (CISO) and also includes our Chief Information Officer (CIO), Chief Executive Officer, Chief Financial Officer and General Counsel, directly oversees the cybersecurity and risk management process, which incorporates input from personnel from different functions, levels, and operating regions to support a high level of visibility and accountability throughout the company and to incorporate multiple vantage points on risks and potential mitigations.

The cybersecurity oversight function meets at least quarterly to discuss key risks and to discuss mitigation strategies.

The results of our cybersecurity team process are communicated to the leadership team and its risk & reputation committee (the RRC) at least quarterly.

The Technology Committee of the Board of Directors oversees cybersecurity risks and receives cybersecurity reports from our CISO and regularly conducts in-depth cybersecurity discussions.

Our CIO and CISO have extensive experience in the areas of cybersecurity and risk management.

Our CISO has more than 20 years of experience in Information Technology, including cybersecurity leadership roles.

Our CIO, who oversees the cybersecurity team and reports directly to our Chief Executive Officer, has over 20 years of experience in information technology strategy, services, operations, risk and cybersecurity for large global enterprises.

Cybersecurity risks are included in the risk universe that the RRC evaluates, with input from information security subject matter experts at the company, to assess top risks to the enterprise.

The RRC process provides input into our strategic planning process, such as development of action plans to address and mitigate identified risks.

Integrating cybersecurity risk into the overall RRC process in this manner assists the company in identifying, assessing, and managing material cybersecurity risks.

Our cybersecurity program is designed to be aligned with applicable industry standards and is assessed regularly by internal and external cybersecurity experts.

The multifaceted nature of our cybersecurity measures includes aspects of prevention, detection, and response capabilities, employee training programs, threat intelligence monitoring, and the implementation of an array of technologies.

We have established processes to oversee and identify cybersecurity risks associated with the use of third-party service providers, which includes (i) the completion of due diligence before engaging with any third party, (ii) controls for response to mitigate any significant risks, and (iii) assessments and reviews during the course of the relationship.

Additionally, we have ongoing partnerships with government and commercial cybersecurity experts to understand emerging cybersecurity threats.

We seek to detect and investigate suspected attacks against our network, products, and services, and to prevent their occurrence and recurrence where practicable through changes or updates to our internal processes and tools; however, we still remain potentially vulnerable to known or unknown threats.

Our cyber incident response plan includes an escalation process if a cybersecurity incident meets specific rating criteria to trigger action designed to minimize potential disruptions and protect the integrity of our operations.

The cyber incident response plan has been reviewed by external experts and is reviewed internally annually.

We also conduct periodic cybersecurity tabletop exercises where we perform walkthroughs of cyber incident scenarios with senior management to test and enhance preparedness.

During the year ended June 29, 2024, the company has not identified risks from cybersecurity threats, including as a result of prior cybersecurity incidents, that have materially affected or are reasonably anticipated to materially affect the company, including its business strategy, results of operations, or financial condition.

Nevertheless, the company recognizes cybersecurity threats are ongoing and evolving and has seen an increase in cyberattack volume, frequency and sophistication.

We are committed to supporting the governance and oversight of cybersecurity risks and to implementing mechanisms, controls, technologies, and processes designed to help the company assess, identify, and manage these risks.

For more information on the company's cybersecurity risks, refer to Item 1A, “Risk Factors.”

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 [removed: July 1, 2023.][added: June 29, 2024.]

| Ireland and Northern Ireland | | | 8 | | | | | | [removed: 656] [added: 833] | | | | | | I | | |

| United Kingdom | | | [removed: 48] [added: 42] | | | | | | [removed: 2,644] [added: 2,435] | | | | | | I | | |

| United States and its territories (2) | | | [removed: 192] [added: 204] | | | | | | [removed: 41,583] [added: 44,226] | | | | | | U, I, S, O | | |

| (2) | | | California, Florida, Texas, and Illinois account for [removed: 24, 16, 14,] [added: 27, 18, 15,] and [removed: 11] [added: 12] respectively, of the facilities located in the U.S. | | |

We own approximately 40,100,000 square feet of our distribution facilities (or [removed: 74.4%] [added: 70.8%] of the total square feet), and the remainder is occupied under leases expiring at various dates from fiscal [removed: 2024] [added: 2025] to fiscal [removed: 2049,] [added: 2050,] exclusive of renewal options.

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

We are currently constructing expansions or build-outs for various distribution facilities in the United States and [removed: Northern Ireland.][added: Europe.]

The various operating sites undergoing significant construction, in the aggregate, contributed approximately 6% of fiscal [removed: 2023] [added: 2024] sales.

As of [removed: July 1, 2023,] [added: June 29, 2024,] our fleet of approximately [removed: 17,000] [added: 18,000] 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: 89%] [added: 90%] of these vehicles and lease the remainder.

| Canada | | | 28 | | | | | | 4,250 | | | | | | I, O | | |

| France | | | 42 | | | | | | 3,015 | | | | | | I | | |

| Sweden | | | 6 | | | | | | 934 | | | | | | I | | |

| Totals | | | 340 | | | | | | 56,605 | | | | | | | | |

| | | | | | |

| Canada | | | 28 | | | | | | 4,220 | | | | | | I, O | | |

| France | | | 41 | | | | | | 3,004 | | | | | | I | | |

| Sweden | | | 7 | | | | | | 948 | | | | | | I | | |

| Totals (3) | | | 334 | | | | | | 53,967 | | | | | | | | |

| (3) | | | Using a comparable definition based on facility size, fiscal 2022 included 333 facilities. | | |

The number of record owners of Sysco’s common stock as of August [removed: 8, 2023] [added: 16, 2024] was [removed: 7,365.][added: 6,992.]

We made the following share repurchases during the fourth quarter of fiscal [removed: 2023:][added: 2024:]

In May 2021, our Board of Directors approved a share repurchase program to authorize the repurchase of up to [removed: $5.0] [added: $5] billion of the company’s common stock, which will remain available until fully utilized.

As of [removed: July 1, 2023,] [added: June 29, 2024,] we had a remaining authorization of approximately [removed: $4.0] [added: $2.8] billion.

We purchased [removed: 552,463] [added: 862,718] additional shares under our authorization through August [removed: 8, 2023.][added: 16, 2024.]

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: 2018,] [added: 2019,] and that all dividends were reinvested.

[removed: ][added: ]

| | | | | | | [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] | | | | | | [removed: 7/2/2022] [added: 7/1/2023] | | | | | | [removed: 7/1/2023] [added: 6/29/2024] | | |

| March 31 - April 27 | | | 1,983,915 | | | | | | $ | 77.12 | | | | | 1,983,915 | | | | | | — | | |

| April 28 - May 25 | | | 2,251,129 | | | | | | 75.52 | | | | | | 2,251,129 | | | | | | — | | |

| May 26 - June 29 | | | 3,005,111 | | | | | | 72.50 | | | | | | 3,005,111 | | | | | | — | | |

| Totals | | | 7,240,155 | | | | | | $ | 74.70 | | | | | 7,240,155 | | | | | | — | | |

| | | | | | |

We repurchased 16,128,932 shares for $1.2 billion during fiscal 2024.

| Sysco Corporation | | | | | | $100 | | | | | | $76 | | | | | | $115 | | | | | | $133 | | | | | | $116 | | | | | | $115 | | |

| S&P 500 | | | | | | 100 | | | | | | 104 | | | | | | 153 | | | | | | 137 | | | | | | 162 | | | | | | 202 | | |

| S&P 500 Food/Staple Retail Index | | | | | | 100 | | | | | | 106 | | | | | | 137 | | | | | | 144 | | | | | | 156 | | | | | | 202 | | |

| April 2 - April 29 | | | 77,017 | | | | | | $ | 77.24 | | | | | 77,017 | | | | | | — | | |

| April 30 - May 27 | | | 566,283 | | | | | | 73.46 | | | | | | 566,283 | | | | | | — | | |

| May 28 - July 1 | | | 1,035,491 | | | | | | 72.16 | | | | | | 1,035,491 | | | | | | — | | |

| Totals | | | 1,678,791 | | | | | | $ | 72.83 | | | | | 1,678,791 | | | | | | — | | |

We repurchased 6,231,071 shares for $500.1 million during fiscal 2023.

| Sysco Corporation | | | | | | $100 | | | | | | $106 | | | | | | $80 | | | | | | $122 | | | | | | $140 | | | | | | $123 | | |

| S&P 500 | | | | | | 100 | | | | | | 110 | | | | | | 115 | | | | | | 169 | | | | | | 151 | | | | | | 179 | | |

| S&P 500 Food/Staple Retail Index | | | | | | 100 | | | | | | 118 | | | | | | 125 | | | | | | 162 | | | | | | 170 | | | | | | 184 | | |

| [Report of Management on Internal Control Over Financial [removed: Reporting](#i2d81064bd18948ba82e20a117875d25d_112)] [added: Reporting](#ibaca98fafcc541bf8e54a141fda60e83_124)] | | | [removed: [55](#i2d81064bd18948ba82e20a117875d25d_112)] [added: [57](#ibaca98fafcc541bf8e54a141fda60e83_124)] | | |

| [Report of Independent Registered Public Accounting Firm on Internal Control Over Financial Reporting (PCAOB [removed: ID:](#i2d81064bd18948ba82e20a117875d25d_115) 42[)](#i2d81064bd18948ba82e20a117875d25d_115)] [added: ID:](#ibaca98fafcc541bf8e54a141fda60e83_127) 42[)](#ibaca98fafcc541bf8e54a141fda60e83_127)] | | | [removed: [56](#i2d81064bd18948ba82e20a117875d25d_115)] [added: [58](#ibaca98fafcc541bf8e54a141fda60e83_127)] | | |

| [Report of Independent Registered Public Accounting Firm on Consolidated Financial Statements (PCAOB [removed: ID:](#i2d81064bd18948ba82e20a117875d25d_118) 42[)](#i2d81064bd18948ba82e20a117875d25d_118)] [added: ID:](#ibaca98fafcc541bf8e54a141fda60e83_130) 42[)](#ibaca98fafcc541bf8e54a141fda60e83_130)] | | | [removed: [57](#i2d81064bd18948ba82e20a117875d25d_118)] [added: [59](#ibaca98fafcc541bf8e54a141fda60e83_130)] | | |

| [Consolidated Balance [removed: Sheets](#i2d81064bd18948ba82e20a117875d25d_121)] [added: Sheets](#ibaca98fafcc541bf8e54a141fda60e83_133)] | | | [removed: [59](#i2d81064bd18948ba82e20a117875d25d_121)] [added: [61](#ibaca98fafcc541bf8e54a141fda60e83_133)] | | |

| [Consolidated Results of [removed: Operations](#i2d81064bd18948ba82e20a117875d25d_124)] [added: Operations](#ibaca98fafcc541bf8e54a141fda60e83_136)] | | | [removed: [60](#i2d81064bd18948ba82e20a117875d25d_124)] [added: [62](#ibaca98fafcc541bf8e54a141fda60e83_136)] | | |

| [Consolidated Statements of Comprehensive [removed: Income](#i2d81064bd18948ba82e20a117875d25d_127)] [added: Income](#ibaca98fafcc541bf8e54a141fda60e83_139)] | | | [removed: [61](#i2d81064bd18948ba82e20a117875d25d_127)] [added: [63](#ibaca98fafcc541bf8e54a141fda60e83_139)] | | |

| [Changes in Consolidated Shareholders’ [removed: Equity](#i2d81064bd18948ba82e20a117875d25d_130)] [added: Equity](#ibaca98fafcc541bf8e54a141fda60e83_142)] | | | [removed: [62](#i2d81064bd18948ba82e20a117875d25d_130)] [added: [64](#ibaca98fafcc541bf8e54a141fda60e83_142)] | | |

| [Consolidated Cash [removed: Flows](#i2d81064bd18948ba82e20a117875d25d_136)] [added: Flows](#ibaca98fafcc541bf8e54a141fda60e83_148)] | | | [removed: [63](#i2d81064bd18948ba82e20a117875d25d_136)] [added: [65](#ibaca98fafcc541bf8e54a141fda60e83_148)] | | |

| [Notes to Consolidated Financial [removed: Statements](#i2d81064bd18948ba82e20a117875d25d_139)] [added: Statements](#ibaca98fafcc541bf8e54a141fda60e83_151)] | | | [removed: [64](#i2d81064bd18948ba82e20a117875d25d_139)] [added: [66](#ibaca98fafcc541bf8e54a141fda60e83_151)] | | |

All schedules are omitted because they are not [removed: applicable] [added: applicable,] or the information is set forth in the consolidated financial statements or notes thereto.

Sysco’s management assessed the effectiveness of Sysco’s internal control over financial reporting as of [removed: July 1, 2023.][added: June 29, 2024.]

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 [removed: July 1, 2023,] [added: June 29, 2024,] 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 [removed: July 1, 2023.][added: June 29, 2024.]

We have audited Sysco Corporation and its Consolidated Subsidiaries’ internal control over financial reporting as of [removed: July 1, 2023,] [added: June 29, 2024,] 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 its Consolidated Subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of [removed: July 1, 2023,] [added: June 29, 2024,] 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: 2023] [added: 2024] consolidated financial statements of the Company and our report dated August [removed: 24, 2023,] [added: 27, 2024,] expressed an unqualified opinion thereon.

We have audited the accompanying consolidated balance sheets of Sysco Corporation and its Consolidated Subsidiaries (the Company) as of [removed: July 1, 2023] [added: June 29, 2024] and July [removed: 2, 2022,] [added: 1, 2023,] 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 [removed: July 1, 2023] [added: June 29, 2024] 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 [removed: July 1, 2023] [added: June 29, 2024] and July [removed: 2, 2022,] [added: 1, 2023,] and the results of its operations and its cash flows for each of the three years in the period ended [removed: July 1, 2023,] [added: June 29, 2024,] 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 [removed: July 1, 2023,] [added: June 29, 2024,] 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: 24, 2023] [added: 27, 2024] expressed an unqualified opinion thereon.

| *Description of the Matter* | | | | | | At [removed: July 1, 2023,] [added: June 29, 2024,] the Company’s goodwill was [removed: $4.6] [added: $5.2] billion. As discussed in Note 1 of the consolidated financial statements, goodwill is tested by the Company’s management for impairment at least 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 two reporting units were more sensitive to changes in significant assumptions including changes in projected cash flows [removed: and] [added: or] weighted average cost of capital. These assumptions are sensitive to and affected by expected future market or economic conditions and company-specific qualitative factors. | | |

(In [removed: thousands,] [added: millions,] except for share data)

| | | | [removed: Jul. 1, 2023] [added: Jun. 29, 2024] | | | | | | Jul. [removed: 2, 2022] [added: 1, 2023] | | | | | | [added: Jul. 2, 2022] | | |

| Cash and cash equivalents | | | $ | [removed: 745,201] [added: 696] | | | | | $ | [removed: 867,086] [added: 745] | | | | | [added: $] | [added: 867] | |

| Prepaid expenses and other current assets | | | [removed: 284,566] [added: 323] | | | | | | [removed: 303,789] [added: 284] | | | | | | | | |

| Income tax receivable | | | [removed: 5,815] [added: 22] | | | | | | [removed: 35,934] [added: 6] | | | | | | | | |

| Total current assets | | | [removed: 10,608,364] [added: 11,043] | | | | | | [removed: 10,483,219] [added: 10,608] | | | | | | | | |

| Plant and equipment at cost, less accumulated depreciation | | | [removed: 4,915,049] [added: 5,497] | | | | | | [removed: 4,456,420] [added: 4,915] | | | | | | | | |

| Deferred income taxes | | | [removed: 420,450] [added: 445] | | | | | | [removed: 377,604] [added: 420] | | | | | | | | |

| Operating lease right-of-use assets, net | | | [removed: 731,766] [added: 923] | | | | | | [removed: 723,297] [added: 732] | | | | | | | | |

| Other assets | | | [removed: 640,232] [added: 668] | | | | | | [removed: 550,150] [added: 640] | | | | | | | | |

| Total other long-term assets | | | [removed: 7,297,732] [added: 8,377] | | | | | | [removed: 7,146,049] [added: 7,298] | | | | | | | | |

| Total assets | | | $ | [removed: 22,821,145] [added: 24,917] | | | | | $ | [removed: 22,085,688] [added: 22,821] | | | | | | | |

| Accounts payable | | | $ | [removed: 6,025,757] [added: 6,290] | | | | | $ | [removed: 5,752,958] [added: 6,025] | | | | | | | |

| Accrued expenses | | | [removed: 2,251,181] [added: 2,226] | | | | | | [removed: 2,270,753] [added: 2,251] | | | | | | | | |

| Current operating lease liabilities | | | [removed: 99,051] [added: 125] | | | | | | [removed: 105,690] [added: 99] | | | | | | | | |

| Current maturities of long-term debt | | | [removed: 62,550] [added: 469] | | | | | | [removed: 580,611] [added: 63] | | | | | | | | |

| Total current liabilities | | | [removed: 8,540,433] [added: 9,241] | | | | | | [removed: 8,750,054] [added: 8,540] | | | | | | | | |

| Deferred income taxes | | | [removed: 302,904] [added: 27] | | | | | | [removed: 250,171] [added: (16)] | | | | | | [added: (64)] | | |

| Long-term operating lease liabilities | | | [removed: 656,269] [added: 838] | | | | | | [removed: 636,417] [added: 656] | | | | | | | | |

| Other long-term liabilities | | | [removed: 931,708] [added: 1,089] | | | | | | [removed: 967,907] [added: 932] | | | | | | | | |

August 27, 2024

August 27, 2024

| Accounts receivable, less allowances of $54 and $46 | | | 5,324 | | | | | | 5,092 | | | | | | | | |

| Inventories | | | 4,678 | | | | | | 4,481 | | | | | | | | |

| Goodwill | | | 5,153 | | | | | | 4,646 | | | | | | | | |

| Intangibles, less amortization | | | 1,188 | | | | | | 860 | | | | | | | | |

| Accrued income taxes | | | 131 | | | | | | 102 | | | | | | | | |

| Long-term debt | | | 11,513 | | | | | | 10,348 | | | | | | | | |

| Deferred income taxes | | | 345 | | | | | | 303 | | | | | | | | |

| Paid-in capital | | | 1,908 | | | | | | 1,815 | | | | | | | | |

| Retained earnings | | | 12,260 | | | | | | 11,311 | | | | | | | | |

| Total shareholders’ equity | | | 1,860 | | | | | | 2,009 | | | | | | | | |

| Sales | | | $ | 78,844 | | | | | $ | 76,325 | | | | | $ | 68,636 | |

| Cost of sales | | | 64,236 | | | | | | 62,370 | | | | | | 56,316 | | |

| Gross profit | | | 14,608 | | | | | | 13,955 | | | | | | 12,320 | | |

| Operating income | | | 3,202 | | | | | | 3,039 | | | | | | 2,346 | | |

| Interest expense | | | 607 | | | | | | 527 | | | | | | 624 | | |

(In millions)

| | | | (In millions) | | | | | | | | | | | | | | |

| Net earnings | | | $ | 1,955 | | | | | $ | 1,770 | | | | | $ | 1,359 | |

| Comprehensive income | | | $ | 1,869 | | | | | $ | 1,999 | | | | | $ | 1,026 | |

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

| Other comprehensive loss | | | | | | | | | | | | | | | | | | | | | | | | | | | (333) | | | | | | | | | | | | | | | | | | (333) | | |

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

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

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

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

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

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

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

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

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

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

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

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

| Other comprehensive income | | | | | | | | | | | | | | | | | | | | | | | | | | | 229 | | | | | | | | | | | | | | | | | | 229 | | |

| Net earnings | | | | | | | | | | | | | | | | | | | | | 1,955 | | | | | | | | | | | | | | | | | | | | | | | | 1,955 | | |

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

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

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

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

August 24, 2023

| Accounts receivable, less allowances of $45,599 and $70,790 | | | 5,091,970 | | | | | | 4,838,912 | | | | | | | | |

| Inventories | | | 4,480,812 | | | | | | 4,437,498 | | | | | | | | |

| Goodwill | | | 4,645,754 | | | | | | 4,542,315 | | | | | | | | |

| Intangibles, less amortization | | | 859,530 | | | | | | 952,683 | | | | | | | | |

| Accrued income taxes | | | 101,894 | | | | | | 40,042 | | | | | | | | |

| Long-term debt | | | 10,347,997 | | | | | | 10,066,931 | | | | | | | | |

| Paid-in capital | | | 1,814,681 | | | | | | 1,766,305 | | | | | | | | |

| Retained earnings | | | 11,310,664 | | | | | | 10,539,722 | | | | | | | | |

| Total shareholders’ equity | | | 2,008,622 | | | | | | 1,382,260 | | | | | | | | |

| Sales | | | $ | 76,324,675 | | | | | $ | 68,636,146 | | | | | $ | 51,297,843 | |

| Cost of sales | | | 62,369,678 | | | | | | 56,315,622 | | | | | | 41,941,094 | | |

| Gross profit | | | 13,954,997 | | | | | | 12,320,524 | | | | | | 9,356,749 | | |

| Operating income | | | 3,038,549 | | | | | | 2,346,500 | | | | | | 1,447,188 | | |

| Interest expense | | | 526,752 | | | | | | 623,643 | | | | | | 880,137 | | |

| Net earnings | | | $ | 1,770,124 | | | | | $ | 1,358,768 | | | | | $ | 524,209 | |

(In thousands)

| | | | (In thousands) | | | | | | | | | | | | | | |

| Comprehensive income | | | $ | 1,999,588 | | | | | $ | 1,025,478 | | | | | $ | 1,086,326 | |

| Balance as of June 27, 2020 | | | 765,174,900 | | | | | | $ | 765,175 | | | | | $ | 1,506,901 | | | | | $ | 10,563,008 | | | | | $ | (1,710,881) | | | | | 256,915,825 | | | | | | $ | (9,965,590) | | | | | $ | 1,158,613 | |

| Pension funded status adjustment, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | 156,480 | | | | | | | | | | | | | | | | | | 156,480 | | |

| Adoption of ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), net of tax | | | | | | | | | | | | | | | | | | | | | (2,068) | | | | | | | | | | | | | | | | | | | | | | | | (2,068) | | |

| Share-based compensation awards | | | | | | | | | | | | | | | 113,094 | | | | | | | | | | | | | | | | | | (3,573,230) | | | | | | 130,374 | | | | | | 243,468 | | |

| Pension funded status adjustment, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | (8,758) | | | | | | | | | | | | | | | | | | (8,758) | | |

| Changes in excluded components of fair value hedge, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | (149) | | | | | | | | | | | | | | | | | | (149) | | |

| Reclassification of pension and other postretirement benefit plans amounts to net earnings, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | 24,002 | | | | | | | | | | | | | | | | | | 24,002 | | |

| Pension settlement charge, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | 236,591 | | | | | | | | | | | | | | | | | | 236,591 | | |

| Increase in ownership interest in subsidiaries | | | | | | | | | | | | | | | (2,077) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (2,077) | | |

| Depreciation and amortization | | | 775,604 | | | | | | 772,881 | | | | | | 737,916 | | |

| Deferred income taxes | | | (16,434) | | | | | | (64,454) | | | | | | (157,864) | | |

| Loss on extinguishment of debt | | | — | | | | | | 115,603 | | | | | | 293,897 | | |

| Loss on sale of business | | | — | | | | | | — | | | | | | 22,737 | | |

| Increase in receivables | | | (270,639) | | | | | | (971,170) | | | | | | (662,345) | | |

| Increase in inventories | | | (22,219) | | | | | | (708,610) | | | | | | (551,405) | | |

| Increase in accounts payable | | | 195,607 | | | | | | 810,451 | | | | | | 1,459,222 | | |

| Decrease in operating lease liabilities | | | (133,754) | | | | | | (125,741) | | | | | | (142,351) | | |

| Dividends paid | | | (995,985) | | | | | | (958,937) | | | | | | (917,564) | | |

| Interest | | | $ | 510,730 | | | | | $ | 498,349 | | | | | $ | 877,512 | |

This reporting unit has goodwill of $119.0 million.

Sysco’s management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of [removed: July 1, 2023.][added: June 29, 2024.]

Based on the evaluation of our disclosure controls and procedures as of [removed: July 1, 2023,] [added: June 29, 2024,] our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, Sysco’s disclosure controls and procedures were effective at the reasonable assurance level.

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 [removed: July 1, 2023,] [added: June 29, 2024,] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

The table below shows the [removed: outstanding] plans or other arrangements [removed: (each, a (Plan))] [added: adopted or terminated during the quarter ended June 29, 2024] providing for the purchase and/or sale of Sysco securities by Sysco’s directors and Section 16 [removed: officers, including those Plans adopted or terminated during the quarter ended July 1, 2023:][added: officers:]

| Name | | | Title | | | Action | | | Date | | | Trading Arrangement | | | | | | Number of Securities Converted | | | Expiration Date [removed: (4)] [added: (3)] | | |

| [removed: (4)] [added: (3)] | | | Each Plan terminates on the earlier of: (i) the expiration date listed in the table above; (ii) the first date on which all trades set forth in the Plan have been executed; or (iii) such date the Plan is otherwise terminated according to its terms. | | |

| Eve McFadden | | | Senior Vice President, Legal, General Counsel and Corporate Secretary | | | Adopt | | | May 7, 2024 | | | x | | | | | | 10,535 shares to be sold | | | May 2, 2025 | | |

| | | | | | |

| Kevin Hourican | | | President and Chief Executive Officer | | | Adopt | | | May 4, 2023 | | | x | | | | | | 75,019 shares to be sold | | | Mar. 1, 2024 | | |

| Greg Bertrand | | | Executive Vice President, US Foodservice Operations | | | Adopt | | | Feb. 15, 2023 | | | x | | | | | | 92,145 shares to be sold (3) | | | Dec. 31, 2024 | | |

| Neil Russell | | | Senior Vice President, Corporate Affairs and Chief Administrative Officer | | | Adopt | | | Feb. 14, 2023 | | | x | | | | | | 1,056 shares to be sold 1,000 shares to be acquired and held upon the exercise of vested stock options | | | Dec. 29, 2023 | | |

| Scott Stone | | | Vice President, Financial Reporting and Interim Chief Accounting Officer | | | Adopt | | | Feb. 6, 2023 | | | x | | | | | | 21,884 shares to be sold | | | Mar. 7, 2024 | | |

| (3) | | | The shares reported for Mr. Bertrand include 3,444 shares directly held by Mr. Bertrand’s children and covered under three separate trading plans with identical adoption and expiration dates. | | |

The information required by this item will be included in our proxy statement for the [removed: 2023] [added: 2024] 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.”

Insider Trading Arrangements and Procedures

The company has adopted the Securities Trading Policy (the Trading Policy) to promote compliance with insider trading laws, rules and regulations, and any listing standards applicable to the company.

The Trading Policy prohibits trading in Company securities while in possession of material non‐public information (MNPI).

The Trading Policy applies to all directors, officers and employees of the company (including its subsidiaries), anyone who lives in their household and family members whose transactions in company securities are directed by (or subject to the influence or control of) any such director, officer or employee.

This Trading Policy also applies to any corporation, partnership, trust or other legal entity controlled by a director, officer or employee of the company and any contractors or consultants who may have access to MNPI concerning the company.

In addition, the Trading Policy prohibits our directors, executive officers, and certain other employees (collectively, Insiders) from buying or selling company securities during certain periods, referred to as “Blackout Periods,” and from entering into certain hedging transactions.

Our Trading Policy also imposes additional trading restrictions applicable to our Insiders.

The foregoing summary of the Trading Policy does not purport to be complete and is qualified in its entirety by reference to the full text of the Trading Policy attached hereto as Exhibit 19.1.

The information required by this item will be included in our proxy statement for the [removed: 2023] [added: 2024] Annual Meeting of Stockholders under the following [removed: captions,] [added: 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: 2023] [added: 2024] Annual Meeting of Stockholders under the following [removed: captions,] [added: 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: 2023] [added: 2024] Annual Meeting of Stockholders under the following [removed: caption,] [added: 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: 2023] [added: 2024] Annual Meeting of Stockholders under the following [removed: caption,] [added: caption] and is incorporated herein by reference thereto: “Fees Paid to Independent Registered Public Accounting Firm.”

2.All financial statement schedules are omitted because they are not [removed: applicable] [added: applicable,] or the information is set forth in the consolidated financial statements or notes thereto within Item 8.

| 3.1 | | | — | | | [Restated Certificate of Incorporation, incorporated by reference to Exhibit 3(a) to the Form 10-K for the year ended June 28, 1997 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/0000950129-97-003937.txt)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/0000950129-97-003937.txt)] | | |

| 3.2 | | | — | | | [Certificate of Amendment to Restated Certificate of Incorporation increasing authorized shares, incorporated by reference to Exhibit 3(e) to the Form 10-Q for the quarter ended December 27, 2003 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012904000533/h12482exv3we.txt)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000095012904000533/h12482exv3we.txt)] | | |

| 3.3 | | | — | | | [Form of Amended Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock, incorporated by reference to Exhibit 3(c) to the Form 10-K for the year ended June 29, 1996 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/0000950129-96-002272.txt)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/0000950129-96-002272.txt)] | | |

| 3.4 | | | — | | | [Amended and Restated Bylaws of Sysco Corporation dated June 21, 2023, incorporated by reference to Exhibit 3.1 to the Form 8-K filed on June 23, 2023 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602123000072/exhibit31final-amendedandr.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602123000072/exhibit31final-amendedandr.htm)] | | |

| 4.1 | | | — | | | [Senior Debt Indenture, dated as of June 15, 1995, between Sysco Corporation and First Union National Bank of North Carolina, Trustee, incorporated by reference to Exhibit 4(a) to Registration Statement on Form S-3 filed June 6, 1995 (File No. [removed: 33-60023).](http://www.sec.gov/Archives/edgar/data/96021/0000890566-95-000342.txt)] [added: 33-60023).](https://www.sec.gov/Archives/edgar/data/96021/0000890566-95-000342.txt)] | | |

| 4.2 | | | — | | | [Form of Guarantee of Indebtedness of Sysco Corporation under Exhibits 4.1 through 4.6 as executed by Sysco’s U.S. Broadline subsidiaries, incorporated by reference to Exhibit 4.1 to the Form 8-K filed on January 20, 2011 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000091406211000009/sysco8k11911ex41.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000091406211000009/sysco8k11911ex41.htm)] | | |

| 4.3 | | | — | | | [Thirteenth Supplemental Indenture, including form of Initial Guarantee, dated February 17, 2012 between Sysco Corporation, as Issuer, the Trustee and the Initial Guarantors, incorporated by reference to Exhibit 4(o) to Registration Statement on Form S-3 filed on February 17, 2012 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312512067703/d301068dex4o.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000119312512067703/d301068dex4o.htm)] | | |

| 4.4 | | | — | | | [Agreement of Resignation, Appointment and Acceptance, dated February 13, 2007, by and among Sysco Corporation and Sysco International Co., a wholly owned subsidiary of Sysco Corporation, U.S. Bank National Association and The Bank of New York Trust Company, N.A., incorporated by reference to Exhibit 4(h) to Registration Statement on Form S-3 filed on February 6, 2008 (File No. [removed: 333-149086).](http://www.sec.gov/Archives/edgar/data/96021/000095012908000534/h53625exv4wxhy.htm)] [added: 333-149086).](https://www.sec.gov/Archives/edgar/data/96021/000095012908000534/h53625exv4wxhy.htm)] | | |

| 4.5 | | | — | | | [Fortieth Supplemental Indenture dated as of December 13, 2021 among Sysco Corporation, the guarantors named therein and [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit4540thsupplementali.htm)] [added: 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 [removed: Trustee.](http://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit4641stsupplementali.htm)] [added: Trustee.](https://www.sec.gov/Archives/edgar/data/96021/000009602122000151/exhibit4641stsupplementali.htm)] | | |

| 4.7 | | | — | | | [removed: [Forty-Second] [added: [Forty-Fourth] Supplemental Indenture dated as of [removed: December 14, 2021] [added: November 17, 2023,] among Sysco Corporation, the guarantors named therein and U.S. Bank National Association, as Trustee, relating to the [removed: 2.450%] [added: 5.750%] Senior Notes due [removed: 2031,] [added: 2029,] incorporated by reference to Exhibit 4.1 to the Form 8-K filed on [removed: December 14, 2021] [added: November 17, 2023] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521356832/d273240dex41.htm)] [added: 1-06544)](https://www.sec.gov/Archives/edgar/data/0000096021/000119312523279789/d620250dex41.htm)] | | |

| 4.8 | | | — | | | [removed: [Forty-Third] [added: [Forty-Fifth] Supplemental Indenture dated as of [removed: December 14, 2021] [added: November 17, 2023,] among Sysco Corporation, the guarantors named therein and U.S. Bank National Association, as Trustee, relating to the [removed: 3.150%] [added: 6.000%] Senior Notes due [removed: 2051,] [added: 2034,] incorporated by reference to Exhibit [removed: 4.3] [added: 4.2] to the Form 8-K filed on [removed: December 14, 2021] [added: November 17, 2023] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/0000096021/000119312521356832/d273240dex43.htm)] [added: 1-06544).](https://www.sec.gov/Archives/edgar/data/0000096021/000119312523279789/d620250dex42.htm)] | | |

| 4.9# | | | — | | | [Description of Sysco Corporation [removed: Securities.](https://www.sec.gov/Archives/edgar/data/96021/000009602123000117/exhibit49descriptionofsysc.htm)] [added: Securities.](https://www.sec.gov/Archives/edgar/data/96021/000009602124000128/exhibit49descriptionofsysc.htm)] | | |

| 10.1 | | | — | | | [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, incorporated by reference to Exhibit 10.1 to the Form 8-K filed on May 2, 2022 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312522136846/d197073dex101.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000119312522136846/d197073dex101.htm)] | | |

| [removed: 10.2] [added: 10.3] | | | — | | | [removed: [Issuing] [added: [Amended] and [added: Restated Issuing and] Paying Agent Agreement, dated as of [removed: October 31, 2014, between Sysco Corporation] [added: September 2, 2022, by] and [added: between] U.S. Bank [added: Trust Company,] National Association, [added: as Issuing and Paying Agent, and Sysco Corporation, as Issuer,] incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to the Form 10-Q for the quarter ended [removed: December 27, 2014] [added: October 1, 2022] filed on [removed: February 3, 2015] [added: November 2, 2022] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex10126ceb2.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm)] | | |

| [removed: 10.3] [added: 10.2] | | | — | | | [removed: [Amended] [added: [Form of Amended] and Restated Commercial Paper Dealer Agreement, dated as of [removed: October 31, 2014,] [added: September 2, 2022, by and] between Sysco Corporation, as [removed: issuer,] [added: Issuer,] and [removed: JPMorgan Morgan Securities LLC, as Dealer,] [added: the applicable Dealer party thereto,] incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to the Form 10-Q for the quarter ended [removed: December 27, 2014] [added: October 1, 2022] filed on [removed: February 3, 2015(File] [added: November 2, 2022 (File] No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex10294972b.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm)] | | |

| [removed: 10.4] [added: 10.56†] | | | — | | | [removed: [Commercial Paper Dealer] [added: [Letter] Agreement, dated as of [removed: October 31, 2014,] [added: February 28, 2023, by and] between [added: Kenny Cheung and] Sysco Corporation, [removed: as issuer, and Goldman, Sachs & Co, as Dealer,] incorporated by reference to Exhibit [removed: 10.3] [added: 10.1] to the Form 10-Q for the quarter ended [removed: December 27, 2014] [added: April 1, 2023] filed on [removed: February 3, 2015(File] [added: May 2, 2023 (File] No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000004/c021-20141227ex1030800f8.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602123000065/a101kennycheungofferletter.htm)] | | |

| [removed: 10.5] [added: 10.7] | | | — | | | [removed: [Commercial Paper Dealer] [added: [Guaranty] Agreement, dated as of [removed: January 18, 2017,] [added: June 30, 2011,] between Sysco [removed: Corporation, as issuer,] [added: Corporation] and [removed: Wells Fargo Securities, LLC, as Dealer,] [added: The Toronto-Dominion Bank,] incorporated by reference to Exhibit [removed: 10.5] [added: 10.8] to the Form 10-K for the year ended July [removed: 1, 2017] [added: 2, 2011] filed on August 30, [removed: 2017] [added: 2011] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000120/exhibit1005-wellsfargodeal.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w8.htm)] | | |

| 10.6 | | | — | | | [removed: [Commercial Paper Dealer] [added: [Demand Facility] Agreement, dated as of [removed: February 3, 2017,] [added: June 30, 2011,] between [removed: Sysco Corporation, as issuer,] [added: SFS Canada I, LP] and [removed: Merrill Lynch, Pierce, Fenner & Smith Incorporated, as Dealer,] [added: The Toronto-Dominion Bank,] incorporated by reference to Exhibit [removed: 10.6] [added: 10.7] to the Form 10-K for the year ended July [removed: 1, 2017] [added: 2, 2011] filed on August 30, [removed: 2017] [added: 2011] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602117000120/exhibit1006-boadealeragree.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w7.htm)] | | |

| [removed: 10.7] [added: 10.58†] | | | — | | | [removed: [Form of Amended and Restated Commercial Paper Dealer] [added: [Letter] Agreement, dated as of September [removed: 2, 2022,] [added: 29, 2023,] by and between [added: Jennifer L. Johnson and] Sysco Corporation, [removed: as Issuer, and the applicable Dealer party thereto,] incorporated by reference to Exhibit [removed: 10.1] [added: 10.7] to the Form 10-Q for the quarter ended [removed: October 1, 2022] [added: September 30, 2023] filed on November [removed: 2, 2022] [added: 1, 2023] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602123000201/exhibit107-jennyjohnsonoff.htm)] | | |

| [removed: 10.8] [added: 10.59†] | | | — | | | [removed: [Amended and Restated Issuing and Paying Agent] [added: [Letter] Agreement, dated as of [removed: September] [added: October] 2, [removed: 2022,] [added: 2023,] by and between [removed: U.S. Bank Trust Company, National Association, as Issuing and Paying Agent,] [added: Judith S. Sansone] and Sysco Corporation, [removed: as Issuer,] incorporated by reference to Exhibit [removed: 10.](http://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm)[2](http://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm) [to] [added: 10.8 to] the Form 10-Q for the quarter ended [removed: October 1, 2022] [added: September 30, 2023] filed on November [removed: 2, 2022] [added: 1, 2023] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602122000211/exhibit102-syscoxcpp2022xi.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602123000201/exhibit108-sansonejudyxbus.htm)] | | |

| [removed: 10.9] [added: 10.4] | | | — | | | [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. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit101q320.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit101q320.htm)] | | |

| [removed: 10.10] [added: 10.5] | | | — | | | [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. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit102q320.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602120000044/exhibit102q320.htm)] | | |

| [removed: 10.11] [added: 10.8†] | | | — | | | [removed: [Demand Facility Agreement, dated as of June 30, 2011, between SFS Canada I, LP] [added: [Amended] and [removed: The Toronto-Dominion Bank,] [added: Restated Sysco Corporation Executive Deferred Compensation Plan, effective June 29, 2013,] incorporated by reference to Exhibit [removed: 10.7] [added: 10.11] to the Form 10-K for the year ended [removed: July 2, 2011] [added: June 29, 2013] filed on August [removed: 30, 2011] [added: 27, 2013] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w7.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex1011a3a50.htm)] | | |

| [removed: 10.12] [added: 10.12†] | | | — | | | [removed: [Guaranty Agreement, dated] [added: [Amended and Restated Sysco Corporation MIP Retirement Program, effective] as of June [removed: 30, 2011, between Sysco Corporation and The Toronto-Dominion Bank,] [added: 29, 2013,] incorporated by reference to Exhibit [removed: 10.8] [added: 10.17] to the Form 10-K for the year ended [removed: July 2, 2011] [added: June 29, 2013] filed on August [removed: 30, 2011] [added: 27, 2013] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w8.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex1017eb723.htm)] | | |

| [removed: 10.13†] [added: 10.9†] | | | — | | | [removed: [Sixth] [added: [2015-1 Amendment to the] Amended and Restated Sysco Corporation Executive Deferred Compensation Plan, incorporated by reference to Exhibit [removed: 10.3] [added: 10.16] to the Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: year] ended [removed: October 2, 2010] [added: June 27, 2015] filed on [removed: November 9, 2010] [added: August 25, 2015] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012310102902/h77397exv10w3.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602115000057/syy2015yeexhibit1016.htm)] | | |

| [removed: 10.14†] [added: 10.47†] | | | — | | | [First Amendment to the [removed: Sixth] [added: Second] Amended and Restated Sysco Corporation [removed: Executive] [added: 2005 Board of Directors] Deferred Compensation Plan, incorporated by reference to Exhibit [removed: 10.2] [added: 10.3] to the Form 10-Q for the quarter ended March 31, 2012 filed on May 8, 2012 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312512216752/d342468dex102.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000119312512216752/d342468dex103.htm)] | | |

| 10.15† | | | — | | | [removed: [Seventh] [added: [First Amendment to the] Amended and Restated Sysco Corporation [removed: Executive Deferred Compensation] [added: Management Savings] Plan, incorporated by reference to Exhibit [removed: 10.3] [added: 10.1] to the Form 10-Q for the quarter ended [removed: December] [added: March] 29, [removed: 2012] [added: 2014] filed on [removed: February 4, 2013] [added: May 6, 2014] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000004/syy-20121229ex1039aedb4.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex101a6a622.htm)] | | |

| [removed: 10.16†] [added: 10.14†] | | | — | | | [Amended and Restated Sysco Corporation [removed: Executive Deferred Compensation] [added: Management Savings] Plan, effective [added: as of] June 29, 2013, incorporated by reference to Exhibit [removed: 10.11] [added: 10.19] to the Form 10-K for the year ended June 29, 2013 filed on August 27, 2013 (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex1011a3a50.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex101971540.htm)] | | |

| [removed: 10.17†] [added: 10.46†] | | | — | | | [removed: [2015-1 Amendment to the] [added: [Second] Amended and Restated Sysco Corporation [removed: Executive] [added: 2005 Board of Directors] Deferred Compensation Plan, incorporated by reference to Exhibit [removed: 10.16] [added: 10.59] to the Form 10-K for the year ended June [removed: 27, 2015] [added: 28, 2008] filed on August [removed: 25, 2015] [added: 26, 2008] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602115000057/syy2015yeexhibit1016.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/0000096021/000095012908004642/h59840exv10w59.htm)] | | |

| [removed: 10.18†] [added: 10.11†] | | | — | | | [removed: [Tenth] [added: [First Amendment to the] Amended and Restated Sysco Corporation Supplemental Executive Retirement Plan, incorporated by reference to Exhibit [removed: 10.4] [added: 10.2] to the Form 10-Q for the quarter ended [removed: October 2, 2010] [added: March 29, 2014] filed on [removed: November 9, 2010] [added: May 6, 2014] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012310102902/h77397exv10w4.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex10200879c.htm)] | | |

| [removed: 10.19†] [added: 10.10†] | | | — | | | [removed: [First Amendment to Tenth Amended] [added: [Amended] and Restated Sysco Corporation Supplemental Executive Retirement Plan, [added: 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 [removed: 10.15] [added: 10.16] to the Form 10-K for the year ended [removed: July 2, 2011] [added: June 29, 2013] filed on August [removed: 30, 2011] [added: 27, 2013] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000095012311081150/h84293exv10w15.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602113000073/syy-20130629ex10169355f.htm)] | | |

| [removed: 10.20†] [added: 10.13†] | | | — | | | [removed: [Second] [added: [First] Amendment to [removed: Tenth] [added: the] Amended and Restated Sysco Corporation [removed: Supplemental Executive] [added: MIP] Retirement [removed: Plan,] [added: Program,] incorporated by reference to Exhibit [removed: 10.1] [added: 10.3] to the Form 10-Q for the quarter ended March [removed: 31, 2012] [added: 29, 2014] filed on May [removed: 8, 2012] [added: 6, 2014] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000119312512216752/d342468dex101.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602114000027/syy-20140329ex10369a617.htm)] | | |

| [removed: 10.21†] [added: 10.16†] | | | — | | | [removed: [Eleventh] [added: [2016-1 Amendment to the] Amended and Restated Sysco Corporation [removed: Supplemental Executive Retirement] [added: Management Savings] Plan, [added: adopted effective November 15, 2016,] incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] to the Form 10-Q for the quarter ended December [removed: 29, 2012] [added: 31, 2016] filed on February [removed: 4, 2013] [added: 7, 2017] (File No. [removed: 1-6544).](http://www.sec.gov/Archives/edgar/data/96021/000009602113000004/syy-20121229ex1026a386b.htm)] [added: 1-6544).](https://www.sec.gov/Archives/edgar/data/96021/000009602117000035/exhibit101-amendment2016x1.htm)] | | |