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SYSCO CORP

For the period ended Mar 28, 2026. Filed Apr 29, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 28, 2026 · Filed Apr 29, 2026

SYY$76.86+2.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-12-27; filed 2026-01-28.

0000096021-26-000009

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-28; filed 2026-04-29.

0000096021-26-000022

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 161 previous paragraphs and 458 current paragraphs.

62 unchanged; 74 reworded; 166 added; 24 removed; 1 previous and 156 current paragraphs rearranged.

Tables are not compared: 32 previous and 32 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (166)

Current report

Ourthird quarter of fiscal 2026 results included sales growth of 4.7% as compared to thethird quarter of fiscal 2025,

Current report

primarily driven by volume improvements across our business. Sales increased in our U.S. Foodservice Operations,

Current report

cost inflation. Operating income decreased 9.1% compared to thethird quarter of fiscal 2025, due to higher incentive

Current report

quarter of fiscal 2025, primarily due to higher incentive compensation. Our net earnings for thethird quarter of fiscal 2026

Current report

◦adjusted operating income decreased 0.6%, or$5 million, to$768 million;

Current report

◦adjusted net earnings decreased 3.6%, or$17 million, to$452 million;

Current report

◦adjusted diluted earnings per share decreased 2.1%, or$0.02, to$0.94 per share;

Current report

◦adjusted EBITDA increased 0.1%, or$1 million, to$970 million.

Current report

◦adjusted operating income increased 1.9%, or$46 million, to$2.5 billion;

Current report

◦adjusted net earnings increased 1.0%, or$14 million, to$1.5 billion;

Current report

◦adjusted diluted earnings per share increased 3.4%, or$0.10, to$3.08 per share;

Current report

◦adjusted EBITDA increased 1.2%, or$36 million, to$3.0 billion.

Current report

Adjustments provided herein for fiscal 2026 results of operations also remove the impact of a charge associated with a legal

Current report

Foot traffic to restaurants experienced a decrease of 1.9% in thethird quarter of fiscal 2026. Our U.S. Foodservice

Current report

Sales increased 4.7% and 3.6% in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to the

Current report

Foodservice Operations case volume in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to thethird

Current report

1.4% in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to thethird quarter and first 39 weeks of

Current report

productivity improvements. National case volume increased 1.4% and 0.9% in thethird quarter and first 39 weeks of fiscal

Current report

presented. We expect continued local volume growth in the fourth quarter of fiscal 2026 of at least 2.5% due to continued sales

Current report

consultant productivity improvements. In addition, we expect national case volume growth in the fourth quarter due to the

Current report

strength of our non-restaurant business and the onboarding of new national restaurant customers.

Current report

of fiscal 2026, respectively, as compared to thethird quarter and first 39 weeks of fiscal 2025, primarily due to benefits from

Current report

our strategic sourcing initiatives, stronger volume performance from local customers and improving mix from Sysco Brand

Current report

penetration rates, and the effective management of product cost inflation.

Current report

Total operating expenses were$3.2 billion and$9.4 billion in thethird quarter and first 39 weeks of fiscal 2026, a

Current report

10.1% and 6.9% increase compared to thethird quarter and first 39 weeks of fiscal 2025, respectively. Total adjusted operating

Current report

expenses were$3.0 billion and$9.0 billion in thethird quarter and first 39 weeks of fiscal 2026, an 8.4% and 5.6% increase

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Removed paragraphs (24)

Previous report

◦adjusted operating income increased 3.1%, or $24 million, to $807 million;

Previous report

◦adjusted net earnings increased 3.9%, or $18 million, to $476 million;

Previous report

◦adjusted diluted earnings per share increased 6.5%, or $0.06, to $0.99 per share;

Previous report

◦adjusted EBITDA increased 3.3%, or $32 million, to $1.0 billion.

Previous report

◦adjusted operating income increased 3.1%, or $51 million, to $1.7 billion;

Previous report

◦adjusted net earnings increased 3.1%, or $31 million, to $1.0 billion;

Previous report

◦adjusted diluted earnings per share increased 5.9%, or $0.12, to $2.14 per share;

Previous report

◦adjusted EBITDA increased 1.7%, or $34 million, to $2.1 billion.

Previous report

The increase in gross profit dollars in the second quarter and first 26 weeks of fiscal 2026, as compared to the second quarter and first 26 weeks of fiscal 2025, was primarily attributable to increases in local case volumes and expanded supply chain capacity. Local case volumes increased approximately 4.5% in the second quarter of fiscal 2026 as compared to the second quarter of fiscal 2025.

Previous report

The increase in operating expenses in the second quarter and first 26 weeks of fiscal 2026 as compared to the second quarter and first 26 weeks of fiscal 2025 was primarily due to increases in colleague-related costs and the impact of foreign currency translation.

Previous report

SYGMA segment sales were 0.5% and 2.2% higher in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. Operating income increased $2 million and $9 million in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. These results are reflective of recent supply chain operating efficiencies achieved, which we expect to moderate for the remainder of the fiscal year.

Previous report

Basic earnings per share in the first 26 weeks of fiscal 2026 were $1.81, a 0.5% decrease from the comparable prior year amount of $1.82 per share. Diluted earnings per share in the first 26 weeks of fiscal 2026 were $1.80, a 1.1% decrease from the comparable prior year period amount of $1.82 per share. Adjusted diluted earnings per share, excluding Certain Items, in the first 26 weeks of fiscal 2026 were $2.14, a 5.9% increase from the comparable prior year amount of $2.02 per share.
Reworded paragraphs (74)

Previous wording

This discussion should be read in conjunction with our consolidated financial statements as of June 28, 2025, and for the fiscal year then ended, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, both contained in our fiscal 2025 Form 10-K, as well as the consolidated financial statements (unaudited) and notes to the consolidated financial statements (unaudited) contained in this report.

Current wording

This discussion should be read in conjunction with our consolidated financial statements as of June 28, 2025, and for

Previous wording

Our second quarter of fiscal 2026 results included sales growth of 3.0% as compared to the second quarter of fiscal 2025, driven by increased sales in our U.S. Foodservice Operations, International Foodservice Operations, and SYGMA segments. Our gross profit increased 3.9% compared to the second quarter of fiscal 2025, due to our strategic sourcing efforts and effective management of product cost inflation. Operating income decreased 2.8% compared to the second quarter of fiscal 2025, due to increased restructuring and transformational project costs and acquisition-related costs. We consider these “Certain Item” expenses (as defined below). Excluding Certain Item expenses, adjusted operating income increased 3.1% as compared to the second quarter of fiscal 2025. Our net earnings for the second quarter of fiscal 2026 decreased 4.2% as compared to the second quarter of fiscal 2025. Excluding Certain Item expenses, adjusted net earnings increased by 3.9% as compared to the second quarter of fiscal 2025. See below for a comparison of our fiscal 2026 results to our fiscal 2025 results, both including and excluding Certain Items.

Current wording

International Foodservice Operations, and SYGMA segments. Our gross profit increased 6.5% compared to thethird quarter of

Previous wording

Comparisons of results from the second quarter of fiscal 2026 to the second quarter of fiscal 2025 are presented below:

Current wording

Comparisons of results from thethird quarter of fiscal 2026 to thethird quarter of fiscal 2025 are presented below:

Previous wording

Comparisons of results from the first 26 weeks of fiscal 2026 to the first 26 weeks of fiscal 2025 are presented below:

Current wording

Comparisons of results from the first 39 weeks of fiscal 2026 to the first 39 weeks of fiscal 2025 are presented below:

Previous wording

The fiscal 2026 and fiscal 2025 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. We measure our results on a constant currency basis.

Current wording

our operations can be impacted by changes in exchange rates applicable to converting from local currencies to U.S. dollars. We

Previous wording

Foot traffic to restaurant trends experienced a sequential decline of 230 basis points for the second quarter of fiscal 2026 as compared to foot traffic to restaurant trends experienced in the first quarter of fiscal 2026. Our U.S. Foodservice Operations local case growth trends experienced a sequential improvement of 140 basis points during the same time period, despite the industry’s foot traffic trends. The macroeconomic environment was similar in the second quarter of fiscal 2026 as compared to the three prior fiscal quarters, which has continued to adversely impact consumer sentiment. Despite the current macroeconomic landscape, we expect to grow our sales in fiscal 2026. We believe the food-away-from-home sector is a healthy, long-term growth market, and Sysco is diversified and well positioned as a market leader in food service.

Current wording

Operations local case growth trends experienced a sequential improvement of 210 basis points compared to the second quarter

Previous wording

Sales increased 3.0% and 3.1% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. Our sales and gross profit performance are influenced by multiple factors, including price, volume, inflation, customer mix and product mix. We experienced a 0.8% and 0.4% increase in U.S. Foodservice Operations case volume in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. Our volume growth trends were attributable to local case volume increasing 1.2% and 0.5% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. Our local case volumes have improved due to an increase in new customers, a reduction in lost customers, and improved productivity of our sales consultants. National case volume increased 0.4% and 0.6% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. Our volume reflects our broadline and specialty businesses. Beginning in fiscal 2026, we are now including volumes from our specialty meat business for all periods presented. We expect our volume growth trends to continue in the second half of fiscal 2026 due to improved productivity of our sales consultants.

Current wording

third quarter and first 39 weeks of fiscal 2025. Our sales and gross profit performance are influenced by multiple factors,

Previous wording

We experienced inflation at a rate of 2.9% in the second quarter of fiscal 2026, at the total enterprise level, primarily driven by inflation in the meat and seafood categories. We continue to address inflation by successfully managing through cost increases in a timely manner. Gross margin increased 15 and 14 basis points in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025, primarily due to benefits from our strategic sourcing initiatives and the effective management of product cost inflation.

Current wording

We experienced inflation at a rate of 2.8% in thethird quarter of fiscal 2026, at the total enterprise level, primarily

Previous wording

Total operating expenses were $3.1 billion and $6.2 billion in the second quarter and first 26 weeks of fiscal 2026, a 5.5% and 5.4% increase compared to the second quarter and first 26 weeks of fiscal 2025, respectively. Total adjusted operating expenses were $3.0 billion and $6.0 billion in the second quarter and first 26 weeks of fiscal 2026, a 4.1% and 4.2% increase compared to the second quarter and first 26 weeks of fiscal 2025, respectively. Operating expenses increased primarily due to sales headcount investments, a decrease in gains on sale leaseback transactions, higher incentive compensation, increased acquisition-related costs, and increased costs associated with expanded building capacity, partially offset by decreases in insurance costs. Adjusted operating expenses were 14.4% and 14.3% of sales during the second quarter and first 26 weeks of fiscal 2026, which represents a 15 and 14 basis point increase as compared to the second quarter and first 26 weeks of fiscal 2025, respectively, as a result of sales headcount investments, a decrease in gains on sale leaseback transactions, higher incentive compensation, and increased costs associated with expanded building capacity in higher growth areas of the business, partially offset by decreases in insurance costs.

Current wording

compared to thethird quarter and first 39 weeks of fiscal 2025, respectively. Operating expenses increased primarily due to

Previous wording

Sysco’s operations within the United Kingdom, located within the International Foodservice Operations segment, initiated a rebranding effort in the second quarter of fiscal 2026 to transition the Brakes® brand and other smaller brands to “Sysco GB.” This rebranding initiative will take approximately two years to complete and will result in Sysco amortizing previously indefinite-lived intangible assets on a straight-line basis over this two-year period. The rebranding is expected to result in approximately $100 million of additional amortization expense over two years, including approximately $29 million for the remainder of fiscal 2026. This amortization expense will be treated as a Certain Item, similar to how we have treated amortization expense on other previously acquired intangible assets.

Current wording

Sysco’s operations within the United Kingdom, located within the International Foodservice Operations segment,

Previous wording

In October 2025, we acquired Fairfax Meadow, a leading specialty meat supplier based in the United Kingdom. This acquisition follows our acquisition of Campbells Prime Meat last fiscal year and positions our team in the United Kingdom to achieve additional growth by leveraging additional specialty meat capabilities geographically. This company’s results are included within International Foodservice Operations and were not material to our results for the second quarter and first 26 weeks of fiscal 2026.

Current wording

In October 2025, we acquired Fairfax Meadow, a leading specialty meat supplier based in the United Kingdom. This

Previous wording

In December 2025, we acquired Ginsberg’s Foods, a broadline distributor servicing restaurants, schools, and healthcare facilities across eastern New York and neighboring states. This acquisition opens opportunities to new customers while creating procurement efficiencies through Sysco buying programs and expanded access to Sysco brand products. This company’s results are included within U.S. Foodservice Operations and were not material to our results for the second quarter and first 26 weeks of fiscal 2026.

Current wording

In December 2025, we acquired Ginsberg’s Foods, a broadline distributor servicing restaurants, schools, and

Previous wording

Our purpose is “Connecting the World to Share Food and Care for One Another.” Purpose-driven companies are believed to perform better. We believe our purpose will assist us to grow substantially faster than the foodservice distribution industry and deliver profitable growth through our Recipe for Growth transformation. This growth transformation is supported by strategic pillars that we believe will allow us to better serve our customers, including our digital, products and solutions, supply chain, customer teams, and future horizons strategies.

Current wording

Our purpose is “Connecting the World to Share Food and Care for One Another.” Purpose-driven companies are

Previous wording

Our business transformation initiatives are progressing, which include promoting our specialty programs for produce, protein and Italian products, and our customer growth initiatives. From these actions, as a part of our Recipe for Growth, the benefits of our developing capabilities are apparent in the new customers we are winning and in the progress we are making toward increasing market share. We expect that, as our Recipe for Growth matures, the impact on our top-line growth will deliver profitable and consistent growth.

Current wording

Our business transformation initiatives are progressing, which include promoting our specialty programs for produce,

Previous wording

The following table sets forth the components of our consolidated results of operations expressed as a percentage of sales for the periods indicated:

Current wording

The following table sets forth the components of our consolidated results of operations expressed as a percentage of

Previous wording

The following table sets forth the change in the components of our consolidated results of operations expressed as a percentage increase or decrease over the comparable period in the prior year:

Current wording

The following table sets forth the change in the components of our consolidated results of operations expressed as a

Previous wording

Based on information in Note 14, “Business Segment Information,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q, U.S. Foodservice Operations and International Foodservice Operations, collectively, represented approximately 88.6% of Sysco’s overall sales in both the second quarter and first 26 weeks of fiscal 2026, respectively. U.S. Foodservice Operations and International Foodservice Operations, collectively, represented approximately 97.2% and 97.3% of total segment operating income, in the second quarter and first 26 weeks of fiscal 2026, respectively. This illustrates that these segments represent a substantial majority of our total segment results when compared to other reportable segments.

Current wording

Based on information in Note 14,“Business Segment Information,” in the Notes to Consolidated Financial Statements

Previous wording

The following table sets forth a summary of the components of operating income expressed as a percentage increase or decrease over the comparable period in the prior year:

Current wording

The following table sets forth a summary of the components of operating income expressed as a percentage increase or

Previous wording

The following table sets forth the percentage and dollar value increase or decrease in the major factors impacting sales as compared to the corresponding prior year period in order to demonstrate the cause and magnitude of change:

Current wording

The following table sets forth the percentage and dollar value increase or decrease in the major factors impacting sales

Previous wording

The sales growth in our U.S. Foodservice Operations was primarily driven by higher inflation. Case volumes from our U.S. Foodservice Operations increased 0.8% and 0.4% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. The growth in case volumes was attributable to local case volumes increasing 1.2% and 0.5% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. National case volumes increased 0.4% and 0.6% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025.

Current wording

The sales growth in our U.S. Foodservice Operations was primarily driven by case volume growth. Case volumes from

Previous wording

The decrease in operating income for the second quarter and first 26 weeks of fiscal 2026 as compared to the second quarter and first 26 weeks of fiscal 2025 was driven by an increase in operating expenses, partially offset by gross profit dollar growth and case volume growth.

Current wording

in operating income for the first 39 weeks of fiscal 2026, as compared to the first 39 weeks of fiscal 2025, was driven by an

Previous wording

Gross profit dollars increased in the second quarter and first 26 weeks of fiscal 2026 as compared to the second quarter and first 26 weeks of fiscal 2025, primarily as a result of improvements in our strategic sourcing initiatives and the effective management of product cost fluctuations. The estimated change in product costs, an internal measure of inflation or deflation, increased in the second quarter and first 26 weeks of fiscal 2026. Gross margin, which is gross profit as a percentage of sales, was 18.91% and 19.01% in the second quarter and first 26 weeks of fiscal 2026, respectively, for our U.S. Foodservice Operations, which was an increase of 1 basis point compared to gross margin of 18.90% in the second quarter of fiscal 2025, and unchanged compared to a gross margin of 19.01% in the first 26 weeks of fiscal 2025. The improvement in the second quarter of fiscal 2026 is attributable to customer mix, as local case volume growth outpaced national case volume growth.

Current wording

first 39 weeks of fiscal 2025, primarily as a result of improvements in our strategic sourcing initiatives, stronger volume

Previous wording

The increase in operating expenses for the second quarter and first 26 weeks of fiscal 2026, as compared to the second quarter and first 26 weeks of fiscal 2025, was primarily driven by increases in colleague-related costs, which is inclusive of incentive compensation, costs associated with investments in sales headcount and building expansions, and a decrease in gains on sale leaseback transactions.

Current wording

incentive compensation, and costs associated with investments in sales headcount and building expansions.

Previous wording

The following table sets forth a summary of the components of operating income and adjusted operating income expressed as a percentage increase or decrease over the comparable period in the prior year:

Current wording

The following table sets forth a summary of the components of operating income and adjusted operating income

Previous wording

The following table sets forth the percentage and dollar value increase or decrease in the major components impacting sales as compared to the corresponding prior year period in order to demonstrate the cause and magnitude of change.

Current wording

sales as compared to the corresponding prior year period in order to demonstrate the cause and magnitude of change.

Previous wording

Sales for the second quarter of fiscal 2026 increased 7.3% as compared to the second quarter of fiscal 2025. Sales for the first 26 weeks of fiscal 2026 increased 5.9% as compared to the first 26 weeks of fiscal 2025. The sales increase in both periods is primarily due to higher inflation, the impact of foreign currency translation, and local case growth. Excluding the impact of the Mexico joint venture, which was divested in the second quarter of fiscal 2025, sales increased 9.9% in the second quarter of fiscal 2026 as compared to the second quarter of fiscal 2025 and 8.9% in the first 26 weeks of fiscal 2026 as compared to the first 26 weeks of fiscal 2025.

Current wording

is primarily due to the impact of foreign currency translation, higher inflation, and local case growth. Excluding the impact of

Previous wording

The increase in operating income for the second quarter and first 26 weeks of fiscal 2026, as compared to the second quarter and first 26 weeks of fiscal 2025, was primarily due to growth in local case volumes and expanded supply chain capacity, partially offset by increases in operating expenses.

Current wording

increased sales colleague headcount, partially offset by increases in operating expenses.

Previous wording

For the operations that are grouped within Other, operating income increased $2 million and decreased $2 million in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. The operations of this group primarily consist of our hospitality business, Guest Worldwide.

Current wording

For the operations that are grouped within Other, operating income increased$10 million and$8 million in thethird

Previous wording

Our Global Support Center generally includes all expenses of the corporate office and Sysco’s shared service operations. These expenses in the second quarter of fiscal 2026 increased $35 million, or 14.1%, as compared to the second quarter of fiscal 2025, primarily due to increases in colleague-related costs, which is inclusive of incentive compensation, and acquisition-related costs, partially offset by decreases in insurance costs. These expenses in the first 26 weeks of fiscal 2026 increased $47 million, or 9.9%, as compared to the first 26 weeks of fiscal 2025, primarily due to increases in colleague-related costs, which is inclusive of incentive compensation, and acquisition-related costs, partially offset by decreases in insurance costs.

Current wording

Our Global Support Center generally includes all expenses of the corporate office and Sysco’s shared service

Previous wording

Included in Global Support Center expenses are Certain Items that totaled $38 million and $68 million in the second quarter and first 26 weeks of fiscal 2026, as compared to $12 million and $30 million in the second quarter and first 26 weeks of fiscal 2025, respectively. Certain Items impacting the second quarter and first 26 weeks of fiscal 2026 were primarily expenses associated with our business technology transformation initiatives and expenses associated with acquisitions. Certain Items impacting the second quarter and first 26 weeks of fiscal 2025 were primarily expenses associated with our business technology transformation initiatives and expenses associated with acquisitions.

Current wording

Included in Global Support Center expenses are Certain Items that totaled$30 million and$98 million in thethird

Previous wording

Interest expense increased $13 million and $25 million for the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025. The increase was primarily due to interest on new senior notes that were issued in the third quarter of fiscal 2025 and interest expense on recent commercial paper issuances.

Current wording

respectively, as compared to thethird quarter and first 39 weeks of fiscal 2025. The increase was primarily due to interest

Previous wording

Other expense decreased $10 million and increased $13 million for the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025, primarily due to foreign exchange gains and losses incurred in those periods.

Previous wording

Net earnings decreased 4.2% and 3.3% in the second quarter and first 26 weeks of fiscal 2026, respectively, as compared to the second quarter and first 26 weeks of fiscal 2025, primarily due to the items noted above for operating income, and interest expense, as well as items impacting our income taxes that are discussed in Note 12, “Income Taxes,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q. Adjusted net earnings, excluding Certain Items, increased 3.9% and 3.1% in the second quarter and first 26 weeks of fiscal 2026 respectively, as compared to the second quarter and first 26 weeks of fiscal 2025, primarily due to increases in sales volumes and the effective management of our product cost inflation and strategic sourcing efforts.

Current wording

compared to thethird quarter and first 39 weeks of fiscal 2025, primarily due to the items noted above for operating income,

Previous wording

Basic earnings per share in the second quarter of fiscal 2026 were $0.81, a 2.4% decrease from the comparable prior year period amount of $0.83 per share. Diluted earnings per share in the second quarter of fiscal 2026 were $0.81, a 1.2% decrease from the comparable prior year period amount of $0.82 per share. Adjusted diluted earnings per share, excluding Certain Items, in the second quarter of fiscal 2026 were $0.99, a 6.5% increase from the comparable prior year amount of $0.93 per share.

Current wording

decrease from the comparable prior year period amount of$0.82 per share. Adjusted diluted earnings per share, excluding

Previous wording

The discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted EBITDA, that we believe provide important perspective with respect to underlying business trends. Other than EBITDA and free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove: (1) restructuring charges; (2) expenses associated with our various transformation initiatives; (3) severance charges; and (4) acquisition-related costs consisting of (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our acquisitions.

Current wording

The discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted EBITDA, that we believe provide important perspective with respect to underlying business trends. Other than EBITDA and free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove: (1) restructuring charges; (2) expenses associated with our various transformation initiatives; (3) severance charges; and (4) acquisition-related costs consisting of (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our acquisitions. Adjustments provided herein for fiscal 2026 results of operations also remove the impact of a charge associated with a legal matter. No similar charge was applicable in fiscal 2025.

Previous wording

EBITDA and adjusted EBITDA should not be used as a substitute for the most comparable GAAP measure in assessing Sysco’s overall financial performance for the periods presented. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP. See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Key Performance Indicators” contained in our fiscal 2025 Form 10-K for discussions regarding this non-GAAP performance metric. Set forth below is a reconciliation of actual net earnings to EBITDA and to adjusted EBITDA results for the periods presented (dollars in millions):

Current wording

EBITDA and adjusted EBITDA should not be used as a substitute for the most comparable GAAP measure in

Previous wording

We produced free cash flow of $413 million in the first 26 weeks of fiscal 2026, as compared to $331 million in the first 26 weeks of fiscal 2025. The increase in free cash flow is attributable to an increase in cash provided by operating activities and a decrease in capital expenditures, partially offset by a decrease in proceeds from sales of plant and equipment. In the table that follows, free cash flow for each period presented is reconciled to net cash provided by operating activities and comparisons of the significant cash flows from the first 26 weeks of fiscal 2026 to the first 26 weeks of fiscal 2025 are provided.

Current wording

39 weeks of fiscal 2025. Theincrease in free cash flow is attributable to anincrease in cash provided by operating activities and

Previous wording

Sysco generates cash in the U.S. and internationally. As of December 27, 2025, we had $1.2 billion in cash and cash equivalents, approximately 56% of which was held by our international subsidiaries. Sysco’s strategic objectives are funded primarily by cash from operations and external borrowings. Traditionally, our operations have produced significant cash flow. Due to our strong financial position, we believe we will continue to be able to effectively access capital markets, as needed. Cash is generally allocated to working capital requirements, investments compatible with our overall growth strategy (organic and inorganic), debt management, and shareholder return. The remaining cash balances are invested in high-quality, short-term instruments.

Current wording

Sysco generates cash in the U.S. and internationally. As of March 28, 2026, we had$1.9 billion in cash and cash

Previous wording

We believe our cash flow from operations, the availability of liquidity under our commercial paper programs and our revolving credit facility, and our ability to access capital from financial markets will be sufficient to meet our anticipated cash requirements for more than the next 12 months, while maintaining sufficient liquidity for normal operating purposes.

Current wording

We believe our cash flow from operations, the availability of liquidity under our commercial paper programs and our

Previous wording

We generated $611 million in cash flows from operations in the first 26 weeks of fiscal 2026, compared to cash flows from operations of $498 million in the first 26 weeks of fiscal 2025. In the first 26 weeks of fiscal 2026, these amounts included year-over-year favorable comparisons on working capital of $144 million due to a favorable comparison in inventory, partially offset by unfavorable comparisons on accounts payable and accounts receivable. Accrued expenses also had a favorable comparison, primarily related to lower payments of accrued incentive compensation in the first 26 weeks of fiscal 2026 in comparison to the first 26 weeks of fiscal 2025. Partially offsetting these favorable comparisons, a decrease in accrued income taxes negatively impacted cash flows from operations due to lower net earnings in the first 26 weeks of fiscal 2026 compared to the first 26 weeks of fiscal 2025.

Current wording

We generated$1.5 billion in cash flows from operations in the first 39 weeks of fiscal 2026, compared to cash flows

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the fiscal year then ended, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, both

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contained in our fiscal 2025 Form 10-K, as well as the consolidated financial statements (unaudited) and notes to the

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consolidated financial statements (unaudited) contained in this report.

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fiscal 2025, due to our strategic sourcing efforts, favorable changes in customer mix, and the effective management of product

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compensation, increased restructuring and transformational project costs, and higher acquisition and due diligence costs. We

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consider restructuring and transformational project costs and acquisition and due diligence costs to be “Certain Item” expenses

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(as defined below). Excluding Certain Item expenses, adjusted operating income decreased 0.6% as compared to thethird

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decreased 15.2% as compared to thethird quarter of fiscal 2025. Excluding Certain Item expenses, adjusted net earnings

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decreased by 3.6% as compared to thethird quarter of fiscal 2025. See below for a comparison of our fiscal 2026 results to our

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fiscal 2025 results, both including and excluding Certain Items.

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The discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted

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EBITDA, that we believe provide important perspective with respect to underlying business trends. Other than EBITDA and

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free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove: (1) restructuring charges;

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(2) expenses associated with our various transformation initiatives; (3) severance charges; and (4) acquisition-related costs

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consisting of (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our acquisitions.

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The fiscal 2026 and fiscal 2025 items discussed above are collectively referred to as “Certain Items.” The results of

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measure our results on a constant currency basis.

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of fiscal 2026, despite the industry’s foot traffic performance. The macroeconomic environment was similar in thethird quarter

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of fiscal 2026 as compared to the previous quarter, which has continued to adversely impact consumer sentiment. Despite the

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current macroeconomic landscape, we expect to grow our sales in fiscal 2026. We believe the food-away-from-home sector is a

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healthy, long-term growth market, and Sysco is diversified and well positioned as a market leader in food service.

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including price, volume, inflation, customer mix and product mix. We experienced a 2.3% and 1.0% increase in U.S.

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quarter and first 39 weeks of fiscal 2025. Our volume growth trends were attributable to local case volume increasing 3.3% and

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fiscal 2025. Our local case volumes have improved due to improved sales colleague retention and incremental sales colleague

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2026, respectively, as compared to thethird quarter and first 39 weeks of fiscal 2025. Our volume reflects our broadline and

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specialty businesses. Beginning in fiscal 2026, we are now including volumes from our specialty meat business for all periods

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driven by inflation in thedairy, meat, and seafood categories. We continue to address inflation by successfully managing

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through cost increases in a timely manner. Gross margin increased 31 and 20 basis points in thethird quarter and first 39 weeks

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associated with expanded building capacity, partially offset by decreases in insurance costs. Adjusted operating expenses were

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compensation, sales headcount investments, and increased costs associated with expanded building capacity, partially offset by

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initiated a rebranding effort in thesecond quarter of fiscal 2026 to transition the Brakes® brand and other smaller brands to

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“Sysco GB.” This rebranding initiative will take approximately two years to complete and will result in Sysco amortizing

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previously indefinite-lived intangible assets on a straight-line basis over this two-year period. The rebranding is expected to

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result in approximately$100 million of additional amortization expense over two years, including approximately$29 million in

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fiscal 2026. This amortization expense will be treated as a Certain Item, which is consistent with our treatment of amortization

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expense of other previously acquired intangible assets.

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acquisition follows our acquisition of Campbells Prime Meat last fiscal year and positions our team in the United Kingdom to

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achieve additional growth by leveraging additional specialty meat capabilities geographically. This company’s results are

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included within International Foodservice Operations and were not material to our results for thethird quarter and first 39

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healthcare facilities across eastern New York and neighboring states. This acquisition opens opportunities to new customers

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The discussion of our results includes certain non-GAAP financial measures, including EBITDA and adjusted EBITDA, that we believe provide important perspective with respect to underlying business trends. Other than EBITDA and free cash flow, any non-GAAP financial measures will be denoted as adjusted measures to remove: (1) restructuring charges; (2) expenses associated with our various transformation initiatives; (3) severance charges; and (4) acquisition-related costs consisting of (a) intangible amortization expense and (b) acquisition costs and due diligence costs related to our acquisitions.