WEIS MARKETS INC

Previous wording

Weis Markets is a conventional supermarket chain that currently operates 202 retail stores with over 22 thousand employees located in Pennsylvania and six surrounding states: Delaware, Maryland, New Jersey, New York, Virginia and West Virginia.** **Approximately 94% of Weis Markets employees are paid an hourly wage. Its products sold include groceries, dairy products, frozen foods, meats, seafood, fresh produce, floral, pharmacy services at certain locations, deli products, prepared foods, bakery products, beer and wine, fuel, and general merchandise items, such as health and beauty care and household products. The store product selection includes national, local and private brands and the Company promotes competitive pricing by using Low, Low Prices; Price Locks; Weekly Hot Buys; senior and military discounts; and Loyalty Rewards program. The Loyalty Rewards program includes reward points that may be redeemed for discounts on items in store, at one of the Company’s fuel stations or one of its third-party fuel station partners.

Current wording

Weis Markets is a conventional supermarket chain that currently operates 201 retail stores with over 22 thousand employees located in Pennsylvania and six surrounding states: Delaware, Maryland, New Jersey, New York, Virginia and West Virginia.** **Approximately 94% of Weis Markets employees are paid an hourly wage. Its products sold include groceries, dairy products, frozen foods, meats, seafood, fresh produce, floral, pharmacy services at certain locations, deli products, prepared foods, bakery products, beer and wine, fuel, and general merchandise items, such as health and beauty care and household products. The store product selection includes national, local and private brands and the Company promotes competitive pricing by using Low, Low Prices; Price Locks; Weekly Hot Buys; senior and military discounts; and Loyalty Rewards program. The Loyalty Rewards program includes reward points that may be redeemed for discounts on items in store, at one of the Company’s fuel stations or one of its third-party fuel station partners.

Previous wording

The Company has provided additional product offerings and customer conveniences such as “Weis 2 Go Online,” currently offered at 196 store locations. “Weis 2 Go Online” allows the customer to order on-line and have their order delivered or picked up at an expedient store drive-thru. The Company also currently offers home delivery to customers at all 202 of its locations via multiple grocery delivery partners.

Current wording

The Company has provided additional product offerings and customer conveniences such as “Weis 2 Go Online,” currently offered at 194 store locations. “Weis 2 Go Online” allows the customer to order on-line and have their order delivered or picked up at an expedient store drive-thru. The Company also currently offers home delivery to customers at all 201 of its locations via multiple grocery delivery partners.

Previous wording

Year-over-year and sequential comparisons are the primary calculations used to analyze operating results, however, due to fluctuations caused by declining government benefits, pharmacy sales growth, and inflationary trends in the food retail industry, management believes it is necessary to provide a Two-Year Stacked Comparable Store Sales analysis. The following tables provide the two-year stacked comparable store sales, including and excluding fuel, for the periods ended June 27, 2026, and June 28, 2025, as well as periods ended June 28, 2025, and June 29, 2024, respectively. Comparable store sales increased 2.3 percent on an individual year-over-year basis and increased 4.1 percent on a two-year stacked basis for the thirteen weeks ended June 27, 2026. Comparable store sales increased 2.2 percent on an individual year-over-year basis and increased 3.6 percent on a two-year stacked basis for the twenty-six weeks ended June 27, 2026.

Current wording

Year-over-year and sequential comparisons are the primary calculations used to analyze operating results, however, due to fluctuations caused by declining government benefits, pharmacy sales growth, and inflationary trends in the food retail industry, management believes it is necessary to provide a Two-Year Stacked Comparable Store Sales analysis. The following tables provide the two-year stacked comparable store sales, including and excluding fuel, for the periods ended September 26, 2026 and September 27, 2025, as well as periods ended September 27, 2025 and September 28, 2024, respectively. Comparable store sales increased 1.3 percent on an individual year-over-year basis and increased 3.8 percent on a two-year stacked basis for the thirteen weeks ended September 26, 2026. Comparable store sales increased 1.9 percent on an individual year-over-year basis and increased 3.6 percent on a two-year stacked basis for the thirty-nine weeks ended September 26, 2026.

Previous wording

When calculating the percentage change in comparable store sales, the Company defines a new store to be comparable after it has been in operation for five full fiscal quarters. Relocated stores and stores with expanded square footage are included in comparable store sales since these units are located in existing markets and are open during construction.

Current wording

When calculating the percentage change in comparable store sales, the Company defines a new store to be comparable after it has been in operation for five full fiscal quarters. Relocated stores and stores with expanded square footage are included in comparable store sales since these units are located in existing markets and are open during construction. Planned store dispositions are excluded from the calculation. The Company only includes retail food stores in the calculation.

Previous wording

According to the latest U.S. Bureau of Labor Statistics’ report, the Seasonally Adjusted Food-at-Home Consumer Price Index increased 0.9% and 0.1% for the thirteen week periods ended June 27, 2026 and June 28, 2025, respectively. The Seasonally Adjusted Food-at-Home Consumer Price Index increased 1.4% and 1.1% for the twenty-six week periods ended June 27, 2026 and June 28, 2025, respectively. According to the U.S. Department of Energy, the average price of gasoline in the Central Atlantic States increased 31.9% or $1.06 per gallon in the thirteen weeks ended June 27, 2026, compared to the same period in 2025. The average price of gasoline in the Central Atlantic States increased 14.9% or $0.50 per gallon in the first twenty-six weeks of 2026 when compared to the same period in 2025. Although the U.S. Bureau of Labor Statistics’ and the U.S. Department of Energy indices may be reflective of broader trends, they will not necessarily be indicative of the Company’s actual results.

Current wording

According to the latest U.S. Bureau of Labor Statistics’ report, the Seasonally Adjusted Food-at-Home Consumer Price Index decreased 0.1% and increased 0.8% for the thirteen week periods ended September 26, 2026 and September 27, 2025, respectively. The Seasonally Adjusted Food-at-Home Consumer Price Index increased 1.3% and 1.9% for the thirty-nine week periods ended September 26, 2026 and September 27, 2025, respectively. According to the U.S. Department of Energy, the average price of gasoline in the Central Atlantic States increased 29.3% or $0.97 per gallon in the thirteen weeks ended September 26, 2026, compared to the same period in 2025. The average price of gasoline in the Central Atlantic States increased 19.7% or $0.65 per gallon in the first thirty-nine weeks of 2026 when compared to the same period in 2025. Although the U.S. Bureau of Labor Statistics’ and the U.S. Department of Energy indices may be reflective of broader trends, they will not necessarily be indicative of the Company’s actual results.

Previous wording

Total net sales increased 4.6% to $1.3 billion for the thirteen weeks ended June 27, 2026, from $1.2 billion for the thirteen weeks ended June 28, 2025. In the twenty-six weeks ended June 27, 2026, total net sales increased 4.6% to $2.5 billion from $2.4 billion in 2025.The increase in total net sales includes retail price inflation in grocery, pharmacy, fresh product categories and fuel. Comparable store sales for the thirteen weeks ended June 27, 2026, compared to the same period in 2025 increased 2.3% including fuel and decreased 0.4% excluding fuel. Comparable store sales for the twenty-six weeks ended June 27, 2026, compared to the same period in 2025 increased 2.2% including fuel and 0.4% excluding fuel.

Current wording

Total net sales increased 3.0% to $1.3 billion for the thirteen weeks ended September 26, 2026, from $1.2 billion for the thirteen weeks ended September 27, 2025. For the thirty-nine weeks ended September 26, 2026, total net sales increased 4.1% to $3.8 billion from $3.6 billion in 2025. The increase in total net sales includes retail price inflation in grocery, fresh product categories and fuel. Comparable store sales for the thirteen weeks ended September 26, 2026, compared to the same period in 2025 increased 1.3% including fuel and decreased 1.2% excluding fuel. Comparable store sales for the thirty-nine weeks ended September 26, 2026, compared to the same period in 2025 increased 1.9% including fuel and decreased 0.1% excluding fuel. Sales growth was driven primarily by higher fuel sales, partially offset by lower pharmacy, dairy, and produce sales. Pharmacy sales were adversely affected by the Inflation Reduction Act’s Medicare maximum fair price provisions, while dairy sales declined due to egg price deflation compared with the same period in 2025. Produce sales were negatively impacted by lower customer demand during the Cyclospora outbreak in the third quarter of 2026.

Previous wording

Although the Company experienced retail inflation and deflation in various commodities for the periods presented, the Company anticipates overall product costs to increase given the recent inflationary indicators in the food retail industry. Management cannot accurately measure the full impact of inflation or deflation on retail pricing due to changes in the types of merchandise sold between periods, shifts in customer buying patterns and the fluctuation of competitive factors. Management remains confident in its ability to generate long-term sales growth in a highly competitive environment, but also understands some competitors have greater financial resources and could use these resources to take measures which could adversely affect the Company’s competitive position.

Current wording

Although the Company experienced retail inflation and deflation across various commodities during the periods presented, the Company expects these trends to continue to vary by category. Inflationary pressures in certain food categories may be partially offset by anticipated pharmacy deflation resulting from the Inflation Reduction Act’s Medicare maximum fair price provisions and moderating fuel prices. Management cannot accurately measure the full impact of inflation or deflation on retail pricing due to changes in the types of merchandise sold between periods, shifts in customer buying patterns and the fluctuation of competitive factors. Management remains confident in its ability to generate long-term sales growth in a highly competitive environment, but also understands some competitors have greater financial resources and could use these resources to take measures which could adversely affect the Company’s competitive position.

Previous wording

Gross profit on sales increased 7.1% and 8.9% for the thirteen and twenty-six weeks ended June 27, 2026, respectively, compared to the same period in 2025. Gross profit margin increased 0.5% and 1.0% for the thirteen and twenty-six weeks ended June 27, 2026, respectively, when compared to the same period in 2025.

Current wording

Gross profit on sales increased 5.8% and 7.8% for the thirteen and thirty-nine weeks ended September 26, 2026, respectively, compared to the same period in 2025. Gross profit margin increased 0.7% and 0.9% for the thirteen and thirty-nine weeks ended September 26, 2026, respectively, when compared to the same period in 2025.

Previous wording

Non-cash LIFO inventory valuation adjustments represent expense of $770 thousand in the first twenty-six weeks of 2026 compared to expense of $99 thousand in the same period in 2025. Although the Company experienced cost inflation and deflation in various commodities for the periods presented, the Company anticipates overall product costs to increase given the recent inflationary trends in the food retail industry.

Current wording

Non-cash LIFO inventory valuation adjustments represent expense of $926 thousand in the first thirty-nine weeks of 2026 compared to expense of $329 thousand in the same period in 2025. Although the Company experienced cost inflation and deflation across various commodities during the periods presented, the Company expects these trends to continue to vary by category. Inflationary pressures in certain food categories may be partially offset by anticipated pharmacy deflation resulting from the Inflation Reduction Act’s Medicare maximum fair price provisions and moderating fuel costs.

Previous wording

Employee expenses such as wages, employer paid taxes, health care benefits and retirement plans, comprise approximately 58.4% of the total “Operating, general and administrative expenses.” As a percent of sales, direct store labor remained unchanged for the thirteen weeks and increased 0.1% for the twenty-six weeks ended June 27, 2026 when compared to the same period in 2025.

Current wording

Employee expenses such as wages, employer paid taxes, health care benefits and retirement plans, comprise approximately 58.5% of the total “Operating, general and administrative expenses.” As a percent of sales, direct store labor increased 0.1% for the thirteen and thirty-nine week periods ended September 26, 2026 when compared to the same period in 2025.

Previous wording

Depreciation and amortization expense included in “Operating,** general and administrative expenses” totaled $28.9 million, or 2.3% of net sales, for the thirteen weeks ended June 27, 2026, compared to $27.7 million, or 2.3% of net sales, for the thirteen weeks ended June 28, 2025. For the twenty-six weeks ended June 27, 2026, depreciation and amortization expense was $57.4 million, or 2.3% of net sales, compared to $54.4 million, or 2.3% of net sales, for the twenty-six weeks ended June 28, **2025. See the Liquidity and Capital Resources section for further information regarding the Company’s capital expenditure program.

Current wording

Depreciation and amortization expense included in “Operating,** general and administrative expenses” totaled $28.5 million, or 2.2% of net sales, for the thirteen weeks ended September 26, 2026, compared to $28.7 million, or 2.3% of net sales, for the thirteen weeks ended September 27, 2025. For the thirty-nine weeks ended September 26, 2026, depreciation and amortization expense was $85.9 million, or 2.3% of net sales, compared to $83.1 million, or 2.3% of net sales, for the thirty-nine weeks ended September 27, **2025. See the Liquidity and Capital Resources section for further information regarding the Company’s capital expenditure program.

Previous wording

Operating, general and administrative expenses, as a percent of sales, increased for both the thirteen and twenty-six weeks ended June 27, 2026, compared to the same periods in 2025. The increase was primarily attributable to higher employee costs, including wages and incentive compensation, increased outside services and repair expenses, driven by higher IT expenses and financial service fees, higher fixed expenses due to depreciation associated with new stores opened in 2025, and increased utility costs due to higher electricity rates. In 2025, the Company received and recognized an offset to operating expenses for $2.7 million in payments to settle and monetize legal claims related to being overcharged as a merchant for prior years of credit card interchange fees.

Current wording

Operating, general and administrative expenses, as a percent of sales, increased for both the thirteen and thirty-nine weeks ended September 26, 2026, compared to the same periods in 2025. The increases were primarily attributable to higher employee costs, including wages and incentive compensation, higher outside services and repair expenses, including IT expenses and financial service fees, and increased utility costs due to higher electricity rates. Fixed expenses for the thirteen-week period decreased primarily due to lower workers’ compensation reserves and depreciation expense, partially offset by higher depreciation associated with new stores opened in 2025. For the thirty-nine-week period, fixed expenses increased primarily due to higher depreciation associated with new stores opened in 2025. In 2025, the Company recognized a $2.7 million reduction to operating expenses from the settlement and monetization of legal claims related to credit card interchange fees overcharged by payment card networks in prior years.

Previous wording

The effective income tax rate was 25.5% and 25.2% for the twenty-six weeks ended June 27, 2026 and June 28, 2025, respectively. The effective income tax rate differed from the federal statutory rate, primarily due to the effect of state taxes and limitation on the deductibility of executive compensation.

Current wording

The effective income tax rate was 25.7% and 24.9% for the thirty-nine weeks ended September 26,** **2026 and September 27, 2025, respectively. The effective income tax rate differed from the federal statutory rate, primarily due to the effect of state taxes and limitation on the deductibility of executive compensation.

Previous wording

The primary source of cash is cash flows generated from operations. In addition, the Company has access to a revolving credit agreement entered into on September 1, 2016, and last amended on September 29, 2023, with Wells Fargo Bank, N.A. (the “Credit Agreement”). The Credit Agreement matures on October 1, 2027, and provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of June 27, 2026, the availability under the Credit Agreement was $23.3 million, net of $6.7 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Current wording

The primary source of cash is cash flows generated from operations. In addition, the Company has access to a revolving credit agreement entered into on September 1, 2016, and last amended on October 29, 2026, with Wells Fargo Bank, N.A. (the “Credit Agreement”). The Credit Agreement matures on October 1, 2030, and provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of September 26, 2026, the availability under the Credit Agreement was $23.9 million, net of $6.1 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Previous wording

The Company’s investment portfolio consists of high-grade corporate and municipal bonds with maturity dates between one and thirty years and commercial paper. The portfolio totaled $104.5 million as of June 27, 2026. Management anticipates maintaining the investment portfolio but has the ability to liquidate if needed.

Current wording

The Company’s investment portfolio consists of high-grade corporate and municipal bonds with maturity dates between one and thirty years and commercial paper. The portfolio totaled $101.0 million as of September 26, 2026. Management anticipates maintaining the investment portfolio but has the ability to liquidate if needed.

Previous wording

Cash flows from operating activities increased $33.9 million in the first twenty-six weeks of 2026 compared to the same period in 2025. This increase was primarily driven by higher net income and lower liabilities, including incentive accruals and income taxes, and by higher inventories.

Current wording

Cash flows from operating activities increased $31.9 million in the first thirty-nine weeks of 2026 compared to the same period in 2025. This increase was primarily driven by higher net income anddecreased accounts receivable and prepaid expenses.

Previous wording

The $60.5 million decrease in cash flow from investing activities in the first twenty-six weeks of 2026, compared to the same period in 2025, was primarily due to lower sales of marketable securities in 2026 following the $140.0 million share purchase in June 2025.

Current wording

The $28.4 million decreasein cash flow from investing activities in the first thirty-nine weeks of 2026, compared to the same period in 2025, was primarily due to lower sales of marketable securities in 2026 following thesale of marketable securities used to partially fund the$140.0 million share purchase in June 2025.

Previous wording

Cash flows from financing activities increased $141.5 million in the first twenty-six weeks of 2026 compared to the same period in 2025 primarily due to the $140.0 million share purchase in June 2025. The Company paid dividends of $16.8 million and $18.3 million in the first twenty-six weeks of 2026 and 2025, respectively.

Current wording

Cash flows from financing activities increased $141.5 million in the first thirty-nine weeks of 2026 compared to the same period in 2025 primarily due to the $140.0 million share purchase in June 2025. The Company paid dividends of $25.2 million and $26.7 million in the first thirty-nine weeks of 2026 and 2025, respectively.