SYSCO CORP
For the period ended Sep 26, 2026. Filed Nov 4, 2026.
View on SEC.govAbout 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.
Sep 26, 2026 · Filed Nov 4, 2026
SYY$76.86+2.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-09-26; filed 2026-11-04.
0000096021-26-000050
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 458 previous paragraphs and 147 current paragraphs.
51 unchanged; 70 reworded; 25 added; 219 removed; 118 previous and 1 current paragraphs rearranged.
Tables are not compared: 32 previous and 23 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 (25)
Current report
◦increased 2.8%, or $596 million, to $21.7 billion;
Current report
◦decreased 10.4%, or $83 million, to $717 million;
Current report
◦adjusted operating income increased 3.2%, or $29 million, to $927 million;
Current report
◦increased 10.5%, or $50 million, to $526 million;
Current report
◦adjusted net earnings increased 4.2%, or $23 million, to $574 million;
Current report
◦increased 10.1%, or $0.10, to $1.09 per share;
Current report
◦increased 10.1%, or $0.10 to $1.09 per share;
Current report
◦adjusted diluted earnings per share increased 3.5%, or $0.04, to $1.19 per share;
Current report
◦increased 20.4%, or $205 million, to $1.2 billion; and
Current report
◦adjusted EBITDA increased 5.4%, or $58 million, to $1.1 billion.
Current report
Product inflation was modest during the first quarter of 2027, with enterprise inflation of approximately 0.3%, primarily driven by inflation in the meat category. This inflation rate was lower than expected and was primarily driven by deflation of 0.2% within U.S. Foodservice Operations. We expect inflation to increase over the course of fiscal 2027 for both our U.S. Foodservice Operations and for the enterprise overall. Inflation is now expected to be approximately 1.0% to 1.5% for the full fiscal 2027 year, based on expected moderate rates of inflation for the poultry, dairy, and meat categories. Gross margin increased 18 basis points in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026, primarily due to local case volume growth, benefits associated with tariffs, customer fuel surcharges, savings from strategic sourcing efficiencies, and increased Sysco brand penetration.
Current report
Total operating expenses were $3.3 billion in the first quarter of fiscal 2027, a 7.5% increase compared to the first quarter of fiscal 2026. Total adjusted operating expenses were $3.1 billion in the first quarter of fiscal 2027, a 4.0% increase as compared to the first quarter of fiscal 2026. Operating expenses increased primarily due to higher acquisition and due diligence costs, restructuring and transformational project costs, costs associated with planned investments in higher growth areas of the business with sales headcount and building expansions, and increased fuel costs. Adjusted operating expenses were 14.4% of sales during the first quarter of fiscal 2027, which represents a 17-basis point increase as compared to the first quarter of fiscal 2026, as a result of planned investments in higher growth areas of the business with sales headcount and building expansions, as well as increased fuel costs.
Current report
In fiscal 2027, we expect to achieve cost savings benefits through the continued use of technology, including artificial intelligence, and business efficiency initiatives across sales, merchandising, supply chain, and back-office functions. Collectively, these efforts are expected to generate approximately $100 million of net cost savings during fiscal 2027, with benefits accelerating in the second half of the fiscal year. In addition, we believe the advancements that have been made in our operational capabilities and ongoing investments in employee training will continue to drive supply chain productivity gains and reduce the cost to serve our customers.
Current report
Sysco has invested the proceeds received from the bond and equity financings. The invested proceeds are expected to generate interest income, which is recorded in Other expense (income), net. Most of the interest income between the dates of financing and closing date of the JRD Acquisition Transactions will be reported as Certain Items, with the exception of interest income from the common stock offering proceeds, as these shares and thus the proceeds will be outstanding irrespective of whether the acquisition closes.
Current report
The increase in operating expenses for the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026, was primarily driven by increases in colleague-related costs, which are inclusive of investments in sales headcount, as well as increased fuel costs.
Current report
Sales for the first quarter of fiscal 2027 increased 5.1% as compared to the first quarter of fiscal 2026, primarily due to case volume growth and inflation.
Current report
The increase in gross profit dollars in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026, was primarily attributable to increases in case volumes and benefits from our strategic sourcing efforts. Local case volumes increased 3.2% in the first quarter of fiscal 2027 compared to the first quarter of fiscal 2026.
Current report
SYGMA segment sales were 1.1% higher in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. Sales growth has moderated, as we have passed the one-year anniversary mark of the substantial customer additions we had in fiscal 2025. Operating income decreased $4 million in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026, primarily as a result of rising fuel costs.
Current report
Interest expense increased $89 million for the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. The increase was primarily due to the amortization of debt issuance costs associated with the bridge loan facility related to the planned acquisition of JRD, which is treated as a Certain Item.
Current report
Other income increased $259 million for the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026, primarily due to gains on deal contingent rate lock transactions in the first quarter of fiscal 2027, which are treated as Certain Items. Refer to Note 7, “Derivative Financial Instruments,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q for further discussion of our deal-contingent rate lock transactions. Additionally, we recognized net foreign exchange gains in the first quarter of fiscal 2027, whereas net foreign exchange losses were recognized in the first quarter of fiscal 2026.
Current report
On September 16, 2026, we issued 12,345,679 shares of our common stock in an underwritten public offering at an offering price of $81.00 per share. The common stock has a $1.00 per share par value. As a result of this transaction, we received cash proceeds of approximately $967 million, net of underwriting fees and other issuance costs.
Current report
•risks related to business uncertainties and contractual restrictions affecting us and Jetro Restaurant Depot while the JRD Acquisition Transactions are pending, including effects on employees, customers, suppliers, and other business relationships;
Current report
•risks relating to the integration of Jetro Restaurant Depot; and
Current report
•the outcome and costs of any litigation relating to the JRD Acquisition Transactions.
Current report
You should carefully consider these risks, as well as the additional risks described in other documents we file with the SEC. New risks emerge from time to time and it is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in, or implied by, any forward-looking statements.
Removed paragraphs (219)
Previous report
Ourthird quarter of fiscal 2026 results included sales growth of 4.7% as compared to thethird quarter of fiscal 2025,
Previous report
primarily driven by volume improvements across our business. Sales increased in our U.S. Foodservice Operations,
Previous report
fiscal 2025, due to our strategic sourcing efforts, favorable changes in customer mix, and the effective management of product
Previous report
cost inflation. Operating income decreased 9.1% compared to thethird quarter of fiscal 2025, due to higher incentive
Previous report
compensation, increased restructuring and transformational project costs, and higher acquisition and due diligence costs. We
Previous report
consider restructuring and transformational project costs and acquisition and due diligence costs to be “Certain Item” expenses
Previous report
quarter of fiscal 2025, primarily due to higher incentive compensation. Our net earnings for thethird quarter of fiscal 2026
Previous report
decreased 15.2% as compared to thethird quarter of fiscal 2025. Excluding Certain Item expenses, adjusted net earnings
Previous report
◦increased 4.7%, or$921 million, to$20.5 billion;
Previous report
◦decreased 9.1%, or$62 million, to$619 million;
Previous report
◦adjusted operating income decreased 0.6%, or$5 million, to$768 million;
Previous report
◦decreased 15.2%, or$61 million, to$340 million;
Previous report
◦adjusted net earnings decreased 3.6%, or$17 million, to$452 million;
Previous report
◦decreased 13.4%, or$0.11, to$0.71 per share;
Previous report
◦decreased 13.4% or$0.11, to$0.71 per share;
Previous report
◦adjusted diluted earnings per share decreased 2.1%, or$0.02, to$0.94 per share;
Previous report
◦decreased 5.1%, or$46 million, to$864 million; and
Previous report
◦adjusted EBITDA increased 0.1%, or$1 million, to$970 million.
Previous report
◦increased 3.6%, or$2.2 billion, to$62.4 billion;
Previous report
◦decreased 4.0%, or$88 million, to$2.1 billion;
Previous report
◦adjusted operating income increased 1.9%, or$46 million, to$2.5 billion;
Previous report
◦decreased 7.0%, or$91 million, to$1.2 billion;
Previous report
◦adjusted net earnings increased 1.0%, or$14 million, to$1.5 billion;
Previous report
•Basic earnings per share:
Previous report
◦decreased 4.9%, or$0.13, to$2.52 per share;
Previous report
•Diluted earnings per share:
Previous report
◦decreased 4.9% , or$0.13 to$2.51 per share;
Previous report
◦adjusted diluted earnings per share increased 3.4%, or$0.10, to$3.08 per share;
Previous report
•EBITDA:
Previous report
◦decreased 3.0%, or$85 million, to$2.8 billion; and
Previous report
◦adjusted EBITDA increased 1.2%, or$36 million, to$3.0 billion.
Previous report
matter. No similar charge was applicable in fiscal 2025.
Previous report
Foot traffic to restaurants experienced a decrease of 1.9% in thethird quarter of fiscal 2026. Our U.S. Foodservice
Previous report
Operations local case growth trends experienced a sequential improvement of 210 basis points compared to the second quarter
Previous report
of fiscal 2026, despite the industry’s foot traffic performance. The macroeconomic environment was similar in thethird quarter
Previous report
of fiscal 2026 as compared to the previous quarter, which has continued to adversely impact consumer sentiment. Despite the
Previous report
Sales increased 4.7% and 3.6% in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to the
Previous report
Foodservice Operations case volume in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to thethird
Previous report
1.4% in thethird quarter and first 39 weeks of fiscal 2026, respectively, as compared to thethird quarter and first 39 weeks of
Previous report
fiscal 2025. Our local case volumes have improved due to improved sales colleague retention and incremental sales colleague
Showing the first 40 of 219 passages. Open the source sections for the rest.
Reworded paragraphs (70)
Previous wording
This discussion should be read in conjunction with our consolidated financial statements as of June 28, 2025, and for
Current wording
This discussion should be read in conjunction with our consolidated financial statements as of June 27, 2026, 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 2026 Form 10-K, as well as the consolidated financial statements (unaudited) and notes to the consolidated financial statements (unaudited) contained in this report. Sysco’s fiscal year ends on the Saturday nearest to June 30th and we will have a 53-week year ending July 3, 2027 for fiscal 2027.
Previous wording
International Foodservice Operations, and SYGMA segments. Our gross profit increased 6.5% compared to thethird quarter of
Current wording
Our first quarter of fiscal 2027 results included sales growth of 2.8% as compared to the first quarter of fiscal 2026, driven by increased sales in our U.S. Foodservice Operations, International Foodservice Operations, and SYGMA segments. Our gross profit increased 3.8% compared to the first quarter of fiscal 2026, due to local case volume growth, benefits associated with tariffs, customer fuel surcharges, savings from strategic sourcing efficiencies, and increased Sysco brand penetration. Operating income decreased 10.4% compared to the first quarter of fiscal 2026, due to increased acquisition-related costs and restructuring and transformational project costs. We consider these “Certain Item” expenses (as defined below). Excluding Certain Item expenses, adjusted operating income increased 3.2% as compared to the first quarter of fiscal 2026. Our net earnings for the first quarter of fiscal 2027 increased 10.5% as compared to the first quarter of fiscal 2026, which is primarily due to gains on deal contingent rate lock transactions, partially offset by amortization expense associated with debt issuance costs on a bridge loan facility. These items relate to the financing of the JRD Acquisition Transactions and are considered Certain Items. Excluding Certain Item expenses and income, adjusted net earnings increased by 4.2% as compared to the first quarter of fiscal 2026. See below for a comparison of our fiscal 2027 results to our fiscal 2026 results, both including and excluding Certain Items.
Previous wording
Comparisons of results from the first 39 weeks of fiscal 2026 to the first 39 weeks of fiscal 2025 are presented below:
Current wording
Comparisons of results from the first quarter of fiscal 2027 to the first quarter of fiscal 2026 are presented below:
Previous wording
our operations can be impacted by changes in exchange rates applicable to converting from local currencies to U.S. dollars. We
Current wording
The fiscal 2027 and fiscal 2026 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.
Previous wording
current macroeconomic landscape, we expect to grow our sales in fiscal 2026. We believe the food-away-from-home sector is a
Current wording
Foot traffic to restaurants decreased approximately 2% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026. The macroeconomic environment was negatively impacted by several items including a Cyclospora outbreak at the midpoint of our first quarter of fiscal 2027 and by rising fuel costs, which negatively affected supply chains and consumer demand. Despite continued softness in industry restaurant traffic, Sysco generated local case volume growth during the first quarter of fiscal 2027, and we expect to continue to grow our sales in the remainder of fiscal 2027. 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 foodservice.
Previous wording
third quarter and first 39 weeks of fiscal 2025. Our sales and gross profit performance are influenced by multiple factors,
Current wording
Sales increased 2.8% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026. Our sales and gross profit performance are influenced by multiple factors, including price, volume, inflation, customer mix and product mix. We experienced a 2.6% increase in U.S. Foodservice Operations case volume in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. Our volume growth trends were attributable to both national case volume and local case volume increasing 2.7% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026. Our volume reflects our broadline and specialty businesses. We expect our sales growth to be at the lower end of the range of 6% to 7%, reflecting a lower inflationary environment for the industry, partially offset by a benefit of a 53rd-week in fiscal 2027.
Previous wording
In March 2026, we announced an agreement to acquire Jetro Restaurant Depot (JRD), a leading U.S. wholesale cash-
Current wording
In March 2026, we announced that we had entered into the Merger Agreement, pursuant to which we would acquire Jetro Restaurant Depot (JRD), a leading U.S. wholesale cash-and-carry foodservice provider serving smaller, independent restaurants and businesses. JRD operates 170 large-format warehouse stores across 35 states that serve more than 725,000 independent restaurants and foodservice operators with a broad assortment of fresh and low-priced products. The JRD Acquisition Transactions are expected to close by the third quarter of Sysco Corporation’s fiscal 2027, subject to the satisfaction of customary closing conditions, including regulatory clearance under the Hart-Scott-Rodino Act. We expect to incur increased operating expenses for acquisition-related costs in fiscal 2027.
Previous wording
for the remainder of fiscal 2026.
Current wording
In the first quarter of fiscal 2027 and in early October 2026, we completed the bond and equity financing for the cash component of the proposed JRD Acquisition Transactions with an outcome that reflected the strength of our investment-grade credit profile. As referenced in Note 8, “Debt” and Note 15, “Subsequent Events,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q, Sysco Corporation and Sysco Holdings co-issued senior notes and junior subordinated notes in September and October of 2026. We intend to use the proceeds from the issuances to fund the expected third quarter of fiscal 2027 purchase of JRD. We expect to incur approximately $787 million of interest expense for the remainder of fiscal 2027 related to these newly issued notes. The interest expense incurred prior to the closing date of the JRD Acquisition Transactions will be treated as a Certain Item. The interest expense incurred subsequent to the closing date will not be treated as a Certain Item.
Previous wording
Our purpose is “Connecting the World to Share Food and Care for One Another.” Purpose-driven companies are
Current 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.
Previous wording
Our business transformation initiatives are progressing, which include promoting our specialty programs for produce,
Current 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.
Previous wording
The following table sets forth the components of our consolidated results of operations expressed as a percentage of
Current wording
The following table sets forth the components of our consolidated results of operations expressed as a percentage of sales for the periods indicated:
Previous wording
The following table sets forth the change in the components of our consolidated results of operations expressed as a
Current 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:
Previous wording
Based on information in Note 14,“Business Segment Information,” in the Notes to Consolidated Financial Statements
Current 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 88.8% of Sysco’s overall sales in the first 13 weeks of fiscal 2027. U.S. Foodservice Operations and International Foodservice Operations, collectively, represented approximately 97.1% of total segment operating income, in the first 13 weeks of fiscal 2027. This illustrates that these segments represent a substantial majority of our total segment results when compared to other reportable segments.
Previous wording
The following table sets forth a summary of the components of operating income expressed as a percentage increase or
Current 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:
Previous wording
The following table sets forth the percentage and dollar value increase or decrease in the major factors impacting sales
Current 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:
Previous wording
The sales growth in our U.S. Foodservice Operations was primarily driven by case volume growth. Case volumes from
Current wording
The sales growth in our U.S. Foodservice Operations was primarily driven by growth in case volumes. Case volumes from our U.S. Foodservice Operations increased 2.6% in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. This includes a 2.7% increase in national case volume and a 2.7% increase in local customer case volume in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026. Deflation contributed to a 0.2% decrease in sales in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. The deflation within our U.S. Foodservice Operations was largely attributable to the poultry and dairy product categories.
Previous 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
Current wording
The increase in operating income for the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026 was driven by an increase in gross profit dollar growth and case volume growth, partially offset by an increase in operating expenses.
Previous wording
sales colleague productivity improvements. The estimated change in product costs, an internal measure of inflation or deflation,
Current wording
Gross profit dollars increased in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026, primarily as a result of local case volume growth, benefits associated with tariffs, customer fuel surcharges, savings from strategic sourcing efficiencies, and increased Sysco brand penetration. The estimated change in product costs, an internal measure of inflation or deflation, decreased by 0.2% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026. Gross margin, which is gross profit as a percentage of sales, was 19.24% in the first quarter of fiscal 2027, for our U.S. Foodservice Operations, which represented an increase of 14 basis points compared to gross margin of 19.10% in the first quarter of fiscal 2026. This increase is primarily driven by strengthening customer mix and an improvement in our Sysco brand performance.
Previous wording
The following table sets forth a summary of the components of operating income and adjusted operating income
Current 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:
Previous wording
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 components impacting sales as compared to the corresponding prior year period in order to demonstrate the cause and magnitude of change.
Previous wording
The decrease in operating income for thethird quarter of fiscal 2026, as compared to thethird quarter of fiscal 2025,
Current wording
The decrease in operating income for the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026, was primarily due to increases in operating expenses, partially offset by growth in case volumes.
Previous wording
expense of other previously acquired intangible assets.
Current wording
The increase in operating expenses in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026 was primarily due to increases in colleague-related costs, amortization expense on previously acquired intangible assets, and restructuring and transformational project costs.
Previous wording
For the operations that are grouped within Other, operating income increased$10 million and$8 million in thethird
Current wording
For the operations that are grouped within Other, operating income increased $5 million in the first quarter of fiscal 2027, as compared to the first quarter of fiscal 2026. The operations of this group primarily consist of our hospitality business, Guest Worldwide.
Previous wording
Our Global Support Center generally includes all expenses of the corporate office and Sysco’s shared service
Current wording
Our Global Support Center generally includes all expenses of the corporate office and Sysco’s shared service operations. These expenses in the first quarter of fiscal 2027 increased $61 million, or 25.7%, as compared to the first quarter of fiscal 2026, primarily due to increases in acquisition-related costs, business technology expenses, colleague-related costs, and insurance costs.
Previous wording
Included in Global Support Center expenses are Certain Items that totaled$30 million and$98 million in thethird
Current wording
Included in Global Support Center expenses are Certain Items that totaled $80 million in the first quarter of fiscal 2027, as compared to $29 million in the first quarter of fiscal 2026. Certain Items impacting the first quarter of fiscal 2027 were primarily expenses associated with acquisitions and expenses associated with our business technology transformation initiatives. Certain Items impacting the first quarter of fiscal 2026 were primarily expenses associated with our business technology transformation initiatives and expenses associated with acquisitions.
Previous wording
compared to thethird quarter and first 39 weeks of fiscal 2025, primarily due to the items noted above for operating income,
Current wording
Net earnings increased 10.5% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026, primarily due to the items noted above for operating income, interest expense, other income and 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 4.2% in the first quarter of fiscal 2027 as compared to the first quarter of fiscal 2026, primarily due to the effective management of gross profit margins.
Previous wording
decrease from the comparable prior year period amount of$0.82 per share. Adjusted diluted earnings per share, excluding
Current wording
Basic earnings per share in the first quarter of fiscal 2027 were $1.09, a 10.1% increase from the comparable prior year period amount of $0.99 per share. Diluted earnings per share in the first quarter of fiscal 2027 were $1.09, a 10.1% increase from the comparable prior year period amount of $0.99 per share. Adjusted diluted earnings per share, excluding Certain Items, in the first quarter of fiscal 2027 were $1.19, a 3.5% increase from the comparable prior year amount of $1.15 per share.
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. 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.
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 2027 results of operations also remove amortization expense associated with debt issuance costs on a bridge loan facility and a gain on deal contingent rate lock transactions entered into to mitigate interest rate risk on permanent debt issued to finance the JRD Acquisition Transactions. No similar charges were applicable in the first quarter of fiscal 2026.
Previous wording
The results of our operations can be impacted due to changes in exchange rates applicable in converting local currencies to U.S. dollars. We measure our results on a constant currency basis. Constant currency operating results are calculated by translating current-period local currency operating results with the currency exchange rates used to translate the financial statements in the comparable prior-year period to determine what the current-period U.S. dollar operating results would have been if the currency exchange rate had not changed from the comparable prior-year period. We also measure our sales growth excluding the impact of our joint venture in Mexico which was divested in the second quarter of fiscal year 2025.
Current wording
The results of our operations can be impacted due to changes in exchange rates applicable in converting local currencies to U.S. dollars. We measure our results on a constant currency basis. Constant currency operating results are calculated by translating current-period local currency operating results with the currency exchange rates used to translate the financial statements in the comparable prior-year period to determine what the current-period U.S. dollar operating results would have been if the currency exchange rate had not changed from the comparable prior-year period.
Previous wording
Management believes that adjusting its operating expenses, operating income, operating margin, net earnings and diluted earnings per share to remove these Certain Items, presenting its results on a constant currency basis, and adjusting its sales results to exclude the impact of its joint venture in Mexico provides an important perspective with respect to our underlying business trends and results. It provides meaningful supplemental information to both management and investors that (1) is indicative of the performance of the company’s underlying operations and (2) facilitates comparisons on a year-over-year basis.
Current wording
Management believes that adjusting its operating expenses, operating income, operating margin, interest expense, other (income) expense, net earnings and diluted earnings per share to remove these Certain Items, presenting its results on a constant currency basis, provides an important perspective with respect to our underlying business trends and results. It provides meaningful supplemental information to both management and investors that (1) is indicative of the performance of the company’s underlying operations and (2) facilitates comparisons on a year-over-year basis.
Previous wording
Sysco has a history of growth through acquisitions and excludes from its non-GAAP financial measures the impact of acquisition-related intangible amortization, acquisition costs and due diligence costs for those acquisitions. We believe this approach significantly enhances the comparability of Sysco’s results for fiscal year 2026 and fiscal year 2025.
Current wording
Sysco has a history of growth through acquisitions and excludes from its non-GAAP financial measures the impact of acquisition-related intangible amortization, acquisition costs and due-diligence costs for those acquisitions. We believe this approach significantly enhances the comparability of Sysco’s results for fiscal 2027 and fiscal 2026.
Previous wording
Set forth on the following page is a reconciliation of sales, operating expenses, operating income, net earnings and diluted earnings per share to adjusted results for these measures for the periods presented. Individual components of diluted earnings per share may not be equal to the total presented when added due to rounding. Adjusted diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding.
Current wording
Set forth on the following page is a reconciliation of sales, operating expenses, operating income, interest expense, other (income) expense, net earnings and diluted earnings per share to adjusted results for these measures for the periods presented. Individual components of diluted earnings per share may not be equal to the total presented when added due to rounding. Adjusted diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding. The non-GAAP financial measures shown in the following tables should not be used as a substitute for the most comparable GAAP financial measures in assessing the company’s 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.
Previous wording
EBITDA and adjusted EBITDA should not be used as a substitute for the most comparable GAAP measure in
Current 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 2026 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):
Previous wording
39 weeks of fiscal 2025. Theincrease in free cash flow is attributable to anincrease in cash provided by operating activities and
Current wording
We produced positive free cash flow of $230 million in the first 13 weeks of fiscal 2027, as compared to negative free cash flow of $50 million in the first 13 weeks of fiscal 2026. The increase in free cash flow is attributable to an increase in cash provided by operating activities, a decrease in capital expenditures, and an increase 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 13 weeks of fiscal 2027 to the first 13 weeks of fiscal 2026 are provided.
Previous wording
Sysco generates cash in the U.S. and internationally. As of March 28, 2026, we had$1.9 billion in cash and cash
Current wording
Sysco generates cash in the U.S. and internationally. As of September 26, 2026, we had $3.2 billion in cash and cash equivalents, approximately 24% 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.
Previous wording
We believe our cash flow from operations, the availability of liquidity under our commercial paper programs and our
Current 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.
Previous wording
We generated$1.5 billion in cash flows from operations in the first 39 weeks of fiscal 2026, compared to cash flows
Current wording
We generated $278 million in cash flows from operations in the first 13 weeks of fiscal 2027, compared to cash flows from operations of $86 million in the first 13 weeks of fiscal 2026. In the first 13 weeks of fiscal 2027, these amounts included year-over-year favorable comparisons on working capital of $277 million due to favorable comparisons on inventory and accounts receivable, partially offset by an unfavorable comparison in accounts payable. Accrued expenses also had an unfavorable comparison, primarily related to higher payments of accrued incentive compensation in the first 13 weeks of fiscal 2027 in comparison to the first 13 weeks of fiscal 2026. Income tax payments negatively impacted cash flows from operations, as estimated payments made in the first 13 weeks of fiscal 2027 were higher compared to the first 13 weeks of fiscal 2026.
Previous wording
Our capital expenditures in the first 39 weeks of fiscal 2026 consisted primarily of investments in buildings and
Current wording
Our capital expenditures in the first 13 weeks of fiscal 2027 consisted primarily of investments in buildings and building improvements, technology equipment, warehouse equipment, and fleet. Our capital expenditures in the first 13 weeks of fiscal 2027 were $63 million lower than in the first 13 weeks of fiscal 2026, reflecting a disciplined capital expenditure strategy and contributing to an increase in free cash flow. Proceeds from sales of plant and equipment were $49 million in the first 13 weeks of fiscal 2027, as compared to $24 million in the first 13 weeks of fiscal 2026. Our purchases of marketable securities were $135 million in the first 13 weeks of fiscal 2027, as we took advantage of higher interest rates available on corporate and government bonds. These marketable securities are held by our wholly owned captive insurance subsidiary in a restricted investment portfolio. See Note 6, “Marketable Securities,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q for further details of these investments. We had no purchases of marketable securities in the first 13 weeks of fiscal 2026.
Previous wording
or$1.53 per share, in the first 39 weeks of fiscal 2025. In February 2026, we declared our regular quarterly dividend for the
Current wording
Dividends paid in the first 13 weeks of fiscal 2027 were $264 million, or $0.55 per share, as compared to $259 million, or $0.54 per share, in the first 13 weeks of fiscal 2026. In August 2026, we declared our regular quarterly dividend for the first quarter of fiscal 2027 of $0.55 per share, which was paid in October 2026.
Previous wording
Proceeds from exercises of share-based compensation awards were$124 million in the first 39 weeks of fiscal 2026, as
Current wording
Proceeds from exercises of share-based compensation awards were $37 million in the first 13 weeks of fiscal 2027, as compared to $43 million in the first 13 weeks of fiscal 2026. The level of option exercises, and thus proceeds, will vary from period to period and is largely dependent on movements in our stock price and the time remaining before option grants expire.
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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. Fiscal 2027 adjusted measures also remove amortization expense associated with debt issuance costs on a bridge loan facility and a gain on deal contingent rate lock transactions entered into to mitigate interest rate risk on permanent debt issued to finance the JRD Acquisition Transactions. No similar charges were applicable in the first quarter of fiscal 2026.
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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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(as defined below). Excluding Certain Item expenses, adjusted operating income decreased 0.6% as compared to thethird
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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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Comparisons of results from thethird quarter of fiscal 2026 to thethird quarter of fiscal 2025 are presented below:
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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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Adjustments provided herein for fiscal 2026 results of operations also remove the impact of a charge associated with a legal
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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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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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and-carry foodservice provider serving smaller, independent restaurants and businesses (the Proposed Transaction). JRD
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operates 167 large-format warehouse stores across 35 states that serve more than 725,000 independent restaurants and
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foodservice operators with a broad assortment of fresh and low-priced products. This transaction is expected to close by the
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third quarter of Sysco’s fiscal 2027, subject to the satisfaction of customary closing conditions, including regulatory clearance
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believed to perform better. We believe our purpose will assist us to grow substantially faster than the foodservice distribution
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industry and deliver profitable growth through our Recipe for Growth transformation. This growth transformation is supported
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by strategic pillars that we believe will allow us to better serve our customers, including our digital, products and solutions,
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supply chain, customer teams, and future horizons strategies.
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protein and Italian products, and our customer growth initiatives. From these actions, as a part of our Recipe for Growth, the
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benefits of our developing capabilities are apparent in the new customers we are winning and in the progress we are making
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toward increasing market share. We expect that, as our Recipe for Growth matures, the impact on our top-line growth will
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percentage increase or decrease over the comparable period in the prior year:
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in Item 1 of Part I of this Form 10-Q, U.S. Foodservice Operations and International Foodservice Operations, collectively,
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respectively. U.S. Foodservice Operations and International Foodservice Operations, collectively, represented approximately
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that these segments represent a substantial majority of our total segment results when compared to other reportable segments.
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decrease over the comparable period in the prior year:
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as compared to the corresponding prior year period in order to demonstrate the cause and magnitude of change:
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driven by case volume growth and gross profit dollar growth, partially offset by an increase in operating expenses. The decrease
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increased in thethird quarter and first 39 weeks of fiscal 2026. Gross margin, which is gross profit as a percentage of sales, was
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expressed as a percentage increase or decrease over the comparable period in the prior year:
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The following table sets forth the percentage and dollar value increase or decrease in the major components impacting
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operations of this group primarily consist of our hospitality business, Guest Worldwide.
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