10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________________

Form 10-Q

(Mark One)
☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 26, 2020

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 1-6544

________________

Sysco Corporation

(Exact name of registrant as specified in its charter)

Delaware	74-1648137
(State or other jurisdiction of incorporation or organization)	(IRS employer identification number)

1390 Enclave Parkway, Houston, Texas 77077-2099

(Address of principal executive offices and zip code)

Registrant’s Telephone Number, Including Area Code:

(281) 584-1390

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, $1.00 Par Value	SYY	New York Stock Exchange
1.25% Notes due June 2023	SYY 23	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ    No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ    No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	☑	Accelerated Filer	☐
Non-accelerated Filer	☐	Smaller Reporting Company	☐
(Do not check if a smaller reporting company)		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐    No þ

509,358,649 shares of common stock were outstanding as of October 16, 2020.

TABLE OF CONTENTS

	PART I – FINANCIAL INFORMATION	Page No.
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	43
Item 4.	Controls and Procedures	44
	PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
Item 3.	Defaults Upon Senior Securities	45
Item 4.	Mine Safety Disclosures	45
Item 5.	Other Information	45
Item 6.	Exhibits	45
Signatures		48

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

Sysco Corporation and its Consolidated Subsidiaries

CONSOLIDATED BALANCE SHEETS

(In thousands, except for share data)

	Sep. 26, 2020		Jun. 27, 2020
ASSETS
Current assets
Cash and cash equivalents	$	5,985,532	$	6,059,427
Accounts receivable, less allowances of $265,597 and $334,810	3,106,466		2,893,551
Inventories	3,134,732		3,095,085
Prepaid expenses and other current assets	197,074		192,163
Income tax receivable	9,294		108,006
Total current assets	12,433,098		12,348,232
Plant and equipment at cost, less accumulated depreciation	4,404,597		4,458,567
Other long-term assets
Goodwill	3,794,152		3,732,469
Intangibles, less amortization	776,598		780,172
Deferred income taxes	228,234		194,115
Operating lease right-of-use assets, net	621,307		603,616
Other assets	483,572		511,095
Total other long-term assets	5,903,863		5,821,467
Total assets	$	22,741,558	$	22,628,266
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Notes payable	$	5,408	$	2,266
Accounts payable	4,035,332		3,447,065
Accrued expenses	1,697,995		1,616,289
Accrued income taxes	—		2,938
Current operating lease liabilities	108,704		107,167
Current maturities of long-term debt	1,320,628		1,542,128
Total current liabilities	7,168,067		6,717,853
Long-term liabilities
Long-term debt	12,422,780		12,902,485
Deferred income taxes	54,011		86,601
Long-term operating lease liabilities	545,485		523,496
Other long-term liabilities	1,217,227		1,204,953
Total long-term liabilities	14,239,503		14,717,535
Noncontrolling interest	33,977		34,265
Shareholders’ equity
Preferred stock, par value $1 per share Authorized 1,500,000 shares, issued none	—		—
Common stock, par value $1 per share Authorized 2,000,000,000 shares, issued 765,174,900 shares	765,175		765,175
Paid-in capital	1,534,281		1,506,901
Retained earnings	10,546,598		10,563,008
Accumulated other comprehensive loss	(1,612,386)		(1,710,881)
Treasury stock at cost, 256,075,772 and 256,915,825 shares	(9,933,657)		(9,965,590)
Total shareholders’ equity	1,300,011		1,158,613
Total liabilities and shareholders’ equity	$	22,741,558	$	22,628,266

Note: The June 27, 2020 balance sheet has been derived from the audited financial statements at that date.

See Notes to Consolidated Financial Statements

1

Sysco Corporation and its Consolidated Subsidiaries

CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)

(In thousands, except for share and per share data)

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Sales	$	11,777,379	$	15,303,005
Cost of sales	9,557,534		12,359,635
Gross profit	2,219,845		2,943,370
Operating expenses	1,800,266		2,275,052
Operating income	419,579		668,318
Interest expense	146,717		83,335
Other expense (income), net	14,124		3,112
Earnings before income taxes	258,738		581,871
Income taxes	41,838		128,090
Net earnings	$	216,900	$	453,781
Net earnings:
Basic earnings per share	$	0.43	$	0.88
Diluted earnings per share	0.42		0.87
Average shares outstanding	509,127,405		513,496,296
Diluted shares outstanding	510,738,760		518,761,456

See Notes to Consolidated Financial Statements

2

Sysco Corporation and its Consolidated Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(In thousands)

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Net earnings	$	216,900	$	453,781
Other comprehensive income (loss):
Foreign currency translation adjustment	113,140		(126,159)
Items presented net of tax:
Amortization of cash flow hedges	2,155		2,155
Change in net investment hedges	(11,261)		30,000
Change in cash flow hedges	(12,967)		9,259
Amortization of prior service cost	137		1,428
Amortization of actuarial loss	7,765		6,683
Change in marketable securities	(474)		933
Total other comprehensive income (loss)	98,495		(75,701)
Comprehensive income	$	315,395	$	378,080

See Notes to Consolidated Financial Statements

3

Sysco Corporation and its Consolidated Subsidiaries

CHANGES IN CONSOLIDATED SHAREHOLDERS’ EQUITY

(In thousands, except for share data)

								Accumulated Other Comprehensive Loss
	Common Stock			Paid-in Capital		Retained Earnings				Treasury Stock
	Shares	Amount								Shares	Amounts		Totals
Balance as of June 27, 2020	765,174,900	$	765,175	$	1,506,901	$	10,563,008	$	(1,710,881)	256,915,825	$	(9,965,590)	$	1,158,613
Net earnings						216,900							216,900
Foreign currency translation adjustment								113,140					113,140
Amortization of cash flow hedges, net of tax								2,155					2,155
Change in cash flow hedges, net of tax								(12,967)					(12,967)
Change in net investment hedges, net of tax								(11,261)					(11,261)
Reclassification of pension and other postretirement benefit plans amounts to net earnings, net of tax								7,902					7,902
Change in marketable securities, net of tax								(474)					(474)
Adoption of ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), net of tax						(2,068)							(2,068)
Dividends declared ($0.45 per common share)						(231,242)							(231,242)
Share-based compensation awards				27,380						(840,053)	31,933		59,313
Balance as of September 26, 2020	765,174,900	$	765,175	$	1,534,281	$	10,546,598	$	(1,612,386)	256,075,772	$	(9,933,657)	$	1,300,011
								Accumulated Other Comprehensive Loss
	Common Stock			Paid-in Capital		Retained Earnings				Treasury Stock
	Shares	Amount								Shares	Amounts		Totals
Balance as of June 29, 2019	765,174,900	$	765,175	$	1,457,419	$	11,229,679	$	(1,599,729)	252,297,926	$	(9,349,941)	$	2,502,603
Net earnings						453,781							453,781
Foreign currency translation adjustment								(126,159)					(126,159)
Amortization of cash flow hedges, net of tax								2,155					2,155
Change in cash flow hedges, net of tax								9,259					9,259
Change in net investment hedges, net of tax								30,000					30,000
Reclassification of pension and other postretirement benefit plans amounts to net earnings, net of tax								8,111					8,111
Change in marketable securities, net of tax								933					933
Adoption of ASU 2016-02, Leases (Topic 842), net of tax						1,978							1,978
Dividends declared ($0.39 per common share)						(198,605)							(198,605)
Treasury stock purchases										4,587,397	(347,867)		(347,867)
Share-based compensation awards				33,242						(2,574,697)	85,317		118,559
Balance as of September 28, 2019	765,174,900	$	765,175	$	1,490,661	$	11,486,833	$	(1,675,430)	254,310,626	$	(9,612,491)	$	2,454,748

See Notes to Consolidated Financial Statements

4

Sysco Corporation and its Consolidated Subsidiaries

CONSOLIDATED CASH FLOWS (Unaudited)

(In thousands)

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Cash flows from operating activities:
Net earnings	$	216,900	$	453,781
Adjustments to reconcile net earnings to cash provided by operating activities:
Share-based compensation expense	25,834		21,386
Depreciation and amortization	180,520		187,405
Operating lease asset amortization	27,379		26,925
Amortization of debt issuance and other debt-related costs	6,554		4,920
Deferred income taxes	(53,579)		(25,494)
Provision for losses on receivables	(77,790)		18,712
Loss on sale of business	12,043		—
Other non-cash items	(6,641)		2,295
Additional changes in certain assets and liabilities, net of effect of businesses acquired:
Increase in receivables	(111,261)		(236,136)
Increase in inventories	(23,320)		(186,331)
Decrease (increase) in prepaid expenses and other current assets	5,577		(30,133)
Increase (decrease) in accounts payable	577,013		(38,894)
Increase (decrease) in accrued expenses	56,042		(92,661)
Decrease in operating lease liabilities	(31,167)		(30,597)
Increase in accrued income taxes	98,712		89,467
Decrease in other assets	7,187		3,141
Increase in other long-term liabilities	20,911		3,793
Net cash provided by operating activities	930,914		171,579
Cash flows from investing activities:
Additions to plant and equipment	(75,539)		(175,728)
Proceeds from sales of plant and equipment	7,064		4,902
Acquisition of businesses, net of cash acquired	—		(74,814)
Purchase of marketable securities	(26,557)		(4,002)
Proceeds from sales of marketable securities	12,166		3,018
Net cash used for investing activities	(82,866)		(246,624)
Cash flows from financing activities:
Bank and commercial paper borrowings, net	3,110		533,400
Other debt borrowings	6,159		31,789
Other debt repayments	(762,858)		(16,139)
Proceeds from stock option exercises	31,933		85,317
Treasury stock purchases	—		(349,314)
Dividends paid	(228,714)		(200,037)
Other financing activities	(457)		(22,311)
Net cash (used for) provided by financing activities	(950,827)		62,705
Effect of exchange rates on cash, cash equivalents and restricted cash	17,095		(5,485)
Net decrease in cash, cash equivalents and restricted cash	(85,684)		(17,825)
Cash, cash equivalents and restricted cash at beginning of period	6,095,570		532,245
Cash, cash equivalents and restricted cash at end of period	$	6,009,886	$	514,420
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest	$	104,879	$	84,407
Income taxes	6,851		70,013

See Notes to Consolidated Financial Statements

5

Sysco Corporation and its Consolidated Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

Unless this Form 10-Q indicates otherwise or the context otherwise requires, the terms “we,” “our,” “us,” “Sysco,” or “the company” as used in this Form 10-Q refer to Sysco Corporation together with its consolidated subsidiaries and divisions.

1.  BASIS OF PRESENTATION

The consolidated financial statements have been prepared by the company, without audit. The financial statements include consolidated balance sheets, consolidated results of operations, consolidated statements of comprehensive income, changes in consolidated shareholders’ equity and consolidated cash flows. In the opinion of management, all adjustments, which consist of normal recurring adjustments, except as otherwise disclosed, necessary to present fairly the financial position, results of operations, comprehensive income, cash flows and changes in shareholders’ equity for all periods presented have been made.

These financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 27, 2020. Sysco’s fiscal year ends on the Saturday nearest to June 30th. This results in a 53-week year ending July 3, 2021 for fiscal 2021. Certain footnote disclosures included in annual financial statements prepared in accordance with generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to applicable rules and regulations for interim financial statements.

Supplemental Cash Flow Information

The following table sets forth the company’s reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statement of cash flows:

	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Cash and cash equivalents	$	5,985,532	$	455,482
Restricted cash (1)	24,354		58,938
Total cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows	$	6,009,886	$	514,420

(1)Restricted cash primarily represents cash and cash equivalents of Sysco’s wholly owned captive insurance subsidiary, restricted for use to secure the insurer’s obligations for workers’ compensation, general liability and auto liability programs. Restricted cash is located within other assets in each consolidated balance sheet.

2. CHANGES IN ACCOUNTING

Financial Instruments - Credit Losses

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. Sysco adopted this ASU as of June 28, 2020, the first day of fiscal 2021, with no significant impact to the company's financial statements.

Implementation Costs Incurred in a Cloud Computing Arrangement

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract, which aligns the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The guidance amends Accounting Standards Codification (ASC) 350 to include in its scope implementation costs of a cloud computing arrangement that is a service contract and clarifies that a customer should apply ASC 350 to determine which implementation costs should be capitalized in such a cloud computing arrangement. Sysco adopted this ASU on June 28, 2020 on a prospective basis with no effect on the company’s financial statements.

6

3. REVENUE

The company recognizes revenues when its performance obligations are satisfied in an amount that reflects the consideration Sysco expects to be entitled to receive in exchange for those goods and services. After completion of Sysco’s performance obligations, the company has an unconditional right to consideration as outlined in its contracts with customers. Sysco’s customer receivables will generally be collected in less than 30 days in accordance with the underlying payment terms. Customer receivables, which are included in accounts receivable, less allowances in the consolidated balance sheet, were $2.9 billion and $2.7 billion as of September 26, 2020 and June 27, 2020, respectively.

Sysco has certain customer contracts in which upfront monies are paid to its customers. These payments have become industry practice and are not related to financing of the customer’s business. They are not associated with any distinct good or service to be received from the customer and, therefore, are treated as a reduction of transaction prices. All upfront payments are capitalized in other assets and amortized over the life of the contract or the expected life of the relationship with the customer. As of September 26, 2020, Sysco’s contract assets were not significant. Sysco has no significant commissions paid that are directly attributable to obtaining a particular contract.

The following tables present our sales disaggregated by reportable segment and sales mix for the company’s principal product categories for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	1,491,000	$	314,172	$	428,919	$	—	$	2,234,091
Canned and dry products	1,391,218		391,578		29,573		—		1,812,369
Frozen fruits, vegetables, bakery and other	1,048,833		426,565		256,787		—		1,732,185
Poultry	830,775		179,026		216,635		—		1,226,436
Dairy products	819,493		232,956		147,029		—		1,199,478
Fresh produce	767,097		170,538		64,982		—		1,002,617
Paper and disposables	677,321		90,709		179,174		11,638		958,842
Seafood	481,717		88,567		25,096		—		595,380
Beverage products	179,652		77,466		148,591		11,210		416,919
Other (1)	234,427		192,116		27,362		145,157		599,062
Total Sales	$	7,921,533	$	2,163,693	$	1,524,148	$	168,005	$	11,777,379

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

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	13-Week Period Ended Sep. 28, 2019
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	2,075,300	$	412,155	$	381,377	$	—	$	2,868,832
Canned and dry products	1,898,889		586,625		37,190		—		2,522,704
Frozen fruits, vegetables, bakery and other	1,449,218		552,014		254,455		—		2,255,687
Dairy products	1,148,381		312,178		145,921		—		1,606,480
Poultry	1,090,106		218,600		204,269		—		1,512,975
Fresh produce	998,164		257,758		60,933		—		1,316,855
Paper and disposables	719,540		98,342		168,436		17,373		1,003,691
Seafood	685,410		149,590		24,855		—		859,855
Beverage products	290,785		132,852		143,679		24,329		591,645
Other (1)	302,840		192,274		25,879		243,288		764,281
Total Sales	$	10,658,633	$	2,912,388	$	1,446,994	$	284,990	$	15,303,005

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

Credit Risk

Sysco is potentially subject to group concentrations of credit risk with respect to accounts receivable, as large amounts of the company’s trade receivables are concentrated on customers within the food away from home industry across North America and Europe. The prolonged disruption of Sysco’s customers’ businesses due to the COVID-19 pandemic has created additional bad debt risk for the company.

Sysco determines the past due status of trade receivables based on contractual terms with each customer, evaluates the collectability of accounts receivable and determines the appropriate reserve for doubtful accounts or the uncollectible receivables to be written off. Many of Sysco’s customers, including those in the restaurant, hospitality and education segments, are operating at a substantially reduced volume due to governmental requirements for closures or other social-distancing measures and a portion of Sysco’s customers are closed. Some of these customers have ceased paying their outstanding receivables, creating uncertainty as to their collectability. To calculate the ending reserve needed, the company estimated uncollectible amounts based on the current collection experience and by applying write-off percentages based on historical loss experience, including loss experience during times of local and regional disasters. The COVID-19 pandemic is more widespread and longer in duration than historical disasters impacting our business, and it is possible that actual uncollectible amounts will differ.

In the first quarter of fiscal 2021, Sysco recognized a net $77.8 million benefit on its provision for losses on receivables. In the third and fourth quarters of fiscal 2020, the company experienced an increase in past due receivables and recognized additional bad debt charges on its trade receivables that were outstanding at the time the pandemic caused closures among our customers in mid-March 2020. These receivables were all created in fiscal 2020 and are referred to as pre-pandemic receivables. In the first quarter of fiscal 2021, collections of the company’s pre-pandemic receivables have improved, and its reserve for doubtful accounts has been reduced accordingly, resulting in a $98.6 million benefit. Additional reserves of $20.8 million were recorded in the first quarter of fiscal 2021 for receivables relating to periods beginning after the onset of the COVID-19 pandemic.

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4.  FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). The accounting guidance includes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows:

•Level 1 – Unadjusted quoted prices for identical assets or liabilities in active markets;

•Level 2 – Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability; and

•Level 3 – Unobservable inputs for the asset or liability, which include management’s own assumption about the assumptions market participants would use in pricing the asset or liability, including assumptions about risk.

Sysco’s policy is to invest in only high-quality investments. Cash equivalents primarily include cash deposits, time deposits, certificates of deposit, commercial paper, high-quality money market funds and all highly liquid instruments with original maturities of three months or less.

The following is a description of the valuation methodologies used for assets and liabilities measured at fair value:

•Cash deposits included in cash equivalents are valued at amortized cost, which approximates fair value. These are included within cash equivalents as a Level 1 measurement in the tables below.

•Time deposits and commercial paper included in cash equivalents are valued at amortized cost, which approximates fair value. These are included within cash equivalents as a Level 2 measurement in the tables below.

•Money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. These are included within cash equivalents as Level 1 measurements in the tables below.

•Fixed income securities are valued using evaluated bid prices based on a compilation of observable market information or a broker quote in a non-active market. Inputs used vary by type of security, but include spreads, yields, rate benchmarks, rate of prepayment, cash flows, rating changes and collateral performance and type.

•The interest rate swap agreements are valued using a swap valuation model that utilizes an income approach using observable market inputs including interest rates, LIBOR swap rates and credit default swap rates.

•The foreign currency swap agreements, including cross-currency swaps, are valued using a swap valuation model that utilizes an income approach applying observable market inputs including interest rates, LIBOR swap rates for U.S. dollars, Canadian dollars, pound sterling and euro currencies, and credit default swap rates.

•Foreign currency forwards are valued based on exchange rates quoted by domestic and foreign banks for similar instruments.

•Fuel swap contracts are valued based on observable market transactions of forward commodity prices.

The fair value of the company’s marketable securities are all measured using inputs that are considered a Level 2 measurement, as they rely on quoted prices in markets that are not actively traded or observable inputs over the full term of the asset. The location and the fair value of the company’s marketable securities in the consolidated balance sheet are disclosed in Note 5, “Marketable Securities.” The fair value of the company’s derivative instruments are all measured using inputs that are considered a Level 2 measurement, as they are not actively traded and are valued using pricing models that use observable market quotations. The location and the fair value of derivative assets and liabilities designated as hedges in the consolidated balance sheet are disclosed in Note 6, “Derivative Financial Instruments.”

9

The following tables present the company’s assets measured at fair value on a recurring basis as of September 26, 2020 and June 27, 2020:

	Assets Measured at Fair Value as of Sep. 26, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,038,629	$	469,034	$	—	$	5,507,663
Other assets (1)	24,354		—		—		24,354
Total assets at fair value	$	5,062,983	$	469,034	$	—	$	5,532,017

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

	Assets Measured at Fair Value as of Jun. 27, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,245,487	$	300,200	$	—	$	5,545,687
Other assets (1)	36,143		—		—		36,143
Total assets at fair value	$	5,281,630	$	300,200	$	—	$	5,581,830

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

The carrying values of accounts receivable and accounts payable approximated their respective fair values due to their short-term maturities. The fair value of Sysco’s total debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered to the company for new debt with the same maturities as existing debt, and is considered a Level 2 measurement. The fair value of total debt was approximately $15.8 billion and $16.3 billion as of September 26, 2020 and June 27, 2020, respectively. The carrying value of total debt was $13.7 billion and $14.4 billion as of September 26, 2020 and June 27, 2020, respectively.

5. MARKETABLE SECURITIES

Sysco invests a portion of the assets held by its wholly owned captive insurance subsidiary in a restricted investment portfolio of marketable fixed income securities, which have been classified and accounted for as available-for-sale. The company includes fixed income securities maturing in less than twelve months within prepaid expenses and other current assets and includes fixed income securities maturing in more than twelve months within other assets in the accompanying

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consolidated balance sheets. The company records the amounts at fair market value, which is determined using quoted market prices at the end of the reporting period.

ASC 326 requires Sysco to estimate lifetime expected credit losses for all available-for-sale debt securities in an unrealized loss position by assessing credit indicators, including credit ratings, for the applicable securities. If the assessment indicates that an expected credit loss exists, the company determines the portion of the unrealized loss attributable to credit deterioration and records an allowance for the expected credit loss through the consolidated results of operations. Unrealized gains and any portion of a security’s unrealized loss attributable to non-credit losses are recorded in accumulated other comprehensive loss. There were no significant credit losses recognized in the first 13 weeks of fiscal 2021. The following table presents the company’s available-for-sale marketable securities as of September 26, 2020 and June 27, 2020:

	Sep. 26, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	88,593	$	3,524	$	(174)	$	91,943	$	17,762	$	74,181
Government bonds	33,265		5,035		(1)		38,299		—		38,299
Total marketable securities	$	121,858	$	8,559	$	(175)	$	130,242	$	17,762	$	112,480
	Jun. 27, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	78,651	$	4,064	$	—	$	82,715	$	18,233	$	64,482
Government bonds	28,633		4,919		—		33,552		—		33,552
Total marketable securities	$	107,284	$	8,983	$	—	$	116,267	$	18,233	$	98,034

The fixed income securities held at September 26, 2020 had effective maturities ranging from less than one year to approximately ten years. There were no significant realized gains or losses in marketable securities in the first quarter of fiscal 2021.

6.  DERIVATIVE FINANCIAL INSTRUMENTS

Sysco uses derivative financial instruments to enact hedging strategies for risk mitigation purposes; however, the company does not use derivative financial instruments for trading or speculative purposes. Hedging strategies are used to manage interest rate risk, foreign currency risk and fuel price risk.

Hedging of interest rate risk

Sysco manages its debt portfolio with interest rate swaps from time to time to achieve an overall desired position of fixed and floating rates. In the first quarter of fiscal 2021, Sysco settled some of its previously held interest rate swap contracts, which had a notional value of $750 million, due to the redemption of Sysco’s 2.60% senior notes.

Hedging of foreign currency risk

Sysco previously entered into cross-currency swap contracts to hedge the foreign currency transaction risk of certain intercompany loans. There were no credit-risk related contingent features associated with these swaps, which had been designated as cash flow hedges. In the first quarter of 2021, Sysco settled its cross-currency swaps, which had a notional value of £234 million. The company also previously used euro-bond denominated debt to hedge the foreign currency exposure of our net investment in certain foreign operations. Additionally, Sysco’s operations in Europe have inventory purchases denominated in currencies other than their functional currency, such as the euro, U.S. dollar, Polish zloty and Danish krone. These inventory

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purchases give rise to foreign currency exposure between the functional currency of each entity and these currencies. The company enters into foreign currency forward swap contracts to sell the applicable entity’s functional currency and buy currencies matching the inventory purchase, which operate as cash flow hedges of the company’s foreign currency-denominated inventory purchases.

Hedging of fuel price risk

Sysco uses fuel commodity swap contracts to hedge against the risk of the change in the price of diesel on anticipated future purchases. These swaps have been designated as cash flow hedges.

None of the company’s hedging instruments contain credit-risk-related contingent features. Details of outstanding hedging instruments as of September 26, 2020 are presented below:

Maturity Date of the Hedging Instrument	Currency / Unit of Measure	Notional Value
		(In millions)
Hedging of interest rate risk
July 2021	U.S. Dollar	500
June 2023	Euro	500
March 2025	U.S. Dollar	500
Hedging of foreign currency risk
Various (September 28, 2020 to October 2020)	Swedish Krona	57
Various (October 2020 to February 2021)	British Pound Sterling	7
June 2023	Euro	500
Hedging of fuel risk
Various (September 30, 2020 to December 2021)	Gallons	43

The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of September 26, 2020 and June 27, 2020 are as follows:

		Derivative Fair Value
	Balance Sheet location	Sep. 26, 2020		Jun. 27, 2020
		(In thousands)
Fair Value Hedges:
Interest rate swaps	Other current assets	$	4,013	$	1,388
Interest rate swaps	Other assets	62,594		69,782
Cash Flow Hedges:
Fuel swaps	Other current assets	$	455	$	233
Foreign currency forwards	Other current assets	753		1,063
Fuel swaps	Other assets	385		1,173
Cross currency swaps	Other assets	—		19,614
Fuel swaps	Other current liabilities	21,160		28,242
Foreign currency forwards	Other current liabilities	—		222

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Gains or losses recognized in the consolidated results of operations for cash flow hedging relationships are not significant for each of the periods presented. The location and amount of gains or losses recognized in the consolidated results of operations for fair value hedging relationships for each of the periods, presented on a pretax basis, are as follows:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Total amounts of income and expense line items presented in the consolidated results of operations in which the effects of fair value hedges are recorded	$	146,717	$	83,335
Gain or (loss) on fair value hedging relationships:
Interest rate swaps:
Hedged items	$	(9,998)	$	(24,736)
Derivatives designated as hedging instruments	3,457		8,857

    The losses on the fair value hedging relationships associated with the hedged items as disclosed in the table above are comprised of the following components for each of the periods presented:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Interest expense	$	(14,834)	$	(14,557)
Increase (decrease) in fair value of debt	(4,836)		10,179
Hedged items	$	(9,998)	$	(24,736)

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The location and effect of cash flow and net investment hedge accounting on the consolidated statements of comprehensive income for the 13-week periods ended September 26, 2020 and September 28, 2019, presented on a pretax basis, are as follows:

	13-Week Period Ended Sep. 26, 2020
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	2,891	Operating expense	$	(8,652)
Foreign currency contracts	(19,732)		Cost of sales / Other income	(2,692)
Total	$	(16,841)		$	(11,344)
Derivatives in net investment hedging relationships:
Foreign denominated debt	(36,550)		N/A	—
Total	$	(36,550)		$	—
	13-Week Period Ended Sep. 28, 2019
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	344	Operating expense	$	(3,406)
Foreign currency contracts	12,307		Cost of sales / Other income	2
Total	$	12,651		$	(3,404)
Derivatives in net investment hedging relationships:
Foreign currency contracts	$	20,852	N/A	$	—
Foreign denominated debt	21,450		N/A	—
Total	$	42,302		$	—

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The location and carrying amount of hedged liabilities in the consolidated balance sheet as of September 26, 2020 are as follows:

	Sep. 26, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(499,678)	$	(4,198)
Long-term debt	(1,064,374)		(62,594)

The location and carrying amount of hedged liabilities in the consolidated balance sheet as of June 27, 2020 are as follows:

	Jun. 27, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(749,924)	$	(1,388)
Long-term debt	(1,563,636)		(70,239)

7. DEBT

The company has a $2.0 billion long-term revolving credit facility that expires on June 28, 2024, subject to extension. As of September 26, 2020, there were $700.0 million in borrowings outstanding under this facility. Sysco has a U.S. commercial paper program allowing the company to issue short-term unsecured notes in an aggregate amount not to exceed $2.0 billion. As of September 26, 2020, there were no commercial paper issuances outstanding under this program. Any outstanding amounts are classified within long-term debt, as the program is supported by the long-term revolving credit facility. Sysco’s United Kingdom-based subsidiary, Brake Bros Limited, has a separate U.K. commercial paper program for the purpose of issuing short-term, unsecured Sterling-denominated notes in an aggregate amount not to exceed £600.0 million. As of September 26, 2020, there were £600.0 million in aggregate principal amount of notes outstanding under this commercial paper program. The notes under this commercial paper program will mature on May 7, 2021 and are classified within current maturities of long-term debt. During the first 13 weeks of fiscal 2021, aggregate outstanding commercial paper issuances, borrowings under our long-term revolving credit facility and short-term bank borrowings ranged from approximately $1.4 billion to approximately $1.5 billion.

In September 2020, Sysco redeemed all $750 million of its outstanding 2.60% senior notes prior to the October 2020 maturity utilizing a combination of cash flow from operations and net proceeds from senior note issuances in fiscal 2020.

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8.  EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands, except for share and per share data)
Numerator:
Net earnings	$	216,900	$	453,781
Denominator:
Weighted-average basic shares outstanding	509,127,405		513,496,296
Dilutive effect of share-based awards	1,611,355		5,265,160
Weighted-average diluted shares outstanding	510,738,760		518,761,456
Basic earnings per share	$	0.43	$	0.88
Diluted earnings per share	$	0.42	$	0.87

The number of securities that were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive was approximately 6,110,000 and 3,321,000 for the first quarter of fiscal 2021 and fiscal 2020, respectively.

9.  OTHER COMPREHENSIVE INCOME

Comprehensive income is net earnings plus certain other items that are recorded directly to shareholders’ equity, such as foreign currency translation adjustment, changes in marketable securities, amounts related to certain hedging arrangements and amounts related to pension and other postretirement plans. Comprehensive income was $315.4 million and $378.1 million for the first quarter of fiscal 2021 and fiscal 2020, respectively.

A summary of the components of other comprehensive income (loss) and the related tax effects for each of the periods presented is as follows:

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		13-Week Period Ended Sep. 26, 2020
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	183	$	46	$	137
Amortization of actuarial loss, net	Other expense, net	10,353		2,588		7,765
Total reclassification adjustments		10,536		2,634		7,902
Foreign currency translation:
Foreign currency translation adjustment	N/A	113,140		—		113,140
Marketable securities:
Change in marketable securities (1)	N/A	(600)		(126)		(474)
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedge (3)	Operating expenses (2)	(16,841)		(3,874)		(12,967)
Change in net investment hedge	N/A	(20,399)		(9,138)		(11,261)
Total other comprehensive income before reclassification adjustments		(37,240)		(13,012)		(24,228)
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive income		$	88,710	$	(9,785)	$	98,495

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2021.

(2)Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

(3)Change in cash flow hedges includes the termination of some cash flow hedges, as described in Note 6, “Derivative Financial Instruments.”

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		13-Week Period Ended Sep. 28, 2019
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	1,905	$	477	$	1,428
Amortization of actuarial loss, net	Other expense, net	8,942		2,259		6,683
Total reclassification adjustments		10,847		2,736		8,111
Foreign currency translation:
Foreign currency translation adjustment	N/A	(126,159)		—		(126,159)
Marketable Securities:
Change in marketable securities (1)	N/A	1,181		248		933
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedges	Operating expenses (2)	12,651		3,392		9,259
Change in net investment hedges	N/A	42,302		12,302		30,000
Total other comprehensive income (loss) before reclassification adjustments		54,953		15,694		39,259
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive loss		$	(56,304)	$	19,397	$	(75,701)

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2020.

(2) Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

The following tables provide a summary of the changes in accumulated other comprehensive (loss) income for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of June 27, 2020	$	(1,265,714)	$	(402,384)	$	(49,878)	$	7,095	$	(1,710,881)
Equity adjustment from foreign currency translation	—		113,140		—		—		113,140
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		(11,261)		—		(11,261)
Change in cash flow hedge	—		—		(12,967)		—		(12,967)
Amortization of unrecognized prior service cost	137		—		—		—		137
Amortization of unrecognized net actuarial losses	7,765		—		—		—		7,765
Change in marketable securities	—		—		—		(474)		(474)
Balance as of Sep. 26, 2020	$	(1,257,812)	$	(289,244)	$	(71,951)	$	6,621	$	(1,612,386)

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	13-Week Period Ended Sep. 28, 2019
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of Jun. 29, 2019	$	(1,217,617)	$	(290,169)	$	(94,770)	2,827		$	(1,599,729)
Equity adjustment from foreign currency translation	—		(126,159)		—		—		(126,159)
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		30,000		—		30,000
Change in cash flow hedge	—		—		9,259		—		9,259
Amortization of unrecognized prior service cost	1,428		—		—		—		1,428
Amortization of unrecognized net actuarial losses	6,683		—		—		—		6,683
Change in marketable securities	—		—		—		933		933
Balance as of Sep. 28, 2019	$	(1,209,506)	$	(416,328)	$	(53,356)	$	3,760	$	(1,675,430)

10.  SHARE-BASED COMPENSATION

Sysco provides compensation benefits to employees under several share-based payment arrangements, including various long-term employee stock incentive plans and the 2015 Employee Stock Purchase Plan (ESPP).

Stock Incentive Plans

In the first quarter of fiscal 2021, options to purchase 1,868,184 shares were granted to employees. The fair value of each option award is estimated as of the date of grant using a Black-Scholes option pricing model. The weighted average grant-date fair value per option granted during the first quarter of fiscal 2021 was $13.44.

In the first quarter of fiscal 2021, 749,505 performance share units (PSUs) were granted to employees. Based on the jurisdiction in which the employee resides, some of these PSUs were granted with forfeitable dividend equivalents. The fair value of each PSU award granted with a dividend equivalent is based on the company’s stock price as of the date of grant. For PSUs granted without dividend equivalents, the fair value was reduced by the present value of expected dividends during the vesting period. The weighted average grant-date fair value per PSU granted during the first quarter of fiscal 2021 was $57.92. The PSUs will convert into shares of Sysco common stock at the end of the two-year performance period based on actual performance targets achieved, as well as the market-based return of Sysco’s common stock relative to that of each company within the S&P 500 index.

In the first quarter of fiscal 2021, 395,803 restricted stock units were granted to employees. The weighted average grant-date fair value per restricted stock unit granted during the first quarter of fiscal 2021 was $57.01.

Employee Stock Purchase Plan

Plan participants purchased 273,323 shares of common stock under the Sysco ESPP during the first quarter of fiscal 2021. The weighted average fair value per employee stock purchase right issued pursuant to the ESPP was $8.20 during the first quarter of fiscal 2021. The fair value of each stock purchase right is estimated as the difference between the stock price at the date of issuance and the employee purchase price.

All Share-Based Payment Arrangements

The total share-based compensation cost that has been recognized in results of operations was $25.8 million and $21.4 million for the first quarter of fiscal 2021 and fiscal 2020, respectively.

As of September 26, 2020, there was $143.7 million of total unrecognized compensation cost related to share-based compensation arrangements. This cost is expected to be recognized over a weighted-average period of 2.01 years.

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11.  INCOME TAXES

Effective Tax Rate

The effective tax rates for the first quarters of fiscal 2021 and 2020 were 16.17% and 22.01%, respectively. As compared to the company’s statutory tax rate, the lower effective tax rate for the first quarter of fiscal 2021 was impacted by (1) the $7.6 million tax benefit attributable to the sale of the stock of Cake Corporation, (2) the impact of changes in tax law in the U.K. of $5.5 million and, (3) the favorable impact of excess tax benefits of equity-based compensation that totaled $2.3 million. The lower effective tax rate for the first quarter of fiscal 2020 was primarily due to the favorable impact of excess tax benefits of equity-based compensation that totaled $15.7 million.

Uncertain Tax Positions

As of September 26, 2020, the gross amount of unrecognized tax benefit and related accrued interest was $20.4 million and $2.1 million, respectively. It is reasonably possible that the amount of the unrecognized tax benefit with respect to certain of the company’s unrecognized tax positions will increase or decrease in the next twelve months. At this time, an estimate of the range of the reasonably possible change cannot be made.

Other

The determination of the company’s provision for income taxes requires judgment, the use of estimates and the interpretation and application of complex tax laws. The company’s provision for income taxes reflects income earned and taxed in the various U.S. federal and state, as well as foreign jurisdictions. Tax law changes, increases or decreases in permanent book versus tax basis differences, accruals or adjustments of accruals for unrecognized tax benefits or valuation allowances, and the company’s change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate.

12.  COMMITMENTS AND CONTINGENCIES

Legal Proceedings

Sysco is engaged in various legal proceedings that have arisen but have not been fully adjudicated. The likelihood of loss for these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible to probable. When probable and reasonably estimable, the losses have been accrued. Although the final results of legal proceedings cannot be predicted with certainty, based on estimates of the range of potential losses associated with these matters, management does not believe the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect upon the consolidated financial position or results of operations of the company.

13.  BUSINESS SEGMENT INFORMATION

The company has aggregated certain of its operating segments into three reportable segments. “Other” financial information is attributable to the company’s other operating segments that do not meet the quantitative disclosure thresholds.

•U.S. Foodservice Operations – primarily includes U.S. Broadline operations, which distribute a full line of food products including custom-cut meat, seafood, specialty produce, specialty imports and a wide variety of non-food products;

•International Foodservice Operations – includes operations in the Americas and Europe, which distribute a full line of food products and a wide variety of non-food products. The Americas primarily consists of operations in Canada, Bahamas, Mexico, Costa Rica and Panama, as well as the company’s operations that distribute to international customers. The company’s European operations primarily consist of operations in the United Kingdom (U.K.), France, Ireland and Sweden;

•SYGMA – the company’s U.S. customized distribution subsidiary; and

•Other – primarily our hotel supply operations, Guest Worldwide. Sysco sold its interests in Cake Corporation in the first quarter of fiscal 2021.

The accounting policies for the segments are the same as those disclosed by Sysco for its consolidated financial statements. Corporate expenses generally include all expenses of the corporate office and Sysco’s shared services center. These also include all share-based compensation costs. During the fourth quarter of fiscal 2020, Sysco revised the way performance is

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assessed for the U.S. Foodservice Operations segment. As a result of this change, charges incurred by the company’s corporate and shared services center, to provide direct support functions to the U.S. Foodservice Operations reportable segment, have been reclassified from Corporate expenses into the U.S. Foodservice reportable segment. The segment information disclosed for the first quarter of fiscal 2021 reflects this change in reporting structure and the first quarter of fiscal 2020 results reflect $67.8 million of corporate expense reclassifications to conform with the current year presentation.

The following tables set forth certain financial information for Sysco’s reportable business segments.

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Sales:	(In thousands)
U.S. Foodservice Operations	$	7,921,533	$	10,658,633
International Foodservice Operations	2,163,693		2,912,388
SYGMA	1,524,148		1,446,994
Other	168,005		284,990
Total	$	11,777,379	$	15,303,005
	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Operating income (loss):	(In thousands)
U.S. Foodservice Operations	$	588,409	$	793,618
International Foodservice Operations	(537)		54,800
SYGMA	11,692		7,570
Other	(5)		10,137
Total segments	599,559		866,125
Corporate	(179,980)		(197,807)
Total operating income	419,579		668,318
Interest expense	146,717		83,335
Other expense (income), net	14,124		3,112
Earnings before income taxes	$	258,738	$	581,871

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

This discussion should be read in conjunction with our consolidated financial statements as of June 27, 2020, and for the fiscal year then ended, and Management’s Discussion and Analysis of Financial Condition and Results of Operations, both contained in our Annual Report on Form 10-K for the fiscal year ended June 27, 2020 (our fiscal 2020 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. This results in a 53-week year ending July 3, 2021 for fiscal 2021.

Sysco’s results of operations for fiscal 2021 and fiscal 2020 were impacted by restructuring and transformational project costs consisting of: (1) expenses associated with our various transformation initiatives; (2) severance and facility closure charges; and (3) restructuring charges. All acquisition-related costs in fiscal 2021 and fiscal 2020 that have been designated as Certain Items relate to the fiscal 2017 acquisition of Cucina Lux Investments Limited (the Brakes Acquisition). These include acquisition-related intangible amortization expense.

Fiscal 2021 results of operations were also positively impacted by the reduction of bad debt expense previously recognized in fiscal 2020 due to the unexpected impact of the COVID-19 pandemic on the collectability of our pre-pandemic trade receivable balances. Many of Sysco’s customers, including those in the restaurant, hospitality and education segments, are operating at a substantially reduced volume due to governmental requirements for closures or other social-distancing measures and a portion of Sysco’s customers are closed. Some of these customers ceased paying their outstanding receivables, creating uncertainty as to their collectability. We experienced an increase in past due receivables and recognized additional bad debt charges in the third and fourth quarters of fiscal 2020; however, collections have improved in fiscal 2021. We have estimated uncollectible amounts based on the current collection experience and by applying write-off percentages based on historical loss experience, including loss experience during times of local and regional disasters. The COVID-19 pandemic is more widespread and longer in duration than historical disasters impacting our business, and it is possible that actual uncollectible amounts will differ and additional charges may be required; however, if collections continue to improve, it is also possible that additional reductions in our bad debt reserve could occur. While Sysco traditionally incurs bad debt expense, the magnitude of such expenses and benefits that we have experienced is not indicative of our normal operations. Our adjusted results have not been normalized in a manner that would exclude the full impact of the COVID-19 pandemic on our business. As such, Sysco has not adjusted its results for lost sales, inventory write-offs or other costs associated with the COVID-19 pandemic not previously stated.

The fiscal 2021 and fiscal 2020 items discussed above are collectively referred to as “Certain Items.” The results of our foreign operations can be impacted by changes in exchange rates applicable to converting from local currencies to U.S. dollars. We measure our International Foodservice Operations results on a constant currency basis. Our discussion below of our results includes certain non-GAAP financial measures that we believe provide important perspective with respect to underlying business trends. Other than free cash flow, any non-GAAP financial measures will be denoted as adjusted measures and exclude the impact from Certain Items, and certain metrics are stated on a constant currency basis.

More information on the rationale for the use of non-GAAP financial measures and reconciliations to the most directly comparable numbers calculated in accordance with U.S. generally accepted accounting principles (GAAP) can be found under “Non-GAAP Reconciliations.”

During the fourth quarter of fiscal 2020, Sysco revised the way performance is assessed for the U.S. Foodservice Operations segment. As a result of this change, charges incurred by the company’s corporate office to provide direct support functions to the U.S. Foodservice Operations reportable segment have been reclassified from Corporate expenses into the U.S. Foodservice reportable segment. The segment information disclosed for fiscal 2021 reflects this change in reporting structure and prior year amounts have been reclassified to conform with the current year presentation.

Key Performance Indicators

Sysco seeks to meet its strategic goals by continually measuring its success in its key performance metrics that drive stakeholder value through sales growth and capital allocation and deployment. We believe the following are our most significant performance metrics:

•Adjusted operating income growth and adjusted operating income leverage (non-GAAP);

•Adjusted diluted earnings per share growth (non-GAAP);

•Case volume growth by customer type for U.S. Broadline operations;

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•Sysco brand penetration for U.S. Broadline operations;

•Free cash flow (non-GAAP); and

•Adjusted return on invested capital.

We use these financial metrics and related computations, as well as sales and gross profit growth, to evaluate our business and to plan for near-and long-term operating and strategic decisions. We believe it is useful to provide investors with the same financial information that we use internally to make comparisons of our historical operating results, identify trends in our underlying operating results and evaluate our business.

Highlights and Trends

Highlights

Our first quarter of fiscal 2021 results continue to be impacted by the COVID-19 pandemic; however, we produced positive free cash flow and with our overall expense management, we experienced a profitable quarter despite a 23% reduction in sales. We saw improvement in the overall sales environment throughout the quarter and remain focused upon serving our customers. Our business transformation is on track as Sysco continues to manage through the COVID-19 pandemic, and we are using the crisis as an opportunity to accelerate our strategic transformation, which is expected to help improve how we serve our customers, differentiate ourselves from the competition and transform our industry. Our strategic transformation priorities include acceleration of our work across our customer-facing tools and technology, sales transformation to improve selling effectiveness and provide a more customer-centric structure, regionalization of our U.S. Broadline business to enable us to operate with greater agility and efficiency as a company, and the reduction of permanent costs from the business. All of these are expected to enable us to improve profitability and fund new sources of business growth. See below for a comparison of our first quarter of fiscal 2021 results to our first quarter of fiscal 2020 results, both including and excluding Certain Items.

Comparisons of results from the first quarter of fiscal 2021 to the first quarter of fiscal 2020:

•Sales:

◦decreased 23.0%, or $3.5 billion, to $11.8 billion;

•Operating income:

◦decreased 37.2%, or $248.7 million, to $419.6 million;

◦adjusted operating income decreased 50.8%, or $377.3 million, to $364.7 million;

•Net earnings:

◦decreased 52.2%, or $236.9 million, to $216.9 million;

◦adjusted net earnings decreased 66.0%, or $336.8 million, to $173.5 million;

•Basic earnings per share:

◦decreased 51.1%, or $0.45, to $0.43 per share;

•Diluted earnings per share:

◦decreased 51.7%, or $0.45, to $0.42 per share; and

◦adjusted diluted earnings per share decreased 65.3%, or $0.64, to $0.34 per share.

See “Non-GAAP Reconciliations” below for an explanation of adjusted operating income, adjusted net earnings and adjusted diluted earnings per share, which are non-GAAP financial measures, and reconciliations to the most directly comparable GAAP financial measures.

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Trends

Economic and Industry Trends

The COVID-19 pandemic has significantly negatively affected economic and industry trends, primarily in the form of increased unemployment and significantly lower levels of activity in the food-away-from-home market. The level of government-imposed restrictions placed on our customers in response to the pandemic impacts our ability to achieve sales growth. In the first quarter of fiscal 2021, we experienced steady, week-over-week improvement in sales at the beginning of the quarter, followed by a leveling of the improvement as we exited the quarter. We believe our road to full recovery will be non-linear. We are focused on sales growth even as new restrictions that have been placed upon our customers in the second quarter are stalling the recovery, with sales volume approximately 20% below the comparable prior year period, with the potential for worsening results due to additional COVID restrictions. Where restrictions have eased, however, consumers are showing that they are ready to eat away from home. Southern U.S. states and more rural geographies continue to outperform national averages. We believe the tightening or loosening of restrictions on customers will be the primary driver of the pace of business recovery until vaccines are broadly available. In the second quarter of fiscal 2020, select geographies are experiencing increased restrictions on restaurant operations. We expect these restrictions to impact second quarter sales results particularly in Europe.

Sales and Gross Profit Trends

Our sales and gross profit performance can be influenced by multiple factors, including price, volume, product mix, customer mix and the impact of the COVID-19 pandemic. The biggest factor affecting performance in our first quarter was the COVID-19 pandemic due to reduced volume. In terms of customer mix, during the first quarter of fiscal 2021, we observed better than expected performance from local customers, specifically independent customers, as they are growing at an accelerated rate compared to total customer growth. Additionally, restaurants performed better than expected, including improved performance throughout the first quarter in SYGMA, as we are seeing continued resiliency in the industry. Healthcare performed well throughout the first quarter, which was offset by continued weakness in our food service management and hospitality segments.

Product mix was a factor that impacted our sales and gross margins. Our gross margin decreased 39 basis points in the first quarter of fiscal 2021 compared to the prior year; however, we ended the quarter with an exit rate that was relatively flat. This improved exit rate was primarily driven by favorable margins in the paper and disposables category, namely personal protection equipment. Margins within this category have normalized as demand has begun to stabilize.

In terms of the impact on pricing, we experienced inflation at a rate of 1.0% during the first quarter of fiscal 2021, primarily in the dairy products, paper and disposables and meat categories.

With our focus on growing sales, in the first quarter of fiscal 2021 we added approximately $300 million of net new business. Since the beginning of the pandemic, we have added $1.3 billion of new national customer business on an annualized basis. We are also adding new customers at the local level at an accelerated rate compared to prior year, due to an increased rate of new customer prospecting. We believe these customer additions will enable Sysco to recover faster than the market as economic conditions improve.

Operating Expense Trends

Total operating expenses decreased 20.9% during the first quarter of fiscal 2021, as compared to the same period in fiscal 2020. The largest contributor to the decrease was a benefit from a reduction in our allowance for doubtful accounts as a result of the COVID-19 pandemic, as well as reduced costs from cost-out initiatives. Many of Sysco’s customers, including those in the restaurant, hospitality and education segments, are operating at a substantially reduced volume due to governmental requirements for closures or other social-distancing measures and portion of Sysco’s customers are closed. Some of these customers have ceased paying their outstanding receivables, creating uncertainty as to their collectability. We established reserves for bad debts in fiscal 2020 for these receivables; however, collections have improved in fiscal 2021 and, as a result, we have reduced our reserves on pre-pandemic receivables, recognizing a $98.6 million benefit, included as a Certain Item. Additional reserves of $20.8 million were recorded in the first quarter of fiscal 2021 for receivables relating to periods beginning after the onset of the COVID-19 pandemic, which are not included as a Certain Item. The COVID-19 pandemic is more widespread and longer in duration than historical disasters impacting our business, and it is possible that actual uncollectible amounts will differ and additional charges may be required; however, if collections continue to improve, it is also possible that additional reductions in our bad debt reserve could occur.

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Cost-out Measures

The COVID-19 crisis has compelled us to take action to reduce costs by reducing variable expenses in response to reduced customer demand, aligning inventory to current sales trends, reducing capital expenditures to only urgent projects and targeted investments and tightly managing receivables. These actions produced savings in the first quarter of fiscal 2021. We have reduced pay-related expenses through headcount reductions across the organization, most of which occurred in fiscal 2020. Our U.S. broadline regionalization also contributed to reduced costs. We believe that our cost reduction initiatives are on track to remove approximately $350 million in structural costs from the business in fiscal 2021. We expect the majority of these savings will flow through to the bottom line, while a portion of the cost savings will be reinvested in our growth agenda. We are also reviewing for additional savings that would begin in fiscal 2022 and beyond.

Status of Supply Chain Disruptions and Facility Closures

Although our business continues to face challenges associated with decreased customer demand and increased costs directly related to the COVID-19 crisis, to date we have not experienced any significant disruptions to our supply chain, significant distribution facility closures or disposals of significant assets or lines of business. The foodservice distribution industry is considered to be an essential industry and, as such, we expect our supply chain and facilities to remain in place and operational in the current environment and in the event of worsening macroeconomic conditions in connection with a prolonged downturn.

Income Tax Trends

Our provision for income taxes primarily reflects a combination of income earned and taxed in the various U.S. federal and state, as well as foreign, jurisdictions. Tax law changes, increases or decreases in book versus tax basis differences, accruals or adjustments of accruals for unrecognized tax benefits or valuation allowances, and our change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate. The impact of the COVID-19 pandemic may change our mix of earnings by jurisdiction and has increased the risk that operating losses may occur within certain of our jurisdictions that could lead to the recognition of valuation allowances against certain deferred tax assets in the future, if these losses are prolonged beyond our current expectations. These effects would negatively impact our income tax expense, net earnings, and balance sheet.

Divestitures

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

Strategy

In response to the current environment, we have identified four key areas of focus as we manage the business in the near-term and prepare the company for recovery once the COVID-19 crisis subsides. First, we have taken actions to strengthen our overall liquidity. Second, we are focused on stabilizing the business by removing costs. Third, we are creating new sources of revenue by helping our restaurant customers succeed under pandemic conditions. Fourth, we are providing products for cleaning, sanitation, and personal protection, without disruptions, so that our customers may continue their business operations.

While our response to the COVID-19 pandemic has been a primary focus, we have also accelerated our transformation initiatives that improve how we serve our customers, differentiate Sysco from our competitors and transform the industry. These include:

•Improving service to our customers by enhancing our digital order entry platform, Sysco Shop, and deploying a digital pricing tool;

•Transforming our sales model to make it easier for customers to do business with Sysco and to increase the effectiveness of our sales teams;

•Regionalizing our operations in the U.S. within our U.S. Broadline business; and

•Removing structural fixed costs from our business and becoming a more efficient company. return value to shareholders and to fund our continued growth plans.

By the end of the first quarter, the percentage of orders placed through Sysco Shop increased to approximately 60%. We believe this increase is a direct result of the improvements we are making to the Sysco Shop platform, combined with the consultation that our sales force has been providing customers on how best to utilize the tools we have built, while soliciting feedback on what our customers most want to see in the Sysco Shop platform. Additionally, we are on track to begin piloting

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our new pricing software in November 2020. We finalized the regionalization of our U.S. Broadline business in September 2020, and we are making good progress on implementing our strategic initiatives.

See “Non-GAAP Reconciliations” below for an explanation of adjusted operating income and adjusted return on invested capital, which are non-GAAP financial measures.

Results of Operations

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

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Sales	100.0	%	100.0	%
Cost of sales	81.2		80.8
Gross profit	18.8		19.2
Operating expenses	15.3		14.9
Operating income	3.5		4.3
Interest expense	1.2		0.5
Other expense (income), net	0.1		—
Earnings before income taxes	2.2		3.8
Income taxes	0.4		0.8
Net earnings	1.8	%	3.0	%

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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:

	13-Week Period Ended
	Sep. 26, 2020
Sales	(23.0)	%
Cost of sales	(22.7)
Gross profit	(24.6)
Operating expenses	(20.9)
Operating income	(37.2)
Interest expense	76.1
Other expense (income), net (1)	353.9
Earnings before income taxes	(55.5)
Income taxes	(67.3)
Net earnings	(52.2)	%
Basic earnings per share	(51.1)	%
Diluted earnings per share	(51.7)
Average shares outstanding	(0.9)
Diluted shares outstanding	(1.5)

(1)Other expense (income), net was expense of $14.1 million and $3.1 million in the first quarter of fiscal 2021 and fiscal 2020, respectively.

The following tables represent our results by reportable segments:

	13-Week Period Ended Sep. 26, 2020
	U.S. Foodservice Operations			International Foodservice Operations			SYGMA			Other			Corporate		Consolidated Totals
	(In thousands)
Sales	$	7,921,533		$	2,163,693		$	1,524,148		$	168,005		$	—	$	11,777,379
Sales increase (decrease)	(25.7)		%	(25.7)		%	5.3		%	(41.0)		%			(23.0)		%
Percentage of total	67.3		%	18.4		%	12.9		%	1.4		%			100.0		%
Operating income (loss)	$	588,409		$	(537)		$	11,692		$	(5)		$	(179,980)	$	419,579
Operating income (loss) increase (decrease)	(25.9)		%	NM			54.5		%	NM					(37.2)		%
Percentage of total segments	98.1		%	(0.1)		%	2.0		%	—		%			100.0		%
Operating income (loss) as a percentage of sales	7.4		%	—		%	0.8		%	—		%			3.6		%

	13-Week Period Ended Sep. 28, 2019
	U.S. Foodservice Operations			International Foodservice Operations			SYGMA			Other			Corporate		Consolidated Totals
	(In thousands)
Sales	$	10,658,633		$	2,912,388		$	1,446,994		$	284,990		$	—	$	15,303,005
Percentage of total	69.7		%	19.0		%	9.5		%	1.8		%			100.0		%
Operating income	$	793,618		$	54,800		$	7,570		$	10,137		$	(197,807)	$	668,318
Percentage of total segments	91.6		%	6.3		%	0.9		%	1.2		%			100.0		%
Operating income as a percentage of sales	7.4		%	1.9		%	0.5		%	3.6		%			4.3		%

Based on information in Note 13, “Business Segment Information,” in the Notes to Consolidated Financial Statements in Item 1 of Part I, in the first quarter of fiscal 2021, U.S. Foodservice Operations and International Foodservice Operations collectively represented approximately 85.7% of Sysco’s overall sales. In the first quarter of fiscal 2021, U.S. Foodservice Operations and International Foodservice Operations collectively represented approximately 98.0% of the total segment

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operating income. This illustrates that these segments represent the majority of our total segment results when compared to the other reportable segment.

Results of U.S. Foodservice Operations

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

	13-Week Period Ended Sep. 26, 2020		13-Week Period Ended Sep. 28, 2019		Change in Dollars		% Change
	(Dollars in thousands)
Sales	$	7,921,533	$	10,658,633	$	(2,737,100)	(25.7)	%
Gross profit	1,599,707		2,144,886		(545,179)		(25.4)
Operating expenses	1,011,298		1,351,268		(339,970)		(25.2)
Operating income	$	588,409	$	793,618	$	(205,209)	(25.9)	%
Gross profit	$	1,599,707	$	2,144,886	$	(545,179)	(25.4)	%
Adjusted operating expenses (Non-GAAP)	1,096,675		1,347,142		(250,467)		(18.6)
Adjusted operating income (Non-GAAP)	$	503,032	$	797,744	$	(294,712)	(36.9)	%

Sales

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.

	Increase (Decrease)
	13-Week Period
	(Dollars in millions)
Cause of change	Percentage		Dollars
Case volume	(25.6)	%	$	(2,728.2)
Inflation	0.9		92.2
Acquisitions	0.3		33.8
Other (1)	(1.3)		(134.9)
Total change in sales	(25.7)	%	$	(2,737.1)

(1)Case volume excludes the volume impact from our custom-cut meat companies that do not measure volume in cases. Any impact in volumes from these operations is included within “Other.”

Sales for the first quarter of fiscal 2021 were 25.7% lower than the first quarter of fiscal 2020. The primary driver of the decrease was the significant decline in case volume in our U.S. Broadline operations as a result of some of our customers closing and many other customers operating at a substantially reduced volume in response to the COVID-19 pandemic. Case volumes from our U.S. Broadline operations, including acquisitions within the last 12 months, decreased 25.8% in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, and included a 21.6% decline in locally managed customer case growth along with a 30.9% decrease in national customer case volume. Sales from acquisitions within the last 12 months favorably impacted locally managed customer sales by 0.1% for the first quarter of fiscal 2021; therefore, organic local case volume, which excludes acquisitions, declined 21.7%.

Operating Income

Operating income decreased 25.9% for the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020.

Gross profit dollars decreased 25.4% in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, driven primarily by the decline in local cases. The decrease was partially offset by higher inflation and growth in Sysco-branded products. The estimated change in product costs, an internal measure of inflation or deflation, for the first quarter of fiscal 2021 for our U.S. Broadline operations was inflation of 1.0%. For the first quarter of fiscal 2021, this change in product costs was

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primarily driven by inflation in the dairy products, paper and disposables and meat categories. Our Sysco brand sales as a percentage of total U.S. cases increased 15 basis points, which was driven by customer mix shift and brand penetration in certain categories. Sysco brand sales as a percentage of local U.S. cases decreased by approximately 106 basis points for the first quarter of fiscal 2021. Gross margin, which is gross profit as a percentage of sales, was 20.19% in the first quarter of fiscal 2021, which was an increase of 7 basis points from the gross margin of 20.12% in the first quarter of fiscal 2020, primarily attributable to inflation and favorable margins in the paper and disposables category, primarily from personal protection equipment.

Operating expenses for the first quarter of fiscal 2021 decreased 25.2%, or $340.0 million, compared to the first quarter of fiscal 2020, primarily driven by a decrease in pay-related costs associated with permanent headcount reductions made in fiscal 2020 in response to the COVID-19 pandemic and the reduction of reserves on pre-pandemic receivables. Operating expenses, on an adjusted basis (which is a non-GAAP financial measure for which a reconciliation is provided below), for the first quarter of fiscal 2021, decreased 18.6%, or $250.5 million, compared to the first quarter of fiscal 2020.

Results of International Foodservice Operations

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:

	13-Week Period Ended Sep. 26, 2020		13-Week Period Ended Sep. 28, 2019		Change in Dollars		% Change
	(Dollars in thousands)
Sales	$	2,163,693	$	2,912,388	$	(748,695)	(25.7)	%
Gross profit	450,398		605,185		(154,787)		(25.6)
Operating expenses	450,935		550,385		(99,450)		(18.1)
Operating (loss) income	$	(537)	$	54,800	$	(55,337)	NM
Gross profit	$	450,398	$	605,185	$	(154,787)	(25.6)	%
Adjusted operating expenses (Non-GAAP)	431,616		506,204		(74,588)		(14.7)
Adjusted operating income (Non-GAAP)	$	18,782	$	98,981	$	(80,199)	(81.0)	%
Sales on a constant currency basis (Non-GAAP)	$	2,123,053	$	2,912,388	$	(789,335)	(27.1)	%
Gross profit on a constant currency basis (Non-GAAP)	438,886		605,185		(166,299)		(27.5)
Adjusted operating expenses on a constant currency basis (Non-GAAP)	419,287		506,204		(86,917)		(17.2)
Adjusted operating income on a constant currency basis (Non-GAAP)	$	19,599	$	98,981	$	(79,382)	(80.2)	%

Sales

The following tables set 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.

	Increase (Decrease)
	13-Week Period
	(Dollars in millions)
Cause of change	Percentage		Dollars
Inflation	2.8	%	$	81.8
Foreign currency	1.4		40.6
Other (1)	(29.9)		(871.1)
Total change in sales	(25.7)	%	$	(748.7)

(1)The impact of volumes as a component of sales growth from international operations are included within “Other.” Volume in our foreign operations includes volume metrics that differ from country to country and cannot be aggregated on a consistent, comparable basis.

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Sales for the first quarter of fiscal 2021 were 25.7% lower, as compared to the first quarter of fiscal 2020, primarily due to the significant decline in volume in our Europe and Canada operations as a result of some of our customers closing and many other customers operating at a substantially reduced volume in response to the COVID-19 pandemic. Our business in Europe has decreased significantly year-over-year, as governments have issued additional “stay-at-home” restrictions and restaurant traffic has decreased as a result. Restaurant sales in Canada have decreased as consumers are practicing isolation measures to protect health and safety. For our Latin American businesses, the impact of COVID-19 has been most prominent in Mexico, where sales decreased more rapidly.

Operating Income

Operating income decreased by $55.3 million for the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, primarily due to the decline in business resulting from the reductions in our customers’ business in response to the COVID-19 pandemic and from ongoing restructuring and transformation projects in our European operations. Operating income, on an adjusted basis, decreased by $80.2 million, or 81.0%, for the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020. Foreign exchange rates did not have a meaningful impact on operating income during the current year.

Gross profit dollars decreased by 25.6% in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, primarily attributable to the decline in sales. Changes in foreign exchange rates positively affected gross profit by 1.9%, resulting in a 27.5% decrease in adjusted gross profit on a constant currency basis.

Operating expenses for the first quarter of fiscal 2021 decreased 18.1%, or $99.5 million, as compared to the first quarter of fiscal 2020, primarily due to a decrease in pay-related costs associated with permanent workforce reductions made in fiscal 2020 as a result of the COVID-19 pandemic. Additionally, reduced restructuring and integration charges in Europe and the reduction of reserves on pre-pandemic receivables contributed to the decrease. Operating expenses, on an adjusted basis, for the first quarter of fiscal 2021 decreased 14.7%, or $74.6 million, compared to the first quarter of fiscal 2020. Changes in foreign exchange rates used to translate our foreign operating expenses into U.S. dollars negatively affected operating expenses during the period by 2.4%, resulting in a 17.2% decrease in adjusted operating expenses on a constant currency basis.

Results of SYGMA and Other Segment

For SYGMA, sales were 5.3% higher in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, primarily from an increase in case volume due to newly acquired business and an increase in customer demand as quick service restaurants have been less impacted by the effects of the COVID-19 pandemic. Operating income increased by $4.1 million in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, as our increase in case volume exceeded the increase in expenses, resulting from our focus on business and routing optimization and improved gross margin performance.

For the operations that are grouped within Other, operating income decreased $10.1 million in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020. Our hospitality business, Guest Worldwide, had a gross profit decrease of 50.3% in the first quarter of fiscal 2021. This business remains challenged, as the customers in the hospitality segment continue to see lower occupancy rates compared to historical levels. During the first quarter of fiscal 2021, we sold a non-core asset, Cake Corporation, as we chose to narrow our business focus.

Corporate Expenses

Corporate expenses in the first quarter of fiscal 2021 decreased $15.7 million, or 8.1%, as compared to the first quarter of fiscal 2020, primarily due to a reduction in pay-related costs associated with permanent headcount reductions made in the third and fourth quarters of fiscal 2020 in response to the COVID-19 pandemic. Lower charges for professional fees and other business transformation initiatives also contributed to the decrease. Corporate expenses, on an adjusted basis, increased $5.0 million, or 2.9% as compared to the first quarter of fiscal 2020.

Included in corporate expenses are Certain Items that totaled $12.0 million in the first quarter of fiscal 2021, as compared to $22.7 million in the first quarter of fiscal 2020. Certain Items impacting the first quarters of fiscal 2021 and fiscal 2020 were primarily expenses associated with our business technology transformation initiatives.

Interest Expense

Interest expense increased $63.4 million for the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, primarily attributable to higher fixed debt volume, partially offset by lower floating interest rates.

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Net Earnings

Net earnings decreased 52.2% in the first quarter of fiscal 2021, as compared to the first quarter of fiscal 2020, due primarily to the items noted above for operating income and interest expense, as well as items impacting our income taxes that are discussed in Note 11, “Income Taxes,” in the Notes to Consolidated Financial Statements in Item 1 of Part I.

Adjusted net earnings, excluding Certain Items, decreased 66.0% in the first quarter of fiscal 2021, primarily due to a significant decrease in sales volume, partially offset by a favorable tax expense compared to the prior year.

Earnings Per Share

Basic earnings per share in the first quarter of fiscal 2021 were $0.43, a 51.1% decrease from the comparable prior year period amount of $0.88 per share. Diluted earnings per share in the first quarter of fiscal 2021 were $0.42, a 51.7% decrease from the comparable prior year period amount of $0.87 per share. Adjusted diluted earnings per share, excluding Certain Items, in the first quarter of fiscal 2021 were $0.34, a 65.3% decrease from the comparable prior year period amount of $0.98 per share. These results were primarily attributable to the factors discussed above related to net earnings in the first quarter of fiscal 2021.

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Non-GAAP Reconciliations

Sysco’s results of operations for fiscal 2021 and fiscal 2020 were impacted by restructuring and transformational project costs consisting of: (1) restructuring charges; (2) expenses associated with our various transformation initiatives; and (3) facility closure and severance charges. All acquisition-related costs in fiscal 2021 and fiscal 2020 that have been designated as Certain Items relate to the fiscal 2017 acquisition of Cucina Lux Investments Limited (the Brakes Acquisition). These include acquisition-related intangible amortization expense.

Fiscal 2021 results of operations were also positively impacted by the reduction of bad debt expense previously recognized in fiscal 2020 due to the unexpected impact of the COVID-19 pandemic on the collectability of our pre-pandemic trade receivable balances. Many of Sysco’s customers, including those in the restaurant, hospitality and education segments, are operating at a substantially reduced volume due to governmental requirements for closures or other social-distancing measures and a portion of Sysco’s customers are closed. Some of these customers ceased paying their outstanding receivables, creating uncertainty as to their collectability. We experienced an increase in past due receivables and recognized additional bad debt charges in the third and fourth quarters of fiscal 2020; however, collections have improved in fiscal 2021. We have estimated uncollectible amounts based on the current collection experience and by applying write-off percentages based on historical loss experience, including loss experience during times of local and regional disasters. The COVID-19 pandemic is more widespread and longer in duration than historical disasters impacting our business, and it is possible that actual uncollectible amounts will differ and additional charges may be required; however, if collections continue to improve, it is also possible that additional reductions in our bad debt reserve could occur. While Sysco traditionally incurs bad debt expense, the magnitude of such expenses and benefits, that we have experienced is not indicative of our normal operations. Our adjusted results have not been normalized in a manner that would exclude the full impact of the COVID-19 pandemic on our business. As such, Sysco has not adjusted its results for lost sales, inventory write-offs or other costs associated with the COVID-19 pandemic not previously stated.

The results of our foreign operations can be impacted due to changes in exchange rates applicable in converting local currencies to U.S. dollars. We measure our International Foodservice Operations 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. The constant currency impact on our adjusted International Foodservice Operations results are disclosed when the impact exceeds a defined threshold of greater than 1% on the growth metric. If the amount does not exceed this threshold, a disclosure will be made that the impact of the currency change was not significant.

Management believes that adjusting its operating expenses, operating income, net earnings and diluted earnings per share to remove these Certain Items and presenting its International Foodservice Operations results on a constant currency basis, provides an important perspective with respect to our underlying business trends and results and provides meaningful supplemental information to both management and investors that (1) is indicative of the performance of the company’s underlying operations, facilitating comparisons on a year-over-year basis and (2) removes those items that are difficult to predict and are often unanticipated and that, as a result, are difficult to include in analysts’ financial models and our investors’ expectations with any degree of specificity.

Although Sysco has a history of growth through acquisitions, the Brakes Group was significantly larger than the companies historically acquired by Sysco, with a proportionately greater impact on Sysco’s consolidated financial statements. Accordingly, Sysco is excluding from its non-GAAP financial measures for the relevant period solely those acquisition costs specific to the Brakes Acquisition. We believe this approach significantly enhances the comparability of Sysco’s results for fiscal 2021 and fiscal 2020.

Set forth below is a reconciliation of sales, operating expenses, operating income, interest 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 add up to the total presented due to rounding. Adjusted diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding.

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	13-Week Period Ended Sep. 26, 2020		13-Week Period Ended Sep. 28, 2019		Change in Dollars		% Change
	(Dollars in thousands, except for per share data)
Operating expenses (GAAP)	$	1,800,266	$	2,275,052	$	(474,786)	(20.9)	%
Impact of restructuring and transformational project costs (1)	(25,964)		(56,722)		30,758		(54.2)
Impact of acquisition-related costs (2)	(17,755)		(16,909)		(846)		5.0
Impact of bad debt reserve adjustments (3)	98,629		—		98,629		NM
Operating expenses adjusted for Certain Items (Non-GAAP)	$	1,855,176	$	2,201,421	$	(346,245)	(15.7)	%
Operating income (GAAP)	$	419,579	$	668,318	$	(248,739)	(37.2)	%
Impact of restructuring and transformational project costs (1)	25,964		56,722		(30,758)		(54.2)
Impact of acquisition-related costs (2)	17,755		16,909		846		5.0
Impact of bad debt reserve adjustments (3)	(98,629)		—		(98,629)		NM
Operating income adjusted for Certain Items (Non-GAAP)	$	364,669	$	741,949	$	(377,280)	(50.8)	%
Other (income) expense (GAAP)	$	14,124	$	3,112	$	11,012	NM
Impact of loss on sale of a business	(12,043)		—		(12,043)		NM
Other (income) expense (Non-GAAP)	$	2,081	$	3,112	$	(1,031)	(33.1)	%
Net earnings (GAAP)	$	216,900	$	453,781	$	(236,881)	(52.2)	%
Impact of restructuring and transformational project costs (1)	25,964		56,722		(30,758)		(54.2)
Impact of acquisition-related costs (2)	17,755		16,909		846		5.0
Impact of bad debt reserve adjustments (3)	(98,629)		—		(98,629)		NM
Impact of loss on sale of a business	12,043		—		12,043		NM
Tax impact of restructuring and transformational project costs (4)	(5,920)		(13,921)		8,001		(57.5)
Tax impact of acquisition-related costs (4)	(4,048)		(4,149)		101		(2.4)
Tax impact of bad debt reserve adjustments (4)	22,488		—		22,488		NM
Tax impact of loss on sale of a business	(7,553)		—		(7,553)		NM
Impact of foreign tax rate change	(5,548)		924		(6,472)		NM
Net earnings adjusted for Certain Items (Non-GAAP)	$	173,452	$	510,266	$	(336,814)	(66.0)	%
Diluted earnings per share (GAAP)	$	0.42	$	0.87	$	(0.45)	(51.7)	%
Impact of restructuring and transformational project costs (1)	0.05		0.11		(0.06)		(54.5)
Impact of acquisition-related costs (2)	0.03		0.03		—		NM
Impact of bad debt reserve adjustments (3)	(0.19)		—		(0.19)		NM
Impact of loss on sale of a business	0.02		—		0.02		NM
Tax impact of restructuring and transformational project costs (4)	(0.01)		(0.03)		0.02		(66.7)
Tax impact of acquisition-related costs (4)	(0.01)		(0.01)		—		NM
Tax impact of bad debt reserve adjustments (4)	0.04		—		0.04		NM
Tax impact loss on sale of a business	(0.01)		—		(0.01)		NM
Tax impact of foreign tax rate change	(0.01)		—		(0.01)		NM
Diluted EPS adjusted for Certain Items (Non-GAAP) (5)	$	0.34	$	0.98	$	(0.64)	(65.3)	%

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(1)	Fiscal 2021 includes $13 million related to various transformation initiative costs, primarily consisting of changes to our business technology strategy, and $13 million primarily consisting of restructuring charges. Fiscal 2020 includes $30 million related to restructuring, facility closure and severance charges and $27 million related to various transformation initiative costs, primarily consisting of changes to our business technology strategy.
(2)	Fiscal 2021 and fiscal 2020 include $18 million and $17 million, respectively, related to intangible amortization expense from the Brakes Acquisition, which is included in the results of International Foodservice.
(3)	Represents the reduction of bad debt charges previously taken on pre-pandemic trade receivable balances in fiscal 2020.
(4)	The tax impact of adjustments for Certain Items are calculated by multiplying the pretax impact of each Certain Item by the statutory rates in effect for each jurisdiction where the Certain Item was incurred.
(5)	Individual components of diluted earnings per share may not add up to the total presented due to rounding. Total diluted earnings per share is calculated using adjusted net earnings divided by diluted shares outstanding.
	NM represents that the percentage change is not meaningful.

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Set forth below is a reconciliation by segment of actual operating expenses and operating income to adjusted results for these measures for applicable segments and corporate for the periods presented (dollars in thousands):

	13-Week Period Ended Sep. 26, 2020			13-Week Period Ended Sep. 28, 2019			Change in Dollars		% Change
U.S. FOODSERVICE OPERATIONS
Operating expenses (GAAP)	$	1,011,298		$	1,351,268		$	(339,970)	(25.2)	%
Impact of restructuring and transformational project costs (1)	(940)			(4,126)			3,186		(77.2)
Impact of bad debt reserve adjustments (2)	86,317			—			86,317		NM
Operating expenses adjusted for Certain Items (Non-GAAP)	$	1,096,675		$	1,347,142		$	(250,467)	(18.6)	%
Operating income (GAAP)	$	588,409		$	793,618		$	(205,209)	(25.9)	%
Impact of restructuring and transformational project costs (1)	940			4,126			(3,186)		(77.2)
Impact of bad debt reserve adjustments (2)	(86,317)			—			(86,317)		NM
Operating income adjusted for Certain Items (Non-GAAP)	$	503,032		$	797,744		$	(294,712)	(36.9)	%
INTERNATIONAL FOODSERVICE OPERATIONS
Sales (GAAP)	$	2,163,693		$	2,912,388		$	(748,695)	(25.7)	%
Impact of currency fluctuations (3)	(40,640)			—			(40,640)		1.4
Comparable sales using a constant currency basis (Non-GAAP)	$	2,123,053		$	2,912,388		$	(789,335)	(27.1)	%
Gross Profit (GAAP)	$	450,398		$	605,185		$	(154,787)	(25.6)	%
Impact of currency fluctuations (3)	(11,512)			—			(11,512)		1.9
Comparable gross profit using a constant currency basis (Non-GAAP)	$	438,886		$	605,185		$	(166,299)	(27.5)	%
Gross Margin (GAAP)	20.82		%	20.78		%			4 bps
Impact of currency fluctuations (3)	0.15		%	—					15 bps
Comparable gross margin using a constant currency basis (Non-GAAP)	20.67		%	20.78		%			-11 bps
Operating expenses (GAAP)	$	450,935		$	550,385		$	(99,450)	(18.1)	%
Impact of restructuring and transformational project costs (4)	(12,993)			(27,272)			14,279		(52.4)
Impact of acquisition-related costs (5)	(17,755)			(16,909)			(846)		5.0
Impact of bad debt reserve adjustments (2)	11,429			—			11,429		NM
Operating expenses adjusted for Certain Items (Non-GAAP)	431,616			506,204			(74,588)		(14.7)
Impact of currency fluctuations (3)	(12,329)			—			(12,329)		2.4
Comparable operating expenses adjusted for Certain Items using a constant currency basis (Non-GAAP)	$	419,287		$	506,204		$	(86,917)	(17.2)	%
Operating income (loss) (GAAP)	$	(537)		$	54,800		$	(55,337)	(101.0)
Impact of restructuring and transformational project costs (4)	12,993			27,272			(14,279)		(52.4)
Impact of acquisition-related costs (5)	17,755			16,909			846		5.0
Impact of bad debt reserve adjustments (2)	(11,429)			—			(11,429)		NM
Operating income adjusted for Certain Items (Non-GAAP) *	18,782			98,981			(80,199)		(81.0)
SYGMA
Operating expenses (GAAP)	$	119,849		$	118,348		$	1,501	1.3	%
Impact of restructuring and transformational project costs (1)	(13)			(2,585)			2,572		(99.5)
Operating expenses adjusted for Certain Items (Non-GAAP)	$	119,836		$	115,763		$	4,073	3.5	%

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Operating income (GAAP)	$	11,692	$	7,570	$	4,122	54.5	%
Impact of restructuring and transformational project costs (1)	13		2,585		(2,572)		(99.5)
Operating income adjusted for Certain Items (Non-GAAP)	$	11,705	$	10,155	$	1,550	15.3	%
OTHER
Operating expenses (GAAP)	$	40,435	$	61,607	(21,172)		(34.4)	%
Impact of bad debt reserve adjustments (2)	883		—		883		NM
Operating expenses adjusted for Certain Items (Non-GAAP)	$	41,318	$	61,607	$	(20,289)	(32.9)	%
Operating (loss) income (GAAP)	$	(5)	$	10,137	(10,142)		(100.0)	%
Impact of bad debt reserve adjustments (2)	(883)		—		(883)		NM
Operating income adjusted for Certain Items (Non-GAAP)	$	(888)	$	10,137	$	(11,025)	(108.8)	%
CORPORATE
Operating expenses (GAAP)	$	177,749	$	193,444	$	(15,695)	(8.1)	%
Impact of restructuring and transformational project costs (6)	(12,018)		(22,739)		10,721		(47.1)
Operating expenses adjusted for Certain Items (Non-GAAP)	$	165,731	$	170,705	$	(4,974)	(2.9)	%
Operating income (GAAP)	$	(179,980)	$	(197,807)	$	17,827	(9.0)	%
Impact of restructuring and transformational project costs (6)	12,018		22,739		(10,721)		(47.1)
Operating income adjusted for Certain Items (Non-GAAP)	$	(167,962)	$	(175,068)	$	7,106	(4.1)	%

(1)	Includes charges related to restructuring and business transformation projects.
(2)	Represents the reduction of bad debt charges previously taken on pre-pandemic trade receivable balances in fiscal 2020.
(3)	Represents a constant currency adjustment, which eliminates the impact of foreign currency fluctuations on current year results.
(4)	Includes restructuring, severance and facility closure costs primarily in Europe.
(5)	Fiscal 2021 and fiscal 2020 include $18 million and $17 million, respectively, related to intangible amortization expense from the Brakes Acquisition.
(6)	Fiscal 2021 and fiscal 2020 include various transformation initiative costs, primarily consisting of changes to our business technology strategy.
*	Foreign exchange rates did not have a meaningful impact during the period; therefore, the constant currency adjustment is not disclosed.
	NM represents that the percentage change is not meaningful.

Liquidity and Capital Resources

Highlights

Below are comparisons of the cash flows from the first quarter of fiscal 2021 to the first quarter of fiscal 2020:

•Cash flows from operations were $930.9 million in fiscal 2021, compared to $171.6 million in fiscal 2020;

•Net capital expenditures totaled $68.5 million in fiscal 2021, compared to $170.8 million in fiscal 2020;

•Free cash flow was $862.4 million in fiscal 2021, compared to free cash flow of $0.8 million in fiscal 2020 (see below under the heading “Free Cash Flow” for an explanation of this non-GAAP financial measure);

•There were $3.1 million of net bank borrowings in fiscal 2021, compared to $533.4 million of commercial paper issuances and net bank borrowings in fiscal 2020;

•Dividends paid were $228.7 million in fiscal 2021, compared to $200.0 million in fiscal 2020; and

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•There were no treasury stock repurchases in fiscal 2021. Cash paid for treasury stock repurchases was $349.3 million in fiscal 2020.

We redeemed senior notes in the amount of $750.0 million in fiscal 2021 using cash flow from operations.

In response to the COVID-19 pandemic and its impact on our working capital, as well as the uncertainty regarding our ability to generate cash flow in the near term, we took steps to increase our liquidity in the second half of fiscal 2020 including the issuance of senior notes, borrowings under our long-term revolving credit facility and borrowings under our U.K. commercial paper program. As of September 26, 2020, there were $700.0 million and £600.0 million in borrowings outstanding under our long-term revolving credit facility and the U.K. commercial paper program, respectively. In the fourth quarter of fiscal 2020, we entered into an amendment to our long-term revolving credit facility, which requires us to suspend share repurchases and dividend increases through fiscal 2021. As of November 3, 2020, the company has approximately $7.5 billion in cash and available liquidity.

Sources and Uses of Cash

Sysco’s strategic objectives include continuous investment in our business; these investments are funded by a combination of cash from operations and access to capital from financial markets. Our operations historically have produced significant cash flow. Cash generated from operations is generally allocated to:

•working capital requirements;

•investments in facilities, systems, fleet, other equipment and technology;

•cash dividends;

•acquisitions compatible with our overall growth strategy;

•contributions to our various retirement plans;

•debt repayments; and

•share repurchases, which are currently suspended.

Any remaining cash generated from operations or excess borrowings are invested in high-quality, short-term instruments. As a part of our ongoing strategic analysis, we regularly evaluate business opportunities, including potential acquisitions and sales of assets and businesses, and our overall capital structure. Any transactions resulting from these evaluations may materially impact our liquidity, borrowing capacity, leverage ratios and capital availability.

We continue to be in a strong financial position based on our balance sheet and operating cash flows; however, our liquidity and capital resources can be influenced by economic trends and conditions that impact our results of operations. We believe our mechanisms to manage working capital, such as actively working with customers to receive payments on receivables, optimizing inventory levels and maximizing payment terms with vendors, have been sufficient to limit a significant unfavorable impact on our cash flows from operations. We believe these mechanisms will continue to prevent a significant unfavorable impact on our cash flows from operations.

As of September 26, 2020, we had $6.0 billion in cash and cash equivalents, approximately 20% of which was held by our international subsidiaries and generated from our earnings of international operations. If the cash and cash equivalents attributable to our earnings were to be transferred among countries or repatriated to the U.S., such amounts may become subject to withholding and additional foreign tax obligations. Additionally, Sysco Corporation has provided intercompany loans to certain of its international subsidiaries, and when interest and principal payments are made, some of this cash will be transferred to the U.S.

Our wholly-owned captive insurance subsidiary (the Captive), must maintain a sufficient level of liquidity to fund future reserve payments. As of September 26, 2020, the Captive held $130.2 million of fixed income marketable securities and $24.4 million of restricted cash and restricted cash equivalents in a restricted investment portfolio in order to meet solvency requirements. We purchased $26.6 million in marketable securities in the first quarter of fiscal 2021 and received $12.2 million in proceeds from the sale of marketable securities in that period.

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We believe the following sources will be sufficient to meet our anticipated cash requirements for more than the next twelve months, while maintaining sufficient liquidity for normal operating purposes:

•our cash flows from operations;

•the availability of additional capital under our existing commercial paper programs, supported by our revolving credit facility and bank line of credit; and

•our ability to access capital from financial markets, including issuances of debt securities, either privately or under our shelf registration statement filed with the Securities and Exchange Commission.

Due to our strong financial position, we believe that we will continue to be able to effectively access the commercial paper market and long-term capital markets, if necessary.

Cash Flows

Operating Activities

We generated $930.9 million in cash flows from operations in the first quarter of fiscal 2021, compared to cash flows of $171.6 million in the first quarter of fiscal 2020. These amounts include year-over-year favorable comparisons on working capital and accrued expenses, partially offset by lower operating results.

    Changes in working capital had a positive impact of $903.8 million on cash flow from operations period-over-period. There were favorable comparisons on accounts payable, inventories, and accounts receivable. Accounts payable has increased, primarily due to supplier term extensions. Both accounts receivable and inventory balances have increased during the first 13 weeks of fiscal 2021 as our business recovery continues. The favorable comparison in cash flows from accounts receivables is primarily due to faster than anticipated collections on our pre-pandemic accounts receivables and adhering to tighter terms on new sales to customers. In the first 13 weeks of fiscal 2021, we recorded a net credit to the provision for losses on receivables totaling $77.8 million, which reflects a benefit on the reduction of our allowance for pre-pandemic receivable balances, as collection rates have exceeded the company’s expectations. We continue to work with our customers to collect past due balances, including through the use of payment plans. We have also discontinued charging interest on past due balances.

The positive comparison on accrued expenses was primarily due to favorable comparisons of incentive payments related to each previous fiscal year, customer rebate accruals resulting from the increase in volume purchase incentives earned by our customers, and interest accruals that have increased due to our higher debt volume.

We continue to recognize the benefits provided in the provisions of the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) in the first quarter of fiscal 2021, as we have deferred U.S. social security tax to future fiscal years, which has favorably impacted our cash flows from operations.

We expect our cash flows from operations for the remainder of the fiscal year, will initially decline for the next two quarters, due to the building of inventory and ongoing investments in the business. Our cash flows from operations are expected to end flat to slightly positive compared to the end of the first quarter of fiscal 2021.

Investing Activities

Our capital expenditures in the first quarter of fiscal 2021 primarily consisted of technology equipment, fleet, and warehouse equipment. Our capital expenditures in the first quarter of fiscal 2021 were lower by $100.2 million, as compared to the first quarter of fiscal 2020, primarily due to eliminating capital projects not urgently needed for our business and targeted investments in order to preserve our liquidity in response to the COVID-19 crisis.

During the first quarter of fiscal 2020, we paid $74.8 million, net of cash acquired, for acquisitions.

Free Cash Flow

Our free cash flow for the first 13 weeks of fiscal 2021 increased by $861.7 million, to $862.4 million, as compared to the first 13 weeks of fiscal 2020, principally as a result of an increase in cash flows from operations and year-over-year decreased capital expenditures. We expect our free cash flow for the remainder of the fiscal year, will initially decline for the next two quarters, due to normalized seasonality, the building of inventory and our ongoing investments in the business. Our free cash flow is expected to end flat to slightly positive compared to the prior year.

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Free cash flow should not be used as a substitute for the most comparable GAAP measure in assessing the company’s liquidity 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 2020 Form 10-K for discussions around this non-GAAP performance metric. In the table that follows, free cash flow for each period presented is reconciled to net cash provided by operating activities.

	13-Week Period Ended Sep. 26, 2020		13-Week Period Ended Sep. 28, 2019
	(In thousands)
Net cash provided by operating activities (GAAP)	$	930,914	$	171,579
Additions to plant and equipment	(75,539)		(175,728)
Proceeds from sales of plant and equipment	7,064		4,902
Free Cash Flow (Non-GAAP)	$	862,439	$	753

Financing Activities

Equity Transactions

Proceeds from exercises of share-based compensation awards were $31.9 million in the first quarter of fiscal 2021, as compared to $85.3 million in the first quarter of fiscal 2020. 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.

We have routinely engaged in share repurchase programs to allow Sysco to continue offsetting dilution resulting from shares issued under the company’s benefit plans and to make opportunistic repurchases. In August 2019, our Board of Directors approved a repurchase program to authorize the repurchase of the company’s common stock not to exceed $2.5 billion through the end of fiscal 2021. During March 2020, however, we discontinued share repurchases under this program, and pursuant to the amendment to our long-term revolving credit facility, we do not anticipate making any repurchases for the remainder of fiscal 2021. As of September 26, 2020, we had a remaining authorization of approximately $2.1 billion.

Dividends paid in the first quarter of fiscal 2021 were $228.7 million, or $0.45 per share, as compared to $200.0 million, or $0.39 per share, in the first quarter of fiscal 2020. In July 2020, we declared our regular quarterly dividend for the first quarter of fiscal 2021 of $0.45 per share, which was paid in October 2020. Although we expect to continue making quarterly dividend payments, we do not expect to continue to grow our dividend in fiscal 2021.

Debt Activity and Borrowing Availability

Our debt activity, including issuances and repayments, and our borrowing availability is described in Note 7, “Debt,” in the Notes to Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q. Our outstanding borrowings at September 26, 2020, and repayment activity since the close of the first quarter of fiscal 2021, are disclosed within that note. Updated amounts through October 16, 2020, include:

•$700.0 million outstanding from the credit facility supporting our commercial paper program;

•No outstanding borrowings from our U.S. commercial paper program; and

•£600.0 million outstanding from our U.K. commercial paper programs.

During the first quarters of fiscal 2021 and fiscal 2020, our aggregate commercial paper issuances and short-term bank borrowings had weighted average interest rates of 0.52% and 2.31%, respectively.

In the next 12 months, our £600.0 million U.K. commercial paper program and $500.0 million of long-term debt will mature. We expect to fund these repayments with a combination of cash flow from operations and cash on hand.

The availability of financing in the form of debt is influenced by many factors, including our profitability, free cash flows, debt levels, credit ratings, debt covenants and economic and market conditions. For example, a significant downgrade in our credit ratings or adverse conditions in the capital markets may increase the cost of borrowing for us or limit our access to capital. To date, we have not experienced difficulty accessing the credit markets. As of November 3, 2020, the company had

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approximately $7.5 billion in cash and available liquidity; and we believe this amount would be sufficient to sustain our operations for an extended period, including through an impact much worse than we are currently experiencing or expecting.

Guarantor Summarized Financial Information

On January 19, 2011, the wholly owned U.S. Broadline subsidiaries of Sysco Corporation, which distribute a full line of food products and a wide variety of non-food products, at that time entered into full and unconditional guarantees of all outstanding senior notes and debentures of Sysco Corporation. All subsequent issuances of senior notes and debentures in the U.S. and borrowings under the company’s $2.0 billion long-term revolving credit facility have also been guaranteed by these subsidiaries. As of September 26, 2020, Sysco had a total of $12.5 billion in senior notes, debentures and borrowings under the long-term revolving credit facility that were guaranteed by these subsidiary guarantors. Our remaining consolidated subsidiaries (non-guarantor subsidiaries) are not obligated under the senior notes indenture, debentures indenture or our long-term revolving credit facility.

All subsidiary guarantors are 100% owned by the parent company, all guarantees are full and unconditional, and all guarantees are joint and several. The guarantees rank equally and ratably in right of payment with all other existing and future unsecured and unsubordinated indebtedness of the respective guarantors. See Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” contained in our fiscal 2020 Form 10-K for additional information regarding the terms of the guarantees.

Basis of Preparation of the Summarized Financial Information

The following tables include summarized financial information of Sysco Corporation (issuer), and certain wholly owned U.S. Broadline subsidiaries (guarantors) (together, the obligor group). The summarized financial information of the obligor group is presented on a combined basis with intercompany balances and transactions between entities in the obligor group eliminated. Investments in and equity in the earnings of our non-guarantor subsidiaries, which are not members of the obligor group, have been excluded from the summarized financial information.

The obligor group’s amounts due to, amounts due from and transactions with non-guarantor subsidiaries have been presented in separate line items, if they are material to the obligor financials.

Combined Parent and Guarantor Subsidiaries Summarized Balance Sheet	Sep. 26, 2020		Jun. 27, 2020
	(In thousands)
ASSETS
Receivables due from non-obligor subsidiaries	$	123,883	$	133,195
Current assets	8,241,522		8,644,084
Total current assets	$	8,365,405	$	8,777,279
Notes receivable from non-obligor subsidiaries	$	83,275	$	671,500
Other noncurrent assets	3,938,444		4,036,312
Total noncurrent assets	$	4,021,719	$	4,707,812
LIABILITIES
Payables due to non-obligor subsidiaries	$	46,973	$	48,923
Other current liabilities	2,013,761		2,200,422
Total current liabilities	$	2,060,734	$	2,249,345
Notes payable to non-obligor subsidiaries	$	212,695	$	233,158
Long-term debt	11,994,280		12,478,453
Other noncurrent liabilities	1,292,880		1,356,781
Total noncurrent liabilities	$	13,499,855	$	14,068,392

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Combined Parent and Guarantor Subsidiaries Summarized Results of Operations	13-Week Period Ended Sep. 26, 2020
	(In thousands)
Sales	$	7,330,291
Gross profit	1,421,395
Operating income	442,389
Interest expense from non-obligor subsidiaries	11,307
Net earnings	262,680

Contractual Obligations

Our fiscal 2020 Form 10-K contains a table that summarizes our obligations and commitments to make specified contractual future cash payments as of June 27, 2020. Other than as described in this Form 10-Q, there have been no material changes to our specified contractual obligations through September 26, 2020.

Critical Accounting Policies and Estimates

Critical accounting policies and estimates are those that are most important to the portrayal of our financial position and results of operations. These policies require our most subjective or complex judgments, often employing the use of estimates about the effect of matters that are inherently uncertain. We have reviewed with the Audit Committee of the Board of Directors the development and selection of the critical accounting policies and estimates and this related disclosure. Our most critical accounting policies and estimates pertain to goodwill and intangible assets, allowance for doubtful accounts, income taxes, share-based compensation and the company-sponsored pension plans, which are described in Item 7 of our fiscal 2020 Form 10-K.

Forward-Looking Statements

Certain statements made herein that look forward in time or express management’s expectations or beliefs with respect to the occurrence of future events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Forward-looking statements can also be identified by words such as “future,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” “projected,” “continues,” “continuously,” variations of such terms, and similar terms and phrases denoting anticipated or expected occurrences or results. Examples of forward-looking statements include, but are not limited to, statements about:

•the effect, impact, potential duration or other implications of the COVID-19 pandemic and any expectations we may have with respect thereto, including our ability to withstand the crisis;

•expectations regarding the impact of cost-saving measures undertaken in response to the COVID-19 pandemic;

•expectations regarding our business and the economic recovery generally as the COVID-19 pandemic subsides, including beliefs regarding future customer activity;

•our expectations regarding the impact of the COVID-19 pandemic on our mix of earnings by jurisdiction;

•our belief that the tightening or loosening of restrictions on customers will continue to be the primary driver of the pace of business recovery until vaccines are available;

•our expectations regarding exit rate trends;

•our belief that our new customer additions will enable Sysco to recover faster than the market as economic conditions improve;

•our expectations regarding the ability of our supply chain and facilities to remain in place and operational;

•our plans regarding our transformation initiatives, including acceleration of our work across our customer-facing tools and technology, sales transformation and the regionalization of our operations in the U.S., and the expected effects from such initiatives;

•our belief that we will continue to experience risk in fiscal 2021 relating to uncollectible accounts, our expectations regarding the level of uncollectible accounts, and our expectations regarding the timing of our collection of the unreserved balance of accounts receivable held prior to the onset of the COVID-19 crisis;

•our belief that our actions undertaken to receive payments on receivables will help to partially affect the unfavorable impact of the COVID-19 pandemic;

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•our belief that our available liquidity would be sufficient to sustain our operations for an extended period, including through an impact much worse than we are currently experiencing or expecting;

•our expectations regarding the benefits to us of the CARES Act;

•our intention not to seek assistance from the U.S. government outside of the CARES Act;

•estimates regarding the outcome of legal proceedings;

•the impact of seasonal trends on our free cash flow;

•our expectations regarding the use of remaining cash generated from operations;

•our intention to continue to manage our working capital aggressively, and our expectation that our improvements in working capital will normalize in the second quarter of fiscal 2021;

•estimates regarding our capital expenditures and the sources of financing for our capital expenditures;

•our expectations regarding the impact of potential acquisitions and sales of assets on our liquidity, borrowing capacity, leverage ratios and capital availability;

•our expectations regarding real sales growth in the U.S. foodservice market;

•our expectations regarding trends in produce markets;

•our expectations regarding the calculation of adjusted return on invested capital, adjusted operating income, adjusted net earnings and adjusted diluted earnings per share;

•our expectations regarding the impact of future Certain Items on our projected future non-GAAP and GAAP results;

•our expectations regarding our effective tax rate for the remainder of fiscal 2021;

•our expectations regarding the amount of the unrecognized tax benefit with respect to certain of the company’s unrecognized tax positions;

•our expectations regarding the recognition of compensation costs related to share-based compensation arrangements;

•the sufficiency of our mechanisms for managing working capital and competitive pressures, and our beliefs regarding the impact of these mechanisms;

•our ability to meet future cash requirements, including the ability to access financial markets effectively, including issuances of debt securities, and maintain sufficient liquidity;

•our expectations regarding the payment of dividends, and the growth of our dividend, in the future;

•our expectations regarding future activity under our share repurchase program;

•future compliance with the covenants under our revolving credit facility;

•our ability to effectively access the commercial paper market and long-term capital markets; and

•our intention to repay our long-term debt with cash on hand, cash flow from operations, issuances of commercial paper, issuances of senior notes, or a combination thereof.

These statements are based on management’s current expectations and estimates; actual results may differ materially due in part to the risk factors set forth below, those within Part II, Item 1A of this document and those discussed in Item 1A of our fiscal 2020 Form 10-K:

•the impact and effects of public health crises, pandemics and epidemics, such as the recent outbreak of COVID-19, and the adverse impact thereof on our business, financial condition and results of operations, including, but not limited to, our growth, product costs, supply chain, labor availability, logistical capabilities, customer demand for our products and industry demand generally, consumer spending, our liquidity, the price of our securities and trading markets with respect thereto, our ability to access capital markets, and the global economy and financial markets generally;

•the risk that if sales from our locally managed customers do not grow at the same rate as sales from regional and national customers, or if we are unable to continue to accelerate local case growth, our gross margins may decline;

•the risk that we are unlikely to be able to predict inflation over the long term, and lower inflation is likely to produce lower gross profit;

•periods of significant or prolonged inflation or deflation and their impact on our product costs and profitability generally;

•the risk that we may not be able to accelerate and/or identify additional administrative cost savings in order to compensate for any gross profit or supply chain cost leverage challenges;

•risks related to unfavorable conditions in North America and Europe and the impact on our results of operations and financial condition;

•the risks related to our efforts to meet our long-term strategic objectives, including the risk that these efforts may not provide the expected benefits in our anticipated time frame, if at all, and may prove costlier than expected; the risk that the actual costs of any initiatives may be greater or less than currently expected; and the risk of adverse

42

effects to us if past and future undertakings and the associated changes to our business do not prove to be cost effective or do not result in the level of cost savings and other benefits that we anticipated;

•the impact of unexpected future changes to our business initiatives based on management’s subjective evaluation of our overall business needs;

•the risk that the actual costs of any business initiatives may be greater or less than currently expected;

•the risk that competition in our industry and the impact of GPOs may adversely impact our margins and our ability to retain customers and make it difficult for us to maintain our market share, growth rate and profitability;

•the risk that our relationships with long-term customers may be materially diminished or terminated;

•the risk that changes in consumer eating habits could materially and adversely affect our business, financial condition, or results of operations;

•the risk that changes in applicable tax laws or regulations and the resolution of tax disputes could negatively affect our financial results;

•the risk that we may not be able to fully compensate for increases in fuel costs, and forward purchase commitments intended to contain fuel costs could result in above market fuel costs;

•the risk of interruption of supplies and increase in product costs as a result of conditions beyond our control;

•the potential impact on our reputation and earnings of adverse publicity or lack of confidence in our products;

•risks related to unfavorable changes to the mix of locally managed customers versus corporate-managed customers;

•the risk that we may not realize anticipated benefits from our operating cost reduction efforts;

•difficulties in successfully expanding into international markets and complimentary lines of business;

•the potential impact of product liability claims;

•the risk that we fail to comply with requirements imposed by applicable law or government regulations;

•risks related to our ability to effectively finance and integrate acquired businesses;

•risks related to our access to borrowed funds in order to grow and any default by us under our indebtedness that could have a material adverse impact on cash flow and liquidity;

•our level of indebtedness and the terms of our indebtedness could adversely affect our business and liquidity position;

•the risk that the implementation of various initiatives, the timing and successful completion of acquisitions, construction schedules and the possibility that other cash requirements could result in delays or cancellations of capital spending;

•the risk that divestiture of one or more of our businesses may not provide the anticipated effects on our operations;

•the risk that the U.K.’s exit from the European Union (EU) on January 31, 2020, commonly referred to as Brexit, may adversely impact our operations in the U.K., including those of the Brakes Group;

•the risk that future labor disruptions or disputes could disrupt the integration of Brake France and Davigel into Sysco France and our operations in France and the EU generally;

•the risk that factors beyond management’s control, including fluctuations in the stock market, as well as management’s future subjective evaluation of the company’s needs, would impact the timing of share repurchases;

•due to our reliance on technology, any technology disruption or delay in implementing new technology could have a material negative impact on our business;

•the risk that a cybersecurity incident and other technology disruptions could negatively impact our business and our relationships with customers;

•the potential requirement to pay material amounts under our multiemployer defined benefit pension plans;

•our funding requirements for our company-sponsored qualified pension plan may increase should financial markets experience future declines;

•labor issues, including the renegotiation of union contracts and shortage of qualified labor;

•capital expenditures may vary based on changes in business plans and other factors, including risks related to the implementation of various initiatives, the timing and successful completion of acquisitions, construction schedules and the possibility that other cash requirements could result in delays or cancellations of capital spending; and

•the risk that the anti-takeover benefits provided by our preferred stock may not be viewed as beneficial to stockholders.

For a more detailed discussion of factors that could cause actual results to differ from those contained in the forward-looking statements, see the risk factors discussion contained in Item 1A of our fiscal 2020 Form 10-K.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Our market risks consist of interest rate risk, foreign currency exchange rate risk, fuel price risk and investment risk. For a discussion on our exposure to market risk, see Part II, Item 7A, “Quantitative and Qualitative Disclosures about Market

43

Risks” in our fiscal 2020 Form 10-K. There have been no significant changes to our market risks since June 27, 2020, except as noted below.

Interest Rate Risk

At September 26, 2020, there were no commercial paper issuances outstanding under our U.S. commercial paper program, and we had £600.0 million outstanding under our U.K. commercial paper program. Total debt as of September 26, 2020 was $13.7 billion, of which approximately 83% was at fixed rates of interest, including the impact of our interest rate swap agreements.

Fuel Price Risk

Due to the nature of our distribution business, we are exposed to potential volatility in fuel prices. The price and availability of diesel fuel fluctuates due to changes in production, seasonality and other market factors generally outside of our control. Increased fuel costs may have a negative impact on our results of operations in three areas. First, the high cost of fuel can negatively impact consumer confidence and discretionary spending and thus reduce the frequency and amount spent by consumers for food-away-from-home purchases. Second, the high cost of fuel can increase the price we pay for product purchases and we may not be able to pass these costs fully to our customers. Third, increased fuel costs impact the costs we incur to deliver product to our customers. Fuel costs related to outbound deliveries represented approximately 0.5% of sales during the first quarter of fiscal 2021 and fiscal 2020.

Our activities to mitigate fuel costs include routing optimization with the goal of reducing miles driven, improving fleet utilization by adjusting idling time and maximum speeds and using fuel surcharges that primarily track with the change in market prices of fuel. We use diesel fuel swap contracts to fix the price of a portion of our projected monthly diesel fuel requirements. As of September 26, 2020, we had diesel fuel swaps with a total notional amount of approximately 43 million gallons through December 2021. These swaps are expected to lock in the price of approximately 60% of our projected fuel purchase needs for fiscal 2021. Additional swaps have been entered into for hedging activity in fiscal 2022. As of September 26, 2020, we had diesel fuel swaps with a total notional amount of approximately 8 million gallons specific to fiscal 2022. Our remaining fuel purchase needs will occur at market rates unless contracted for a fixed price or hedged at a later date.

Item 4.  Controls and Procedures

Sysco’s management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures as of September 26, 2020. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding the required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Sysco’s disclosure controls and procedures have been designed to provide reasonable assurance of achieving their objectives. Based on the evaluation of our disclosure controls and procedures as of September 26, 2020, our chief executive officer and chief financial officer concluded that, as of such date, Sysco’s disclosure controls and procedures were effective at the reasonable assurance level.

There have been no changes in our internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) that occurred during the fiscal quarter ended September 26, 2020, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

44

PART II – OTHER INFORMATION

Item 1.  Legal Proceedings

None

Item 1A.  Risk Factors

There were no material changes from the risk factors disclosed in Item 1A of our Annual Report on Form 10-K for the fiscal year ended June 27, 2020.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

None

Issuer Purchases of Equity Securities

None

Item 3.  Defaults Upon Senior Securities

None

Item 4.  Mine Safety Disclosures

Not applicable

Item 5.  Other Information

None

Item 6.  Exhibits

The exhibits listed on the Exhibit Index below are filed as a part of this Quarterly Report on Form 10-Q.

45

EXHIBIT INDEX

3.1	—	Restated Certificate of Incorporation, incorporated by reference to Exhibit 3(a) to Form 10-K for the year ended June 28, 1997 (File No. 1-6544).
3.2	—	Certificate of Amendment to Restated Certificate of Incorporation increasing authorized shares, incorporated by reference to Exhibit 3(e) to Form 10-Q for the quarter ended December 27, 2003 (File No. 1-6544).
3.3	—	Form of Amended Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock, incorporated by reference to Exhibit 3(c) to Form 10-K for the year ended June 29, 1996 (File No. 1-6544).
3.4	—	Amended and Restated Bylaws of Sysco Corporation dated August 26, 2016, incorporated by reference to Exhibit 3.2 to Form 8-K filed on August 31, 2016 (File No. 1-6544).
10.1#	—	Sysco Corporation Short-Term Incentive Program (SIP) For Corporate SIP Bonus-Eligible Positions (Fiscal Year 2021) adopted effective July 31, 2020.
10.2#	—	Form of Stock Option Grant Agreement (Fiscal Year 2021) for executive officers under the Sysco Corporation 2018 Omnibus Incentive Plan.
10.3†#	—	Form of Restricted Stock Unit Grant Agreement (Fiscal Year 2021) for executive officers under the Sysco Corporation 2018 Omnibus Incentive Plan.
10.4†#	—	Form of Performance Share Unit Grant Agreement (Fiscal Year 2021) for executive officers under the Sysco Corporation 2018 Omnibus Incentive Plan.
10.5†	—	Summary of Named Executive Officer Compensation, incorporated by reference to the section entitled “Executive Compensation” in the Sysco Corporation Proxy Statement filed on October 7, 2020 (File No. 1‑6544).
10.6†#	—	Letter Agreement, dated as of October 21, 2019, by and between Michael P. Foster and Sysco Corporation.
10.7†#	—	Letter Agreement, dated as of February 28, 2020, by and between Cathy Marie Robinson and Sysco Corporation.
10.8	—	Form of Severance Letter Agreement for Executive Vice Presidents, incorporated by reference to Exhibit 10.1 to the Form 8-K filed on July 17, 2020 (File No. 1-6544).
10.9	—	Form of Sysco Protective Covenants Agreement, incorporated by reference to Exhibit 10.2 to the Form 8-K filed on July 17, 2020 (File No. 1-6544).
22.1	—	Subsidiary Guarantors and Issuers of Guaranteed Securities, incorporated by reference to Exhibit 22.1 to the Form 10-K for the year ended June 27, 2020 filed on August 26, 2020 (File No. 1-6544).
31.1#	—	CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2#	—	CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1#	—	CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2#	—	CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

46

101.SCH#	—	Inline XBRL Taxonomy Extension Schema Document
101.CAL#	—	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF#	—	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB#	—	Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE#	—	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	—	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

___________

† Executive Compensation Arrangement pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K

# Filed herewith

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		Sysco Corporation
		(Registrant)
Date: November 3, 2020	By:	/s/ KEVIN P. HOURICAN
		Kevin P. Hourican
		President and Chief Executive Officer
Date: November 3, 2020	By:	/s/ JOEL T. GRADE
		Joel T. Grade
		Executive Vice President and
		Chief Financial Officer
Date: November 3, 2020	By:	/s/ ANITA A. ZIELINSKI
		Anita A. Zielinski
		Senior Vice President and
		Chief Accounting Officer

48

EX-10.1

EXHIBIT 10.1

Short-Term Incentive Program (SIP) For Corporate SIP

Bonus-Eligible Positions

Adopted July 31, 2020

This SYSCO CORPORATION SHORT-TERM INCENTIVE PROGRAM FOR CORPORATE SIP

BONUS-ELIGIBLE PARTICIPANTS (the “Program”) was adopted by the Committee (as defined below) of Sysco Corporation (the “Company”) on July 31, 2020 (“Effective Date”), and shall be effective July 31, 2020.

1.Participants. For purposes of this Program, “Senior Officer” shall mean the Company’s President and Chief Executive Officer, the Company’s Chief Financial Officer or an Executive Vice-President of the Company. The Participants in this Program are grouped as follows:

(a)Corporate SIP Bonus-Eligible Participants: Those persons who serve in a Corporate SIP Bonus-eligible position and are designated by a Senior Officer as eligible to participate in the Program.

(b)Senior Executive Participants: Once a person is designated as a Participant in this Program, the Committee may remove the Participant as a Participant in this Program with or without cause at any time during the Program Period, and the Participant shall not be entitled to any bonus under this Program for the Program Period regardless of when during the Program Period such Participant is removed.

(c)Corporate SIP Bonus-Eligible Position: Means (i) positions held by the Senior Officers and (ii) other positions with the Company or its affiliates, as deemed appropriate by a Senior Officer.

(d)Bonus Target Amount: Means a Participant’s Target Bonus Percentage for the Program Period multiplied by the Participant’s base salary as of the end of the relevant Program Period.

(e)Program Period: Means the performance period for each award under the Program, which may be of any duration determined by the Committee.

(f)Target Bonus Percentage: Means the percentage set forth in the Participant’s bonus letter for the Program Period.

(g)Change in Control: The term “Change in Control” shall mean:

i.The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (a “Person”) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either (A) the then-outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (B) the combined voting power of the then-outstanding voting securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); provided, however, that, for purposes of this definition, the following acquisitions shall not constitute a Change in Control: (1) any acquisition directly from the Company, (2) any acquisition by the Company, (3) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any Affiliated Company or (4) any acquisition by any corporation; pursuant to a transaction that complies with subparagraphs (iii)(A), (iii)(B) and (iii)(C) below;

ii.The occurrence of the following: Individuals who, as of the Effective Date, constitute the Board of Directors of the Company (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board of Directors of the Company (the “Board”); provided, however, that any individual becoming a director subsequent to the Effective Date whose election, or nomination for election by the Company’s stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board;

i.Consummation of a reorganization, merger, statutory share exchange or consolidation or similar corporate transaction involving the Company or any of its subsidiaries, a sale or other disposition of all or substantially all of the assets of the Company, or the acquisition of assets or stock of another entity by the Company or any of its subsidiaries (each, a “Business Combination”), in each case unless, following such Business Combination, (A) all or substantially all of the individuals and entities that were the beneficial owners of the Outstanding Company Common Stock and the Outstanding Company Voting Securities immediately prior to such Business Combination beneficially own, directly or indirectly, more than 60% of the then-outstanding shares of common stock and the combined voting power of the then-outstanding voting securities entitled to vote generally in the election of directors, as the case may be, of the corporation resulting from such Business Combination (including, without limitation, a corporation that, as a result of such transaction, owns the Company or all or substantially all of the Company’s assets either directly or through one or more subsidiaries), as the case may be, (B) no Person (excluding any corporation resulting from such Business Combination or any employee benefit plan (or related trust) of the Company or such corporation resulting from such Business Combination) beneficially owns, directly or indirectly, 20% or more of, respectively, the then-outstanding shares of common stock of the corporation resulting from such Business Combination or the combined voting power of the then-outstanding voting securities of such corporation, except to the extent that such ownership existed prior to the Business Combination, and (C) at least a majority of the members of the board of directors of the corporation resulting from such Business Combination were members of the Incumbent Board at the time of the execution of the initial agreement or of the action of the Board providing for such Business Combination; or

ii.Approval by the stockholders of the Company of a complete liquidation or dissolution of the Company.

Notwithstanding the foregoing, if a bonus constitutes deferred compensation subject to Section 409A of the Code and the bonus provides for payment upon a Change in Control, then, for purposes of such payment provisions, no Change in Control shall be deemed to have occurred upon an event described in items (i)–

(iv) above unless the event would also constitute a change in ownership or effective control of, or a change in the ownership of a substantial portion of the assets of, the Company under Section 409A of the Code.

2.Program Design, Performance Measures, and Payouts

(a)Performance Bonus for a Corporate SIP Bonus-eligible Position: Means the sum of the Operational Bonus Objectives Percentage and Strategic Bonus Objectives Percentage for a Corporate SIP Bonus-eligible Position.

(b)Calculation of the Performance Bonus: The Program is designed to recognize and reward performance against established company-wide and/or divisional or unit operational and/or strategic targets. The terms of awards for each Program Period will be established by the Committee and, among other things, may include two separate performance factors each Program Period: Operational Bonus Objectives and Strategic Bonus Objectives. In general, a Participant’s performance bonus will be based on the Committee’s determination of a Participant’s achievement of the Operational Bonus Objectives and Strategic Bonus Objectives. Performance above and below the target objectives will be incrementally calculated so Participants will receive a payout calculated on a straight-line basis, unless otherwise determined by the Committee; provided, however, that the Committee may determine, in its sole discretion, that no payouts will be made for performance below target performance goals.

i.Operational Bonus Objectives: Means key goals for the Program Period, as established by the Committee and as set forth in the Participant’s bonus letter for the Program Period. The Operational Bonus Objectives will be based on the achievement of a goal or goals designated by the Committee.

ii.Operational Bonus Percentage: Means the percentage determined by the Committee that coincides with Participant’s achievement of Operational Bonus Objectives for the Program Period.

iii.Strategic Bonus Objectives: Means key goals for the Program Period, as established by the Committee and as set forth in the Participant’s bonus letter for the Program Period. The

Strategic Bonus Objectives will be based on achievement against a combination of personal financial, operational and/or strategic performance goals as appropriate for each Participant.

i.Strategic Bonus Objective Bonus Percentage: Means the percentage determined by the Committee that coincides with Participant’s achievement of Strategic Bonus Objectives for the Program Period.

3.Calculation of Bonus. Each of the above components of the Bonus shall be calculated and awarded independently, unless determined by the Committee. Each metric based on Operational Bonus Objectives has a possible payout between 0% and 162.5%, depending on actual performance relative to established targets. Strategic Bonus Objectives have a possible payout of between 0% and 150%, depending on actual performance relative to established targets. If performance for the Program Period with respect to a component does not meet Threshold, a Participant will not receive any bonus with respect to that component. If performance for the Program Period is between Threshold and Maximum, the amount of bonus earned with respect to that component will be determined by the Committee in its sole discretion within the date that is sixty (60) days after the beginning of the Program Period. The Committee shall have sole discretion to determine the Threshold, Target and Maximum performance metrics and the respective payout percentages. Notwithstanding any other provision in the Program to the contrary, the Committee shall have the right, in its sole discretion, to reduce or increase the amount otherwise payable to a Participant based on the Participant’s individual performance or any other factors that the Committee deems appropriate.

(a)Performance Metric Adjustments. Certain items of revenue, expense, gain, losses or other adjustments resulting from extraordinary or non-recurring items, will be taken into account in the application of the relevant performance metrics used to determine the Participants’ bonuses under this Program in accordance with the following:

i.Multi-Employer Pension Adjustments. Adjustments resulting from the Company’s or an Operating Company’s complete or partial withdrawal from a multi-employer pension plan sponsored by a third party in which the Company or an Operating Company participates (“Pension Adjustments”). The amount of any such adjustment shall be determined in accordance with GAAP. Pension Adjustments shall initially be excluded from the calculation of the performance metrics used to determine Participants’ bonuses under this Program; provided however, the Committee may include all or any portion of such Pension Adjustments in the determination of a Participant’s bonus hereunder in its discretion.

ii.Restructuring Charges Adjustment. Adjustments resulting from the Company’s or an Operating Company’s costs including, but not limited to, severance, facility closures and consolidations and asset write downs. The foregoing notwithstanding, the following items will not be eligible for adjustment under this provision: ERB, COLI, Fuel and Tax.

iii.Acquisitions and Divestitures. All or any portion of operating results, acquisition and divestiture expenses (including any applicable breakup fees), acquisition debt, if any, and any gains or losses relating to or resulting from (AA) an acquisition by the Company of stock (or other equity interest) or substantially all of the assets of a corporation, partnership, limited liability company or other entity for a purchase price in excess of $100 million; and (BB) a divestiture of an Operating Company or operating division of the Company (or substantially all of the assets thereof) for a sale price in excess of $100 million may be excluded from the determination of the Company Performance Bonus under this Program.

iv.Foreign Exchange Rate Fluctuations. Variance of actual foreign exchange rates during the Program Period versus projected foreign exchange rate assumptions used in the development of operational targets.

v.Certain Other Events. Notwithstanding the foregoing, the Committee may include or exclude from the determination of a Participant’s bonus hereunder the results of certain other extraordinary or non-recurring items not otherwise contemplated by this Section (B), and expenses related to acquisitions by, or restructuring of, the Company and its subsidiaries (whether or not such expenses are extraordinary or non-recurring).

(b)General Rules Regarding Bonus Calculation.

i.Consistent Accounting. In determining whether or not the results of operations for a given fiscal year result in a bonus, Company accounting practices and, except as otherwise modified in this Program, GAAP shall be applied on a basis consistent with prior periods, and such determination shall be based on the calculations made by the Company, approved (in the case of Senior Executive Participants) by the Committee and binding on each Participant. Notwithstanding the foregoing, if there is any material change in GAAP during a Program Period that results in a material change in accounting for the revenues or expenses of the Company, the calculations of the SIP Bonus for such Program Period (the “GAAP Change Year”) shall be made as if such change in GAAP had not occurred during the GAAP Change Year. In determining the SIP Bonus for the year following a GAAP Change Year, the calculation shall be made after taking into account such change in GAAP.

ii.Maximum Bonus. Subject to Section 6 as to Senior Executive Participants, and notwithstanding any other provision in this Program to the contrary, in no event shall any Participant be entitled to a Bonus under this Program in excess of 281.25% of such Participant’s base salary in effect as of the end of the Program Period.

iii.Tax Law Changes. If the Internal Revenue Code is amended during the Program Period and, as a result of such amendment(s), the effective tax rate applicable to the earnings of the Company (as described in the “Summary of Accounting Policies” section of the Company’s annual report to the Securities and Exchange Commission on Form 10-K) changes during the Program Period, the determination of the Participant’s Company Performance Bonus for the Program Period (the “Rate Change Year”) shall be made as if such rate change had not occurred during the Rate Change Year. In determining the Company Performance Bonus in the year following the Rate Change Year, the calculation shall be made after taking into account such rate change.

4.Payment. Within sixty (60) days following the end of the Program Period, the Company shall determine, and, in the case of Senior Executive Participants, the Committee shall approve, the amount of any Bonus earned by each Participant under this Program. Such bonus shall be payable in the manner, at the times and in the amounts provided in the Program.

5.Clawback of Bonus. In accordance with the Company’s incentive payment clawback policy, in the event of a restatement of financial results (other than a restatement due to a change in accounting policy) within thirty-six (36) months of the payment of a bonus under this Program, if the Committee or the Company determines in its sole and absolute discretion, that the bonus paid to a Participant under the Program for the Program Period would have been lower had it been calculated based on such restated results (the “Adjusted SIP Bonus”), then the Committee or the Company shall, subject to applicable governing law, recoup from such Participant, in such form and at such time as the Committee or the Company determines in its sole and absolute discretion, the difference between the amount previously paid to such Participant pursuant to this Program (without regard to amounts deferred by such Participant under the Company’s executive benefit plans) and the Adjusted SIP Bonus.

6.Overall Limitation upon Payments under the Program to Senior Executive Participants. Notwithstanding any other provision in this Program to the contrary, in no event shall any Senior Executive Participant be granted a Cash-Based Bonus in excess of one percent (1%) of the Company’s earnings before income taxes as publicly disclosed in the “Consolidated Results of Operations” section of the Company’s Annual Report on Form 10-k filed with the Securities and Exchange Commission for the fiscal year ended immediately before the date the applicable Cash-Based Bonuses are paid.

7.Confidentiality. The target performance levels and other information constitute confidential information of the Company, subject to the prohibition on disclosure of confidential information under Sysco’s Code of Conduct. Any disclosure of the target performance levels by a Participant prior to the time such target performance levels are disclosed to the public, as determined by the Committee, will result in a forfeiture (which may include a clawback) of such Participant’s Bonus for the Program Period.

8.Treatment Upon Change in Control.

(a)Notwithstanding anything to the contrary contained herein, and in lieu of any other payments due hereunder other than pursuant to this Section 8, within ninety (90) days following the date on which a Change in Control has occurred, each person who was a Participant at the time of the Change in

Control shall be paid a cash bonus hereunder, equal to the following (subject to reduction in the case of certain severance payments, as set forth below): the product of (i) a fraction equal to the number of days in the Performance Period in which the Change in Control occurs up to and including the date of the Change in Control divided by [the total number of days in the Program Period], and (ii) the bonus that would have been paid under this Program, calculated using a Performance Goal equal to the product of (x) performance through and including the end of the most recently completed fiscal quarter occurring prior to and in the same Performance Period as the Change in Control (the “Measurement Date”), calculated in accordance with generally accepted accounting principles, if applicable, and (y) a fraction, the numerator of which is [the total number of days in the Program Period], and the denominator of which is the number of days in such Performance Period up to and including the Measurement Date.

a.In addition to any bonus paid or payable pursuant to Section 8(A), any Participant who remains in the employ of the Company or any Affiliated Company on the last day of the Performance Period in which a Change in Control occurs shall be entitled to receive, in cash, within ninety (90) days after the end of the Performance Period, an amount equal to the positive difference, if any, between (i) the bonus that would have been paid to the Participant for such Performance Period under the Program as in effect on the date of the Change in Control, using the actual performance for the entire Performance Period, and

(ii) the amount paid pursuant to Section 8(A).

b.Notwithstanding the foregoing, with respect to any Participant who is a party to the Company’s a severance agreement with the Company or an Affiliated Company, the bonus paid pursuant to this Section 8 shall be reduced, but to not less than zero, by the amount of any payment pursuant to such Participant’s severance agreement that is determined or calculated with respect to payments received or to be received under this Program or any predecessor or successor thereof.

9.Administration. The authority to manage the operation of and administer the Program shall be vested in a committee (the “Committee”) in accordance with this Section 9. The Committee shall be selected by the Board, and shall consist solely of two or more members of the Board who are non-employee directors within the meaning of Rule 16b-3. Unless otherwise determined by the Board, the Compensation Committee of the Board shall be designated as the “Committee” hereunder.

(a)Powers of Committee. The Committee’s administration of the Program shall be subject to the following:

i.Subject to the provisions of the Program, the Committee will have the authority and discretion to select from among the eligible Participants those persons who shall receive bonuses and to establish the terms, conditions, performance criteria, restrictions, and other provisions of such bonuses.

ii.The Committee will have the authority and discretion to interpret the Program, to establish, amend, and rescind any rules and regulations relating to the Program, to determine the terms and provisions of any agreement made pursuant to the Program, and to make all other determinations that may be necessary or advisable for the administration of the Program.

iii.Any interpretation of the Program by the Committee and any decision made by it under the Program is final and binding on all persons.

iv.In managing the operation of and administering the Program, the Committee shall take action in a manner that conforms to the Certificate of Incorporation and Bylaws of the Company, and applicable state corporate law.

(b)Delegation of Authority. The Committee hereby delegates discretionary authority granted to the Committee under this Program including but not limited to the authority to determine the target, minimum and maximum performance levels applicable to Participants and the Company and the related payout percentages subject to the maximum bonus levels set forth in Section 3(B)(ii) of this Program, to the Senior Officers and each of them individually, except as to Senior Executive Participants.

10.Operation

a.Tax Withholding. All distributions under the Program are subject to withholding of all applicable taxes.

b.Gender and Number. Where the context admits, words in any gender shall include any other gender, words in the singular shall include the plural and the plural shall include the singular.

c.Limitation of Implied Rights.

i.The Program shall at all times be unfunded and neither a Participant nor any other person shall, by reason of participation in the Program, acquire any right in or title to any assets, funds or property of the Company or any Subsidiary whatsoever, including, without limitation, any specific funds, assets, or other property which the Company or any Subsidiary, in its sole discretion, may set aside in anticipation of a liability under the Program. Nothing contained in the Program and no action taken pursuant hereto shall create or be construed to create a fiduciary relationship between the Company and any Participant or any other person. A Participant shall have only a contractual right to the amounts, if any, payable under the Program, unsecured by any assets of the Company or any Subsidiary, and nothing contained in the Program shall constitute a guarantee that the assets of the Company or any Subsidiary shall be sufficient to pay any benefits to any person.

ii.The Program does not constitute a contract of employment or service, and selection as a Participant will not give any participating employee, or non-employee director the right to be retained in the employ or service of the Company or any Subsidiary, nor any right or claim to any benefit under the Program, unless such right or claim has specifically accrued under the terms of the Program.

iii.The Program may be terminated or amended by the Board at any time.

iv.The Program shall be governed by, and construed in accordance with, the laws of the State of Texas, except to the extent that the General Corporation Law of the State of Delaware shall be specifically applicable.

11.Section 409A. Notwithstanding anything in this Program to the contrary, if required by Section 409A of the Code, if a Participant is considered a “specified employee” for purposes of Section 409A of the Code and if payment of any Bonus under this Program is required to be delayed for a period of six months after “separation from service” within the meaning of Section 409A of the Code, payment of such Bonus shall be delayed as required by Section 409A of the Code, and the accumulated amounts with respect to such Bonus shall be paid in a lump sum payment within ten days after the end of the six-month period. If the Participant dies during the postponement period prior to the payment of benefits, the amounts withheld on account of Section 409A of the Code shall be paid to the Participant’s beneficiary within sixty

(60) days after the date of the Participant’s death. For purposes of Section 409A of the Code, each payment under the Program shall be treated as a separate payment. In no event shall a Participant, directly or indirectly, designate the calendar year of payment. To the extent that any provision of the Program would cause a conflict with the requirements of section 409A of the Code, or would cause the administration of the Program to fail to satisfy the requirements of Section 409A of the Code, such provision shall be deemed null and void to the extent permitted by applicable law. Notwithstanding anything in the Program, each Participant shall be solely responsible for the tax consequences under the Program, and in no event shall the Company have any responsibility or liability if a Bonus does not meet any applicable requirements of Section 409A of the Code.

12.Regulations and Other Approvals.

(a)All payments made under the Program will be subject to any compensation, clawback and recoupment policies that may be applicable to the employees of the Company, as in effect from time to time and as approved by the Board or Committee, whether or not approved before or after the Effective Date. Subject to the requirements of applicable law, any such compensation, clawback and recoupment policies shall apply to payments made after the effective date of the policy.

EX-10.2

EXHIBIT 10.2

STOCK OPTION AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

Under the terms and conditions of the Sysco Corporation 2018 Omnibus Incentive Plan, (the “Plan”), the terms of which are hereby incorporated into this Stock Option Agreement (this “Agreement”) by reference, Sysco Corporation (the “Company” or “Sysco”) grants to you (the “Optionee”) an option to purchase shares of the Company’s Common Stock, $1.00 par value, (“Stock”) subject to adjustment as provided in the Plan (the “Option”). The Option is offered in accordance with and subject to the terms, conditions and restrictions of this Agreement, including any country-specific provisions for the Optionee’s country in Appendix A attached hereto. The number of shares of Stock subject to this Agreement, the exercise price of the Option, and the date of grant (the “Grant Date”) are set forth in the records of the Company and have been made available to the Optionee either (1) directly to the Optionee by the Company, or (2) electronically by the Company to the Optionee through the website of a third party administrator engaged by the Company, and by accepting this Option, the Optionee acknowledges and agrees that he or she has received and/or accessed such information and that such information forms a material part of this Agreement.

Unless terminated earlier in accordance with the terms of the Agreement, this Option shall terminate and expire at the close of business on the final trading day immediately prior to the tenth anniversary of the Grant Date and shall be subject to the Terms and Conditions of Stock Option attached hereto and incorporated in this Agreement by reference.

By accepting this Option, the Optionee accepts and agrees to be bound by all of the terms and conditions of the Plan and Terms and Conditions of Stock Option, and the Optionee acknowledges receipt of the Plan. In the event of any conflict between the terms of this Agreement and the Plan, the Plan will prevail.

The Option and this Agreement are not effective or enforceable until the Optionee properly acknowledges acceptance of the Option by completing the electronic receipt as soon as possible, but in no event later than 90 days from the Grant Date. If the Optionee does not properly acknowledge acceptance of the Option and the terms of this Agreement on or within 90 days from the Grant Date, this Option will be forfeited.

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SYSCO CORPORATION

TERMS AND CONDITIONS OF STOCK OPTION

1.General Conditions. Please carefully review all of the provisions of the Plan. In addition to the conditions set forth in the Plan, the Option is contingent upon satisfying the terms and conditions set forth in this Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Plan.

2.Vesting. The Option will vest in three equal tranches over a period of three years (one-third on each of the first, second, and third anniversaries of the Grant Date), subject to any acceleration provisions contained in the Plan or otherwise set forth in this Agreement and the Optionee’s continuous employment or service with the Company or any of its Subsidiaries from the Grant Date through the applicable vesting date (each date on which a portion of the Option will vest pursuant to this Agreement, a “Vesting Date”).

3.Maximum Term. Unless terminated earlier in accordance with the terms of this Agreement, this Option will expire at the close of business on the final trading day immediately prior to the tenth anniversary of the Grant Date.

4.Exercise Restrictions. Subject to any country-specific variations, the vested portion of the Option may be exercised at any time after its applicable Vesting Date and prior to the expiration of the Option, provided that at the time of the exercise all of the conditions set forth in the Plan and in this Agreement have been met. No portion of the Option may be exercised prior to the first anniversary of the Grant Date or after the expiration of the maximum term set forth in Section 3, above.

5.Accelerated Vesting Events. The Option awarded pursuant to this Agreement will vest according to the schedule set forth in Section 2 of this Agreement, subject to the Optionee’s continuous service with the Company or one of its Subsidiaries through each applicable Vesting Date. Notwithstanding the foregoing, provided that the Optionee has been in continuous service with the Company or one of its Subsidiaries since the Grant Date through the date of termination of his or her employment or service, (a) the Option shall remain in effect and continue to vest according to the vesting schedule set forth in Section 2 of this Agreement, irrespective of the continuous service limitations set forth in the first sentence of this Section 5, upon the occurrence of (i) the Optionee’s termination of employment by reason of Retirement in Good Standing (as defined in Section 19, below) or (ii) the Optionee’s termination of employment or service by reason of Disability (as defined in Section 19, below), and (b) the Option shall immediately vest upon the occurrence of (i) a “Change in Control Termination” (as defined in Section 19, below) in accordance with Section 4.2(h)(ii) of the Plan or (ii) the Optionee’s termination of employment or service by reason of death.

6.Exercise Period. The Option will normally terminate on the earlier of (i) the date of the expiration of the Option set forth in Section 3 of this Agreement or (ii) the 90th day after severance of the Optionee’s employment relationship with the Company or any Subsidiary, for any reason, for or without Cause. Whether an authorized leave of absence, or an absence for military or government service, constitutes severance of the Optionee’s employment or service relationship with the Company or a Subsidiary will be determined by the Committee administering the Plan at the time of the event. However, if before the expiration of the Option, the Optionee’s employment relationship with the Company or a Subsidiary terminates as a result of Retirement in Good Standing, Change in Control Termination, or Disability, the Option will remain exercisable in accordance with its terms as if Optionee remained in the employment or service of the Company or a Subsidiary, and in the event of the Optionee’s death while employed by or providing service to the Company or any Subsidiary, the Option may be exercised by the

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executors or administrators of the Optionee’s estate for up to three years following the date of the Optionee’s death, but in no event later than the last day of the maximum term of the Option set forth in Section 3.

7.Method of Exercise. At the time or times when the Optionee wishes to exercise the Option, the Optionee shall be required to follow the procedures established for doing so, which the Committee may revise from time to time. Notice of exercise of the Option must be accompanied by a payment equal to the applicable Option exercise price plus all Tax-Related Items (as defined below) required to be withheld, collected or accounted for, if any, such amount to be paid in cash or by tendering, either by actual delivery of shares of Stock or by attestation, shares of Stock that are acceptable to the Committee, such shares to be valued at Fair Market Value as of the day the shares are tendered, or paid in any combination of cash and shares, as determined by the Committee. To the extent permitted by applicable law and the policies adopted from time to time by the Committee, the Optionee may elect to pay the exercise price through the contemporaneous sale by a third party broker of shares of Stock acquired upon exercise yielding net sales proceeds equal to the exercise price and any withholding Tax-Related Items required to be withheld, collected or account for and the remission of those sale proceeds to the Company.

Notwithstanding the foregoing, the Committee may require payment in a particular or different method of exercise than those specified in this Section 7, may allow the Optionee to exercise the Option only by means of a cashless exercise (either a cashless “sell all” exercise or a cashless “sell-to-cover” exercise) as it shall determine in its sole discretion, or may require the Optionee to sell any shares of Stock the Optionee acquired under the Plan immediately or within a specified period following the Optionee’s termination of employment (in which case, this Agreement shall give the Company the authority to issue sales instructions on the Optionee’s behalf).

8.No Assignment. No right or interest of the Optionee in the Option may be pledged, encumbered, or hypothecated or be made subject to any lien, obligation or liability of the Optionee other than as provided in this Section 8. The Option may not be sold, assigned, transferred or otherwise disposed of by the Optionee other than by will or the laws of descent and distribution.

9.Nature of Option. In accepting the Option, the Optionee acknowledges, understands and agrees that:

a.the Plan is established voluntarily by the Company, it is discretionary in nature and the Company can amend, modify, suspend, cancel or terminate it at any time, to the extent permitted under the Plan;

b.this Option and any other awards under the Plan are voluntary and occasional and do not create any contractual or other right to receive future options, awards or benefits in lieu of any options or awards, even if similar options or awards have been granted repeatedly in the past;

c.all determinations with respect to any future options or awards, including, but not limited to, the times when options or awards are made, the amount of the options or awards and other conditions attached to the options or awards, will be at the sole discretion of the Company and/or the Committee;

d.participation in this Plan or program is voluntary;

e.the Option and any shares of Stock acquired under the Plan upon exercise of the Option are extraordinary items and do not constitute compensation of any kind (and do not give a right of claim of any kind) for services of any kind rendered to the Company or any of its

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Subsidiaries (including, as applicable, the entity employing the Optionee or to which the Optionee provides services, (the “Employer”) and which are outside the scope of the Optionee’s employment or service contract, if any;

f.this Option, and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any termination, severance, resignation, redundancy, dismissal, end of service payments, bonuses, long-service awards, life or accident insurance benefits, pension or retirement or welfare benefits or similar payments;

g.for the purposes of the Option, unless otherwise specified by the Company or any Affiliated Company, the Optionee’s employment or service will be considered terminated as of the date the Optionee is no longer actively providing services to the Company or any Subsidiary (regardless of the reason for such termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Optionee is employed or the terms of the Optionee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Optionee’s right to vest in the Option under the Plan, if any, will terminate as of such date and will not be extended by any notice period or period during with the Optionee is in receipt of pay in lieu of such notice or severance pay (e.g., the Optionee’s period of service would not include any contractual, statutory or common law notice period or period during which the Optionee is in the receipt of pay in lieu of such notice or severance pay or any period of “garden leave” or similar period mandated under employment laws in the jurisdiction where the Optionee is employed or the terms of the Optionee’s employment agreement, if any); the Committee shall have the exclusive discretion to determine when the Optionee is no longer actively providing services for the purposes of the Option (including whether the Optionee may still be considered to be providing services while on a leave of absence);

h.the future value of the underlying Stock is unknown, indeterminable and cannot be predicted with certainty. If the shares of Stock subject to the Option do not increase in value following the Grant Date, the Option will have no value. If the Optionee exercises the Option and obtains the shares of Stock, the value of those shares of Stock acquired upon exercise may increase or decrease in value, even below the Option exercise price;

i.no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from the termination of the Optionee’s employment or other service relationship (for any reason whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where the Optionee is employed or the terms of the Optionee’s employment agreement, if any), and in consideration of the grant of the Option to which the Optionee is otherwise not entitled, the Optionee irrevocably agrees never to institute any claim against the Company, the Employer, any Subsidiary or any Affiliated Company; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, the Optionee shall be deemed irrevocably to have agreed not to pursue such claim and agrees to execute any and all documents necessary to request dismissal or withdrawal of such claim;

j.the Option and the Optionee’s participation in the Plan shall not create a right to employment or be interpreted as forming an employment or services contract with the Company, the Employer, any Subsidiary or any Affiliated Company and shall not interfere with the ability of the Company, the Employer, any Subsidiary or any Affiliated Company, as applicable, to terminate the Optionee’s employment or service relationship

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(if any). The right of the Company or Employer to terminate at will the Optionee’s employment or service at any time for any reason is specifically reserved;

k.if the Optionee is providing services outside the United States, the Optionee acknowledges and agrees that neither the Company, the Employer, any Subsidiary nor any Affiliated Company shall be liable for any foreign exchange rate fluctuation between the Optionee’s local currency and the United States Dollar that may affect the value of the Option or of any amounts due to the Optionee pursuant to the exercise of the Option or the subsequent sale of any Stock acquired upon exercise; and

l.in the event of any conflict between communications to the Optionee by the Company of the terms of this Agreement or the records of any third party administrator and the Plan, the Plan will prevail.

10.Responsibility for Taxes.

a.Irrespective of any action taken by the Company or the Employer, the Optionee hereby acknowledges and agrees that the ultimate liability for all income tax, social insurance, social security, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Optionee’s participation in the Plan and legally applicable to the Optionee (“Tax-Related Items”), is and remains the responsibility of the Optionee or the Optionee’s estate (as applicable) and may exceed the amount actually withheld by the Company or the Employer. The Optionee acknowledges and understands that the requirements with respect to the Tax-Related Items may change from time to time as applicable laws or interpretations change.

b.Prior to any relevant taxable or tax withholding event, as applicable, the Optionee agrees to make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Optionee authorizes the Company, the Employer, and their respective agents, at their discretion, to satisfy the obligations with regard to all Tax-Related Items withholding obligations by one or a combination of the following:

i.withholding from the Optionee’s wages or other cash compensation paid to the Optionee by the Company and/or the Employer, or any other payment of any kind otherwise due to the Optionee by the Company and/or the Employer; or

ii.withholding from proceeds of the sale of shares of Stock acquired upon exercise of the Option, either through a voluntary sale or through a mandatory sale arranged by the Company (on the Optionee’s behalf pursuant to this authorization without further consent); or

iii.retention of or withholding in shares of Stock to be issued upon exercise of the Option having a Fair Market Value that is sufficient to satisfy the Tax-Related Items.

The Company and/or the Employer may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding rates or other applicable withholding rates, including maximum applicable rates.

c. Notwithstanding the foregoing in Section 10(b) of the Agreement, if the Optionee is subject to Section 16 of the Exchange Act pursuant to Rule 16a-2 promulgated

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thereunder, the Company will withhold in shares of Stock unless the use of such withholding method is problematic under applicable law or has materially adverse accounting or tax consequences, in which case, the withholding obligation may be satisfied by one or a combination of methods set forth in Section 10(b)(i) and (ii) above.

d. If the obligation for Tax-Related Items is satisfied by withholding in shares of Stock, for tax purposes, the Optionee is deemed to have been issued the full amount of Stock subject to the Option, notwithstanding that an amount of Stock was retained solely for the purpose of paying the Tax-Related Items.

e. In addition, the Optionee shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of the Optionee’s participation in the Plan that cannot be satisfied by the means previously described. The Company may refuse to issue or deliver the shares of Stock or the proceeds of the sale of shares of Stock, if the Optionee fails to comply with the Optionee’s obligations in connection with the Tax-Related Items.

f. The Optionee further acknowledges that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Option, including, but not limited to, the grant, vesting or exercise of the Option, the issuance of Stock upon exercise of the Option, the subsequent sale of Stock acquired pursuant to such exercise and the receipt of any dividends and/or dividend equivalents following the issuance of Stock upon the exercise of the Option; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Option to reduce or eliminate the Optionee’s liability for Tax-Related Items or achieve any particular tax result. Further, if the Optionee is subject to tax in more than one jurisdiction, the Optionee acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

11.Prohibited Activities; Post-Employment Covenants; Additional Remedies of Clawback and Recoupment.

a.Notwithstanding any other term of the Agreement or any prior agreement to the contrary, in order to be eligible to benefit from any portion of the Option, the Optionee must have entered into an agreement containing restrictive covenants concerning limitations of the Optionee’s behavior both during employment or service and following termination of employment or service that is satisfactory to the Company or one of its Subsidiaries. In the event the Optionee engages in any action that violates any such restrictive covenants at any time during the term of the Agreement, the Option shall be forfeited. The Optionee further agrees that to the extent permitted by applicable law, upon demand by the Company or one of its Subsidiaries, the Optionee will forfeit, return or repay the “Benefits and Proceeds” (as defined below) in the event the Optionee breaches any post-employment or post-service covenant with the Company and/or any of its Subsidiaries.

b.For the purposes of this Agreement, “Benefits and Proceeds” means:

i.to the extent the Optionee has received any Stock in satisfaction of this Option and the Optionee continues to hold those shares of Stock, the shares of Stock so acquired;

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ii. to the extent the Optionee has received any Stock in satisfaction of this Option and no longer owns the shares of Stock so acquired, cash in an amount equal to the Fair Market Value of such shares of Stock on the date such payment is demanded by the Company (which, unless otherwise determined by the Committee, shall be equal to the closing sale price during regular trading hours of the shares of Stock as reported by the New York Stock Exchange on such date); and

iii. to the extent the Optionee has not received any Stock in satisfaction of this Option, all of the Optionee’s remaining rights, title or interest in the Option.

12.Electronic Delivery and Acceptance. The Optionee consents and agrees to electronic delivery of any Plan documents, proxy materials, annual reports or other related documents, and to the electronic review, confirmation and acceptance procedures governing this Option. The Optionee consents and agrees that any such electronic procedures may be effected by a third party engaged by the Company to provide administrative services related to the Plan, including any program adopted under the Plan. The Optionee further agrees that his or her electronic signature is the same as, and shall have the same force and effect as, his or her manual signature. The Optionee acknowledges and agrees that the Company may provide personal information regarding the Optionee and any award of Options under the Plan, included but not limited to this Option, to any third party engaged by the Company to provide administrative or brokerage services related to the Plan.

13.Data Privacy.

a.To the extent consent is required, the Optionee hereby consents to the collection, use and transfer, in electronic or other form, of the Optionee’s personal data as described in this Agreement and any other Option materials by and among, as applicable, the Employer, the Company any Subsidiary and any Affiliated Company for the purpose of implementing, administering and managing the Optionee’s participation in the Plan. The Employer and the Company will be joint data controllers in relation to the Optionee’s personal data.

b.The Optionee understands that the Employer, the Company, any Subsidiary and any Affiliated Company may hold certain personal information about the Optionee, including but not limited to his or her name, home address, email address, telephone number, date of birth, social security number, passport number or other identification number, salary, nationality, job title, any shares of Stock or directorships held in the Company and details of all Options or any other entitlements to shares of Stock awarded, cancelled, vested, unvested, or outstanding in the Optionee’s favor (“Data”), for the purpose of implementing, administering or managing the Plan. Certain Data may also constitute “sensitive personal data” within the meaning of applicable local law. Such Data include, but are not limited to, the information provided above and any changes thereto and other appropriate personal and financial data about the Optionee. The Optionee hereby provides explicit consent to the Company, the Employer, any Subsidiary and any Affiliated Company to process any such Data to the extent it is necessary for the purposes of implementing, administering and managing the Optionee’s participation in the Plan.

c.The Optionee understands that Data will be transferred, for the purposes of implementing, administering and managing the Optionee’s participation in the Plan, to such equity plan service provider as may be selected by the Company in the

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future, which is assisting the Company with the implementation, administration and management of the Plan. The Optionee understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients’ country (e.g., the United States) may have data privacy laws and protections which provide standards of protection that are different to or lower than the standards provided by the data privacy laws in the Optionee’s country. The Optionee understands that if he or she resides outside the United States, he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. The Optionee authorizes the Company, the Company’s equity service plan provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. The Optionee understands that Data will be held only as long as is necessary to implement, administer and manage the Optionee’s participation in the Plan. The Optionee understands if he or she resides outside the United States, he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to or deletion of Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. Further, the Optionee understands that he or she is providing the consents herein on a purely voluntary basis. If the Optionee does not consent, or if the Optionee later seeks to revoke his or her consent, his or her employment status or service and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing the Optionee’s consent is that the Company would not be able to grant the Optionee Options or other equity awards or administer or maintain such awards. Therefore, the Optionee understands that refusing or withdrawing his or her consent may affect the Optionee’s ability to participate in the Plan. For more information on the consequences of the Optionee’s refusal to consent or withdrawal of consent, the Optionee understands that he or she may contact his or her local human resources representative.

14.Notices. Each notice relating to this Option shall be in writing. All notices to the Company shall be addressed to the Corporate Secretary, Sysco Corporation, 1390 Enclave Parkway, Houston, Texas 77077. All notices to the Optionee shall be addressed to the address of the Optionee on file with the Company or the Employer. Either the Company or the Optionee may designate a different address by written notice to the other. Written notice to said addresses shall be effective to bind the Company, the Optionee and the Optionee’s representatives and beneficiaries.

15.Committee. The Optionee hereby agrees that any change, interpretation, determination or modification of this Agreement by the Committee shall be final and conclusive for all purposes and on all persons including the Company and the Optionee; provided, however, that with respect to any amendment or modification of the Plan which affects the Option made hereby, the Committee shall have determined that such amendment or modification is in the best interests of the Optionee of such Option.

16.Modification of Agreement. If any of the terms of this Agreement may, in the opinion of the Company, conflict or be inconsistent with any applicable law or regulation of any governmental agency having jurisdiction, the Company reserves the right to modify this Agreement to be consistent with applicable laws or regulations. If all or any part or application of the provisions of this Agreement are held or determined to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction in an action between Optionee and the Company, each and all of the other provisions of this Agreement shall remain in full force and effect. No change or

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modification of this Agreement shall be valid unless it is in writing and signed by the party against with enforcement is sought, except where specifically provided to the contrary herein.

17.No Advice Regarding Grant. None of the Company, any Subsidiary or any Affiliated Company is providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Optionee’s participation in the Plan, or the Optionee’s acquisition or sale of the underlying Stock. The Optionee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

18.Entire Agreement; Severability. The Plan and this Agreement set forth the entire understanding between the Optionee, the Employer, the Company and any Subsidiary regarding the acquisition of the Stock and supersedes all prior oral and written agreements pertaining to this Option. If all or any part of the provisions of this Agreement are held or determined to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction in an action between the Optionee and the Company, each and all of the other provisions of the Agreement shall remain in full force and effect.

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19.Definitions. For purposes of this Agreement:

a.“Retirement in Good Standing” means:

a.in the United States and Canada, termination of employment after the date the Optionee reaches (A) age 55 and the Optionee has 10 or more years of service with the Company and its Subsidiaries, or (B) age 65, regardless of years of service with the Company and its Subsidiaries; and

b.in all other jurisdictions, retirement, as determined by the Committee in its sole discretion.

b.     “Disability” means:

c.in the United States, that the Optionee has been determined by the Social Security Administration to be totally disabled; and

d.in all other jurisdictions, disability, as determined pursuant to the Employer’s long-term disability policy.

c.     “Change in Control Termination” means the occurrence of both: (A) a Change in Control and (B) during the period commencing 12 months prior to the first occurrence of the Change in Control and ending 24 months after such Change in Control, the Company or one of its Subsidiaries involuntarily terminates the Optionee’s employment or Service without Cause or the Optionee terminates employment for Good Reason.

20.Compliance with Law. Notwithstanding any other provision of the Plan or this Agreement, unless there is an available exemption from any registration, qualification or other legal requirement applicable to the Stock, the Company shall not be required to deliver any Stock issuable upon exercise of the Option prior to the completion of any registration or qualification of the Stock under any local, state, federal or foreign securities or exchange control law or under rulings or regulations of the U.S. Securities and Exchange Commission (“SEC”) or of any other governmental regulatory body, or prior to obtaining any approval or other clearance from any local, state, federal or foreign governmental agency, which registration, qualification or approval the Company shall, in its absolute discretion, deem necessary or advisable. The Optionee understands that the Company is under no obligation to register or qualify the Stock with the SEC or any state or foreign securities commission or to seek approval or clearance from any governmental authority for the issuance or sale of the Stock. Further, the Optionee agrees that the Company shall have unilateral authority to amend the Plan and the Agreement without the Optionee’s consent to the extent necessary to comply with securities or other laws applicable to issuance of Stock.

21.Language. If the Optionee has received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

22.Appendix A. The Option shall be subject to any special terms and conditions for the Optionee’s country set forth in Appendix A. Moreover, if the Optionee relocates to one of the countries included in Appendix A, the special terms and conditions for such country will apply to the Optionee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. Appendix A constitutes part of this Agreement.

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23.Imposition of Other Requirements. The Company reserves the right to impose other requirements on the Optionee’s participation in the Plan, on the Option and on any Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require the Optionee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

24.Insider Trading Restrictions/Market Abuse Laws. The Optionee acknowledges that, depending on the Optionee’s country of residence, the Optionee may be subject to insider trading restrictions and/or market abuse laws, which may affect the Optionee’s ability to acquire or sell shares of Stock or rights to shares of Stock (e.g., Options) under the Plan during such times as the Optionee is considered to have “inside information” regarding the Company (as defined by the laws in the Optionee’s country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under the Company’s insider trading policy. The Optionee acknowledges that it is his or her responsibility to comply with any applicable restrictions, and the Optionee is advised to speak to his or her personal advisor on this matter.

25.Waiver. The Optionee acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or acceptance of any subsequent breach by the Optionee or any other person claiming rights with respect to the Option.

26.Governing Law and Venue. This Option has been granted and this Agreement has been made in and shall be governed by, construed under and in accordance with the laws of the State of Texas, without regard to the conflict of law provisions, as provided in the Plan. Any and all disputes relating to, concerning or arising from this Agreement, or relating to, concerning or arising from the relationship between the parties evidenced by the Option or this Agreement, shall be brought and heard exclusively in the United States District Court for the Southern District of Texas or Harris County, Texas. Each of the parties hereby represents and agrees that such party is subject to the personal jurisdiction of said courts; irrevocably consents to the jurisdiction of such courts in any legal or equitable proceedings related to, concerning or arising from such dispute, and waives, to the fullest extent permitted by law, any objection which such party may now or hereafter have that the laying of the venue of any legal or equitable proceedings related to, concerning or arising from such dispute which is brought in such courts is improper or that such proceedings have been brought in an inconvenient forum.

27.Mobility. If, during the course of the Optionee’s employment with the Company or any of its Subsidiaries or during the provision of services to the Company or any of its Subsidiaries, the Optionee relocates to another jurisdiction, the Company reserves the right to modify the terms of this Agreement and/or impose other requirements on the Optionee’s participation in the Plan, on the Option and on any shares of Stock acquired under the Plan, to the extent the Company or any of its Subsidiaries determine it is necessary or advisable to comply with local law, rules and/or regulations or to facilitate the operation and administration of the Option and the Plan, and to require the Optionee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. The Optionee agrees to take any and all actions, and consents to any and all actions taken by the Company and its Subsidiaries, as may be required to allow the Company and its Subsidiaries to comply with local laws, rules and regulations in the Optionee’s country of residence (or employment, if different).

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APPENDIX A

STOCK OPTION AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

Terms and Conditions

This Appendix includes additional terms and conditions that govern the Option granted to the Optionee under the Plan if the Optionee works in one of the countries listed below. If the Optionee is a citizen or resident of a country other than the one in which the Optionee is currently working, is considered a resident of another country for local law purposes or if the Optionee transfers employment and/or residency between countries after the Grant Date, the Company will, in its discretion, determine the extent to which the terms and conditions herein will be applicable to the Optionee.

Certain capitalized terms used but not defined in this Appendix have the same meanings set forth in the Plan and/or the Agreement, as applicable.

Notifications

This Appendix also includes information regarding securities, exchange control and certain other tax or legal issues of which the Optionee should be aware with respect to the Optionee’s participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of ____ 2020. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Optionee not rely on the information in this Appendix as the only source of information relating to the consequences of the Optionee’s participation in the Plan because the information may be out of date when the Option vests, Stock are issued to the Optionee and/or the Optionee sells Stock acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Optionee’s particular situation and the Company is not in a position to assure the Optionee of a particular result. Accordingly, the Optionee is advised to seek appropriate professional advice as to how the relevant laws in the Optionee’s country may apply to his or her situation. Furthermore, additional privacy laws may apply in the Optionee’s country.

Finally, if the Optionee is a citizen or resident of a country other than the one in which the Optionee is currently working, is considered a resident of another country for local law purposes or if the Optionee transfers employment and/or residency between countries after the Option Date, the information contained herein may not be applicable to the Optionee in the same manner.

EUROPEAN UNION (“EU”) / EUROPEAN ECONOMIC AREA (“EEA”)/UNITED KINGDOM (“UK”)

Terms and Conditions

Data Privacy

If the Optionee resides and/or is employed in the EU/EEA/UK, Section 10 of the Agreement shall be replaced with the following:

The Company, being the applicable data controller, is located at 1390 Enclave Parkway, Houston, Texas 77077, U.S.A. and grants Awards under the Plan to employees of the Company and its Affiliated Companies in its sole discretion. The Optionee should review the following information about the Company’s data processing practices.

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(a)Data Collection and Usage. Pursuant to applicable data protection laws, the Optionee is hereby notified that the Company collects, processes and uses certain personally-identifiable information about the Optionee for the legitimate interest of implementing, administering and managing the Plan and generally administering equity awards; specifically, including the Optionee’s name, home address, email address and telephone number, date of birth, social insurance number or other identification number, salary, citizenship, job title, any shares of Stock or directorships held in the Company, and details of all Awards or any entitlement to shares of Stock awarded, canceled, exercised, vested, or outstanding in the Optionee’s favor, which the Company receives from the Optionee or the Employer. In granting the Awards under the Plan, the Company will collect the Optionee’s personal data for purposes of allocating shares of Stock and implementing, administering and managing the Plan. The Company’s legal basis for the collection, processing and use of the Optionee’s personal data is that it is necessary for the performance of the Company’s contractual obligations under the Plan and performance of the Agreement. The Optionee’s refusal to provide personal data would make it impossible for the Company to perform its contractual obligations and may affect the Optionee’s ability to participate in the Plan. As such, by participating in the Plan, the Optionee voluntarily acknowledges the collection, use, processing and transfer of the Optionee’s personal data as described herein. The Company shall implement appropriate technical and organizational security measures to protect the Optionee’s personal data.

(b)Stock Plan Administration Service Provider. The Company transfers participant data to Fidelity Stock Plan Services LLC an independent service provider based in the United States, which assists the Company with the implementation, administration and management of the Plan. The Company shall ensure that this, and any subsequent, administrator contractually agree to comply with legally required data protection obligations to protect the Optionee’s personal data. In the future, the Company may select a different service provider and share the Optionee’s data with another company that serves in a similar manner. The Company’s service provider will open an account for the Optionee to receive and trade shares of Stock. The Optionee will be asked to agree on separate terms and data processing practices with the service provider, which is a condition to the Optionee’s ability to participate in the Plan.

(c)International Data Transfers. The Company and its service providers are based in the United States. The Company can only meet its contractual obligations to the Optionee if the Optionee’s personal data is transferred to the United States. The Company’s legal basis for the transfer of the Optionee’s personal data to the United States is the performance of contractual obligations to the Optionee and it shall use the standard data protection clauses adopted by the EU Commission.

(d)Data Retention. The Company will use the Optionee’s personal data only as long as is necessary to implement, administer and manage the Optionee’s participation in the Plan or as required to comply with legal or regulatory obligations, including under tax and securities laws. When the Company no longer needs the Optionee’s personal data, the Company will remove it from its systems. If the Company keeps the Optionee’s data longer, it would be to satisfy legal or regulatory obligations and the Company’s legal basis would be for compliance with relevant laws or regulations.

Data Subject Rights. The Optionee may have a number of rights under data privacy laws in the Optionee’s country of residence. For example, the Optionee’s rights may include the right to (i) request access or copies of personal data the Company processes, (ii) request rectification of incorrect data, (iii) request deletion of data, (iv) place restrictions on processing, (v) lodge complaints with competent authorities in the Optionee’s country, and/or (vi) request a list with the names and addresses of all recipients of the Optionee’s personal data. To receive clarification regarding the Optionee’s rights or to exercise the Optionee’s rights, the Optionee should contact his or her local human resources department.

UNITED STATES OF AMERICA

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Terms and Conditions

When exercised, all or a portion of this Option may be an incentive stock option, governed by Section 422 of the Internal Revenue Code of 1986, as amended.

By accepting this Option, Optionee further acknowledges receipt of the Plan Prospectus, which contains important information, including a discussion of federal tax consequences.

BELGIUM

Terms and Conditions

Nature of Option

Section 9(f) shall be replaced with the following:

‘this Option and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of compensation or salary for the purposes of calculating any bonuses, long-service awards, life or accident insurance benefits, pension or retirement welfare benefits or similar payments;’

Section 9(g) shall be replaced with the following:

‘for the purposes of the Option, the Optionee’s employment or service relationship will be considered terminated as of the last day of employment with the Company or any Affiliated Company (regardless of the reason for termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Optionee is employed or the terms of the Optionee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Optionee’s right to vest in the Option under the Plan, if any, will terminate as of such date;’

Offer Document

The Optionee must accept the Option in writing either (i) within 60 days of the offer (for tax at offer), or (ii) after 60 days of the offer (for tax at exercise) by completing the below Belgium Offer Document. The Optionee should consult a personal tax advisor with respect to completing the Offer Document.

Notifications

Foreign Asset/Account Reporting Information

The Optionee is required to report any taxable income attributable to the Option on his or her annual tax return. Additionally, Belgian residents are required to report any security or bank accounts (including brokerage accounts) maintained outside of Belgium on their annual tax return. In a separate report, they will be required to provide the National Bank of Belgium with certain details regarding such foreign accounts.

Tax Information

This section is intended to advise the Optionee of potential tax impact of certain actions or inactions under Belgian law. This section is applicable to any Optionee who is subject to income tax in Belgium, including residents. The Optionee is urged to consult their personal tax advisers when considering all matters regarding the Option grant set forth in the Agreement.

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Options accepted in writing within 60 days following the offer date

At grant: Options that are accepted in writing within 60 days following the offer date are taxable on the 60th day following the date of the offer. The taxable benefit will be calculated as a percentage of the closing market price of the underlying shares on the last trading day preceding the date of offer, plus any excess of the closing market price over the exercise price. The Optionee acknowledges that these taxes are required to be paid even if the Option is later forfeited for any reason, including without limitation termination of employment, and/or the Optionee is not actually able to realize value from the Option. The tax paid may not be refunded by the Belgian revenue agency. The Belgian Employer will report the taxable amount for the year in which the 60th day after the offer date occurs, and will withhold income tax and social security, if any, on the taxable amount.

At exercise: Generally, no taxation. However, if a written undertaking was made at the time of the offer not to exercise the Option prior to the end of the third calendar year following the calendar year of the offer date and the Optionee breaches the written undertaking, additional tax will be due at exercise. Further, if shares of Stock are immediately sold upon exercise to cover the exercise price, a stock exchange tax may be payable (see below).

At sale: Generally, the Optionee will not be subject to capital gains taxation at the time of sale of the shares of Stock. However, the sale proceeds will likely be subject to a stock exchange tax. If the Optionee’s shares of Stock are held by a Belgian financial intermediary at the time of sale, that intermediary may withhold the stock exchange tax. If the stock exchange tax is not withheld, the Optionee will be responsible for filing a stock exchange tax return and paying the stock exchange tax.

Social security: The Option should not be subject to social security contributions, unless the Option is “in the money” as of the offer date.

Options accepted after the 60th day following the offer date

At grant: In principle, under current guidance from the Belgian tax authorities, no Belgian tax consequences.

At exercise: According to current guidance from the Belgian Minister of Finance, Options that are accepted after the 60th day following the offer date are not subject to taxation at grant, but to taxation at exercise. The taxable benefit is the difference between the actual value of the shares of Stock at exercise less the exercise price. The Belgian Employer will report the taxable benefit and withhold income tax and social insurance contributions at the time of exercise. The Optionee will also need to report the income and pay any taxes that are due. Further, if shares of Stock are immediately sold upon exercise to cover the exercise price, a stock exchange tax may be due (see below).

At sale: Generally, the Optionee will not be subject to capital gains taxation at the time of sale of the shares of Stock. However, the sale proceeds will likely be subject to a stock exchange tax. If the Optionee’s shares of Stock are held by a Belgian financial intermediary at the time of sale, that intermediary may withhold the stock exchange tax. If the stock exchange tax is not withheld, the Optionee will be responsible for filing a stock exchange tax return and paying the applicable stock exchange tax.

Social security: Social security contributions will be due on the Option income at the time of exercise.

Declining Options

If the Optionee declines the Option, no tax will be owed at any time, but the Option will be declared null and void.

Special note for international service associates

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Individuals resident in Belgium who are on international assignment under a Company or an Affiliated Company program are requested to accept the Option after 60 days of the date of offer. Should an international assignee accept the Option prior to 60 days from the date of offer, any taxes due on the grant of the Option shall be the international assignee’s personal responsibility and shall not be covered by a tax equalization policy, if any.

Belgium Offer Document

Sign here to accept or decline the grant:

Check one of the following three lines:

1. Accept within 60-day period

I hereby accept within the 60-day period (before [date – 60 days after Option Offer Date]). By accepting the Option within 60 days of the date of the offer, the Option will be taxed at the time of grant (more specifically, on the 60th day after the offer date).

If you have selected Option 1, please select one of the following:

_______ ACCEPT ALL: I hereby accept 100% of the Option granted in accordance with and subject to the terms and conditions of this Agreement and the Plan, acknowledge that I have read this Agreement and the Plan, and agree to be bound by this Agreement, the Plan and the actions of the Committee.

_______ ACCEPT PART: I hereby accept part of the Option granted in accordance with and subject to the terms and conditions of this Agreement and Plan. I ACCEPT ONLY ____ SHARES UNDERLYING THE OPTION GRANT. I acknowledge that I have read this Agreement and the Plan, and agree to be bound by this Agreement, the Plan and the actions of the Committee. I decline the remaining number of shares underlying the Option grant.

Three-year undertaking: If you are accepting the Option in writing within the 60-day period and wish to have the Option subject to a lower valuation for Belgium tax purposes pursuant to article 43, §6 of the Belgian law of 26 March 1999, you may agree and undertake to (a) not exercise the Option before the end of the third calendar year following the calendar year in which the offer date falls, and (b) not transfer the Option under any circumstances (except in the event of your death). If you wish to take this undertaking, you must sign below.

Optionee’s Signature     ___________________

Optionee’s Printed Name ___________________

2. Accept after the 60-day period

I accept after the 60-day period (a date no less than the 61st date following the offer date). By accepting the Option at least 60 days after the date of the offer, under current guidance from the Belgian tax authorities, the Option will be taxed at the time Option is exercised. The taxable benefit is the difference between the actual value of the shares of Stock at exercise less the exercise price. The Company and its Affiliated Companies make no guarantee of any tax consequences to the Optionee, as laws and guidance may change.

3. DECLINE ALL: I hereby decline all of the Option granted.

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Optionee Signature    ___________________

Date of Signature        ___________________

Warning: If the Optionee does not accept all or part of the grant by checking the first or second line, signing above, and returning this Agreement prior to the date that is 90-days following the Grant Date, then the Company may declare the Option grant null and void. Also, in the unfortunate event that death occurs before this Agreement has been so accepted then this Option grant will be voided, which means the Option cannot be transferred to the Optionee’s heirs pursuant to the Optionee’s will or the laws of descent and distribution.

INSTRUCTIONS FOR RETURNING SIGNED GRANT AGREEMENT:

Deliver to: Vice-President, Total Rewards, Sysco Corporation. Attention: Stock Plan Administration, 1390 Enclave Parkway, Houston, Texas 77077, USA.

CANADA

Terms and Conditions

Termination of Employment

The following provision supplements Section 9(g) of the Agreement:

In the event of the Optionee’s termination of employment for any reason (whether or not later found invalid or in breach of local employment laws or the terms of the Optionee’s employment agreement, if any), any unvested portion of the Option shall be immediately forfeited without consideration. For purposes of the preceding sentence, the Optionee’s right to vest in the Option will terminate effective as of the earlier of the following dates: (i) the date on which the Optionee’s employment is terminated; (ii) the date the Optionee receives written notice of termination of employment from the Company or one of its Subsidiaries; or (iii) the date the Optionee is no longer actively providing services to the Company or one of its Subsidiaries. The right to vest in and exercise the Option (as discussed above) will not be extended by any notice period (e.g., active service would not include any contractual, statutory or common law notice period or period during which the Optionee is in receipt of pay in lieu of such notice or severance pay, or any period of “garden leave” or similar period mandated under Canadian laws or the terms of the Optionee’s employment or service agreement, if any). The Committee shall have the exclusive discretion to determine when the Optionee is no longer actively providing services for purposes of the Optionee (including whether the Optionee may still be considered to be providing services while on a leave of absence).

Data Privacy

The following provision supplements Section 13 of the Agreement:

The Optionee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. The Optionee further authorizes the Company, any Affiliated Companies and any stock plan service provider that may be selected by the Company to assist with the Plan to disclose and discuss the Plan with their respective advisors. The Optionee further authorizes the Company and any Affiliated Companies to record such information and to keep such information in the Optionee’s employee file, subject to applicable periods in accordance with applicable law.

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Language Consent

The following terms and conditions apply to the Optionee if resident in Quebec:

The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices, and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Consentement relatif à la langue utilisée

Les parties reconnaissent avoir exigé que cette convention («Agreement») soit rédigée en anglais, ainsi que tous les documents, avis et procédures judiciaires, éxécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à la présente.

Payment of Exercise Price and Taxes

Notwithstanding anything to the contrary in the Plan or in Sections 7 or 10 of this Agreement, no Tax-Related Items may be paid by delivery of shares of Stock or by having the Company withhold or retain shares of Stock otherwise issuable upon exercise of the Option.

Notwithstanding anything to the contrary in the Plan or in Section 7 of this Agreement, the exercise price of the Option may not be paid by delivery of shares of Stock or by having the Company withhold or retain shares of Stock otherwise issuable upon exercise of the Option.

Notifications

Securities Law Information

The Optionee is permitted to sell Shares acquired through the Plan subject to certain restrictions on resale imposed by Canadian provincial and territorial securities laws, as applicable. The Optionee should consult his or her own personal tax advisor in this regard.

Foreign Asset/Account Reporting Information

Canadian residents are required to report any foreign property (e.g., Shares acquired under the Plan and possibly unvested Options) if the total cost of their foreign property exceeds a specified threshold at any time in the year. It is the Optionee’s responsibility to comply with these reporting obligations, and the Optionee should consult his or her own personal tax advisor in this regard.

COSTA RICA

There are no country-specific provisions.

FRANCE

Terms and Conditions

Option Not Qualified

The Option is not granted under the French specific regime provided by Articles L225-177-1 and seq. of the French commercial code.

Language Consent

By accepting the Option, the Optionee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language. The Optionee accepts the terms of

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those documents accordingly. The Optionee confirms that the Optionee has a good knowledge of the English language.

En acceptant l’Option, le Titulaire de l’Option confirme avoir lu et compris les documents relatifs à cette Option (le Plan et ce Contrat) qui ont été fournis en langue anglaise. Le Titulaire de l’Option accepte les termes de ces documents en connaissance de cause. Etant précisé que le Titulaire de l’Option a une bonne maîtrise de la langue anglaise

Notifications

Foreign Asset/Account Information

The Optionee may hold shares of Stock acquired upon exercise of the Option, any proceeds resulting from the sale of shares of Stock or any dividends paid on such shares of Stock outside of France, provided the Optionee declares all foreign bank and brokerage accounts (including any accounts that were opened or closed during the tax year) with his or her annual income tax return. Failure to complete this reporting may trigger penalties for the resident.

IRELAND

Exercise Period

The following provisions shall supplement Section 6 of the Agreement:

‘Solely for the purposes of this Agreement, and not withstanding anything to the contrary in the Plan, the Optionee’s employment or service will be deemed to terminate, and severance of Optionee’s employment relationship will be deemed to occur, on the date that the Optionee ceases to be actively employed by or actively provide services to the Company or any of its Subsidiaries. Accordingly, in the event of termination of the Optionee’s employment or service, the Option shall cease to vest, and the exercise period following severance of the Optionee’s employment relationship shall be measured from, the date of cessation of active employment or service and shall not be extended by any notice period mandated or implied under local law, contract or otherwise during which the Optionee is not actually actively employed or providing services or during or for which the Optionee receives pay in lieu of notice or severance pay or is on garden leave or similar leave. The Company shall have the sole discretion to determine when the Optionee is no longer actively employed or actively providing services for purposes of this Agreement, without reference to any other agreement, written or oral, including the Optionee’s contract of employment or service.’

Responsibility for Tax

The following provisions shall supplement Section 10 of the Agreement:

‘Regardless of any action the Company (or any Subsidiary) takes with respect to any or all Taxes, the Optionee acknowledges that the ultimate liability for all Taxes is and remains the Optionee’s responsibility and may exceed the amount actually withheld by the Company (or any Subsidiary). the Optionee further acknowledges that the Company and its Subsidiaries (including the Optionee’s employer) (i) make no representations or undertakings regarding the treatment of any Taxes in connection with any aspect of the Option, including the grant, vesting or exercise of the Option or the subsequent sale of any shares of common stock acquired at exercise; and (ii) do not commit to, and are under no obligation to, structure the terms of the grant or any aspect of the Option to reduce or eliminate the Optionee’s liability for Taxes or achieve any particular tax result. Further, if the Optionee is subject to taxation in more than one jurisdiction between the Grant Date and the date of any relevant taxable or tax withholding event, as applicable, the Optionee acknowledges that the Company and/or its Subsidiaries (including the Optionee’s employer or former employer, as applicable) may be required to withhold or account for Taxes in more than one jurisdiction.’

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Terms and Conditions

Definitions

The following provision shall be inserted as Section 19(c) of the Agreement:

‘“Taxes” means any income tax or national contributions or any other payroll or statutory taxes or payment on account of obligations or other payments which the Committee determines must be withheld, collected or accounted for.’

PANAMA

Notifications

Securities Disclaimer

The Option and any shares of Stock that the Optionee may acquire at the exercise of the Option do not constitute a public offering of securities, as they are available only to eligible employees of the Company and its Subsidiaries.

SPAIN

Terms and Conditions

When exercised, all or a portion of this Option may trigger Spanish taxation laws, including the potential application of specific tax benefits, which will be determined on a case by case basis.

Discretionary Nature of the Plan

By accepting the Option grant, the Optionee consents to participation in the Plan and acknowledges receipt of a copy of the Plan.

The Optionee understands that the Company has unilaterally, gratuitously and in its sole discretion granted Options under the Plan to individuals who may be employees of the Company or its Subsidiaries throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its Subsidiaries on an ongoing basis. Consequently, the Optionee understands that the Option is granted on the assumption and condition that the Option and the shares of Stock acquired upon exercise of the Option shall not become a part of any employment contract (either with the Company or any of its Subsidiaries) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, the Optionee understands that this grant would not be made to the Optionee but for the assumptions and conditions referenced above; thus, the Optionee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, the Option grant shall be null and void.

The Optionee understands and agrees that, as a condition of the Option grant, unless otherwise provided in the Agreement, any unvested Option as of the date the Optionee ceases active employment, and any vested portion of the Option not exercised within the post-termination exercise period set out in the Agreement, will be forfeited without entitlement to the underlying shares of Stock or to any amount of indemnification in the event of termination of the Optionee’s employment with the Company or any of its Subsidiaries. The Optionee acknowledges that the Optionee has read and specifically accepts the conditions referred to in the Agreement regarding the impact of a termination of employment on the Option.

Termination for Cause

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Notwithstanding anything to the contrary in the Plan or the Agreement, “Cause” shall be defined as set forth in the Plan, regardless of whether a termination of employment is considered a fair termination (i.e., “despido procedente”) under Spanish legislation.

Language Consent

By accepting the Option, the Optionee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language.  The Optionee accepts the terms of those documents accordingly. The Optionee confirms that the Optionee has a good knowledge of the English language.

Con la aceptación del Incentivo, el Beneficiario confirma haber leído y entendido el documento relativo a la concesión de incentivos (el Plan y el Contrato) que le han sido entregados en inglés. El Beneficiario acepta los términos de los documentos y confirma que tiene buen conocimiento de la lengua inglesa.

SWEDEN

Terms and Conditions

Electronic Delivery and Acceptance

In Section 12 of the Agreement, the following sentence shall be deleted:

‘The Optionee acknowledges and agrees that the Company may provide personal information regarding the Optionee and any award of Options under the Plan, included but not limited to this Option, to any third party engaged by the Company to provide administrative or brokerage services related to the Plan.’

UNITED KINGDOM

Terms and Conditions

Exercise Period

The following provisions shall supplement Section 6 of the Agreement:

‘Solely for the purposes of this Agreement, and not withstanding anything to the contrary in the Plan, the Optionee’s employment or service will be deemed to terminate, and severance of the Optionee’s employment relationship will be deemed to occur, on the date that the Optionee ceases to be actively employed by or actively provide services to the Company or any of its Subsidiaries. Accordingly, in the event of termination of the Optionee’s employment or service, the Option shall cease to vest, and the exercise period following severance of the Optionee’s employment relationship shall be measured from, the date of cessation of active employment or service and shall not be extended by any notice period mandated or implied under local law, contract or otherwise during which the Optionee is not actually actively employed or providing services or during or for which the Optionee receives pay in lieu of notice or severance pay or is on garden leave or similar leave. The Company shall have the sole discretion to determine when the Optionee is no longer actively employed or actively providing services for purposes of this Agreement, without reference to any other agreement, written or oral, including the Optionee’s contract of employment or service.’

Responsibility for Taxes

The following provisions shall supplement Section 10 of the Agreement:

At the request of the Company at any time before the exercise of an Option, the Optionee must elect, to the extent permitted by law, and using a form approved by Her Majesty’s Revenue and Customs (“HMRC”), that the whole or any part of the liability for national insurance contributions (“NICs”)

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arising as a result of a taxable event attributable to the Option or the Optionee’s participation in the plan shall be transferred to the Optionee.

The Optionee hereby agrees that the Optionee is liable for all Taxes and hereby covenants to pay all such Taxes, as and when requested by the Company or (if different) the Employer or by HMRC (or any other tax authority or any other relevant authority). The Optionee also hereby agrees to indemnify and keep indemnified the Company and (if different) the Employer against any Taxes that they are required to pay or withhold on the Employee’s behalf or have paid or will pay to HMRC (or any other tax authority or any other relevant authority).

Definitions

The following provision shall be inserted as Section 19(c) of the Agreement:

‘“Taxes” means any income tax or national contributions or any other payroll or statutory taxes or payment on account of obligations or other payments which the Committee determines must be withheld, collected or accounted for.’

Notifications

Securities Disclosure

This Agreement is not an approved prospectus for the purposes of section 85(1) of the Financial Services and Markets Act 2000 (“FSMA”) and no offer of transferable securities to the public (for the purposes of section 102B of FSMA) is being made in connection with the Plan. The Plan and Options are exclusively available in the UK to bona fide employees and former employees of the Company and any UK Subsidiary of the Company.

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EX-10.3

EXHIBIT 10.3

RESTRICTED STOCK UNIT AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

Sysco Corporation (the “Company”) hereby agrees to award to you (the “Grantee”) Restricted Stock Units (“RSUs”) in accordance with and subject to the terms, conditions and restrictions of this Restricted Stock Unit Agreement, including any country-specific provisions for the Grantee’s country in Appendix A attached hereto (“Appendix A” together with the Restricted Stock Unit Agreement, the “Agreement”). Except as otherwise provided in Section 3 below in the event of the Grantee’s death, the RSUs hereby awarded (the “Award”) shall be settled in the form of shares of Stock with each RSU earned being settled for one (1) share of Stock, but until such settlement, the Award will be denominated in RSUs. Any RSUs earned will be settled, and the corresponding shares of Stock will be issued to the Grantee, on the date set forth below if the conditions described in this Agreement are satisfied. The number of RSUs subject to this Award and the date of this Award (the “Grant Date”) are set forth in the records of the Company and have been communicated to the Grantee either (1) directly to the Grantee by the Company, or (2) electronically by the Company to the Grantee through the website of a third party administrator engaged by the Company. This Award is made under the terms of the Sysco Corporation 2018 Omnibus Incentive Plan (the “Plan”), the terms of which are incorporated into this Agreement. The RSUs shall vest in three equal tranches commencing on the first day of the calendar month immediately following each of the first three anniversaries of the Grant Date (the “Vesting Date”).

By accepting this Award, the Grantee confirms consent to the terms of the post-employment covenants communicated to the Grantee, if any, as a condition precedent to this Award, including the associated limitations on the Grantee’s behavior following termination of employment. The Grantee further acknowledges receipt of the Plan and the Plan Prospectus.

TERMS AND CONDITIONS OF THIS AGREEMENT

(1)    General Conditions. This Award is in the form of RSUs that settle in shares of Stock on the Vesting Date, except as otherwise provided in Section 3 below in the event of the Grantee’s death. If the conditions set forth in this Agreement are satisfied, the shares of Stock will be released to the Grantee as soon as administratively feasible following the Vesting Date. If these conditions are not satisfied, the Award shall be forfeited. Capitalized terms in this Agreement refer to defined terms in the Plan, except as otherwise defined herein. Except as provided in Section 3 or in Appendix A, the shares of Stock shall be issued following the Vesting Date only if the Grantee is continuously employed by the Company, or if different, the Grantee’s employer (the “Employer”), or an Affiliated Company from the Award until the end of the vesting period.

(2)    Stock, Dividends and Voting Rights. As soon as administratively practicable following the Vesting Date, or as otherwise provided in Section 3 below, the number of indicated shares of Stock shall be issued to the Grantee, provided all conditions are satisfied. Except as provided herein and in Section 3 below, all Awards shall be settled in shares of Stock. Prior to the issuance of shares of Stock and any Dividend Equivalents (as defined below), the Grantee shall have no rights with respect to the shares of Stock, including but not limited to rights to sell, vote, exchange, transfer, pledge, hypothecate or otherwise dispose of the shares of Stock and any Dividend Equivalents. In addition, prior to the issuance of the shares of Stock and any Dividend Equivalents, the Grantee shall not be entitled to receive dividends and shall not have any other rights with respect to the Stock and any Dividend Equivalents. Notwithstanding the foregoing, if the Grantee works or resides outside the United States, the Company may, in its sole discretion, settle the RSUs in the form of a cash payment to the extent settlement in shares of Stock: (i) is prohibited under local law, (ii) would require the Grantee, the Company or any of its Subsidiaries to obtain the approval of any governmental and/or regulatory body in the Grantee’s country, or (iii) is administratively burdensome. Alternatively, the Company may, in its sole discretion, settle the RSUs in shares of Stock but require the

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Grantee to sell such shares of Stock immediately or within a specified period following the Grantee’s termination of employment (in which case, this Agreement shall give the Company the authority to issue sales instructions on the Grantee’s behalf).

(3)    Employment Events.

(a)    Subject to the attached Appendix A, if any of the employment events listed below occur prior to the Vesting Date, the terms of this subparagraph shall apply. The following table describes the result depending on the nature of the Grantee’s termination of employment, or other employment event, and the timing of the same. In the event of the Grantee’s termination of employment prior to the Vesting Date for reasons other than those set forth below, the Award shall be forfeited.

Event	Following Grant Date and prior to Vesting Date
Employment with the Company or an Affiliated Company terminates because of Disability (as defined in Section 15, below).	The Award will continue to vest as if active employment continued for the entire vesting period.
Employment with the Company or an Affiliated Company terminates as a result of a Retirement in Good Standing (as defined in Section 15, below).	•The Award shall: •continue to vest as if active employment continued for the entire vesting period if employment terminates as a result of a Retirement in Good Standing on or after the first Vesting Date. •be forfeited in its entirety if employment terminates as a result of Retirement in Good Standing prior to the first Vesting Date.
Employment with the Company or an Affiliated Company terminates because of death.	All unvested RSUs subject to the Award shall immediately vest.
Employment with the Company or an Affiliated Company involuntarily terminates, for reasons other than for Cause and meets the requirements of a Change in Control Termination (as defined in Section 15, below).	The Award shall be treated as described in Section 4.2(h)(ii) of the Plan, with immediate vesting.
Military leave or other leave to the extent required by applicable law	For this purpose, employment is deemed to continue during the vesting period.
Unpaid leave of absence pursuant to published Company policy of 12 months or less (other than leaves described above) 1	The Award will continue to vest as if active employment continued for the entire vesting period.

1 In the case of other leaves of absence not specified above, including any leaves that extend beyond 12 months, the Grantee will be deemed to have terminated employment on the date that the leave commences (so that the Award will be forfeited as of such date), unless the Committee identifies a valid business interest in doing otherwise, in which case it may specify what provisions it deems appropriate at its sole discretion; provided that the Committee shall have no obligation to consider any such matters.

(4)    Acceptance of Agreement. The Grantee shall indicate his or her acceptance of this Agreement, in the method directed by the Company.

(5)    Notices. Each notice relating to this Award shall be in writing. All notices to the Company shall be addressed to the Corporate Secretary, Sysco Corporation, 1390 Enclave Parkway, Houston, Texas 77077, USA. All notices to the Grantee shall be addressed to the address of the Grantee on file with the Company or the Employer. Either the Company or the Grantee may designate a different address by written notice to the other. Written notice to said addresses shall be effective to bind the Company, the Grantee and the Grantee’s representatives and beneficiaries.

(6)    Dividend Equivalents. In the event that the Company sets a Record Date for the payment of a dividend on its Stock from the date of this Agreement until the Award is fully vested, the Grantee shall be entitled to receive with respect to the RSUs, dividend equivalent amounts equal to the regular cash dividend payable to holders of the Company’s Stock (to the extent regular quarterly cash dividends are paid) as if the Grantee were an actual shareholder with respect to the number of shares of Stock equal to the Grantee’s outstanding RSUs (whether vested or unvested) (the “Dividend Equivalents”). The Grantee’s right to Dividend Equivalents shall cease upon forfeiture or payment of the Restricted Stock Units pursuant to Section 2, 3 or 9, as applicable. The aggregate amount of such Dividend Equivalents shall be held by the Company, without interest thereon, and shall vest and be paid to the Grantee at the same time as the RSUs to which such Dividend Equivalents relate vest and are paid.

(7)    Responsibility for Taxes.

(a)    Irrespective of any action taken by the Company or the Employer, the Grantee hereby acknowledges and agrees that the ultimate liability for all income tax, social insurance, national insurance contributions, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Grantee’s participation in the Plan and legally applicable to the Grantee (“Tax-Related Items”), is and

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remains the responsibility of the Grantee or the Grantee’s estate (as applicable) and may exceed the amount actually withheld by the Company or the Employer, if any. The Grantee acknowledges and understands that the requirements with respect to the Tax-Related Items may change from time to time as applicable laws or interpretations change.

(b)    Prior to any relevant taxable or tax withholding event, as applicable, the Grantee agrees to make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Grantee authorizes the Company, the Employer, and their respective agents, at their discretion, to satisfy the obligations with regard to all Tax-Related Items withholding obligations by one or a combination of the following:

(i)    withholding from the Grantees’ wages or other cash compensation, including Dividend Equivalents, paid to the Grantee by the Company and/or the Employer, or any other payment of any kind otherwise due to the Grantee by the Company and/or the Employer; or

(ii)    withholding from proceeds of the sale of shares of Stock acquired upon settlement of the Award, either through a voluntary sale or through a mandatory sale arranged by the Company (on the Grantee’s behalf pursuant to this authorization without further consent); or

(iii)    retention of or withholding in shares of Stock to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items.

The Company and/or the Employer may withhold or account for Tax-Related Items by considering applicable statutory withholding rates or other applicable withholding rates, including maximum applicable rates.

(c)    Notwithstanding the foregoing in Section 6(b) of the Agreement, the Company, the Employer or their respective agents, as applicable, intend to withhold shares of Stock to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items, unless the Grantee pays the applicable withholding amount in cash prior to any relevant taxable or tax withholding event, in accordance with procedures established by the Company, the Employer or their respective agents, as applicable. Further, if the Grantee is subject to Section 16 of the U.S. Securities Exchange Act 0f 1934 pursuant to Rule 16a-2 promulgated thereunder, the Company will withhold in shares of Stock unless the use of such withholding method is problematic under applicable law or has materially adverse accounting or tax consequences, in which case, the withholding obligation may be satisfied by one or a combination of methods set forth in Section 6(b)(i) and (ii) above.

(d)    If the obligation for Tax-Related Items is satisfied by withholding in shares of Stock, for tax purposes, the Grantee is deemed to have been issued the full amount of shares of Stock subject to the Award, notwithstanding that an amount of shares of Stock are retained solely for the purpose of paying the Tax-Related Items.

(e)    In addition, the Grantee shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of the Grantee’s participation in the Plan that cannot be satisfied by the means previously described. The Company may refuse to issue or deliver the shares of Stock or the proceeds of the sale of shares of Stock, if the Grantee fails to comply with the Grantee’s obligations in connection with the Tax-Related Items.

(f)    The Grantee further acknowledges that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Award, including, but not limited to, the grant, vesting or settlement of the Award, the issuance of shares of Stock upon settlement of the Award, the subsequent sale of shares of Stock acquired pursuant to such settlement and the receipt of any dividends and/or Dividend Equivalents; and (2) do not

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commit to and are under no obligation to structure the terms of the grant or any aspect of the Award to reduce or eliminate the Grantee’s liability for Tax-Related Items or achieve any particular tax result. Further, if the Grantee is subject to tax in more than one jurisdiction, the Grantee acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

(8)    Compensation and Leadership Development Committee. The Grantee hereby agrees that any change, interpretation, determination or modification of this Agreement by the Compensation and Leadership Development Committee (the “Committee”) shall be final and conclusive for all purposes and on all persons including the Company and the Grantee; provided, however, that with respect to any amendment or modification of the Plan which affects the Award made hereby, the Committee shall have determined that such amendment or modification is in the best interests of the Grantee of such Award.

(9)    Prohibited Activities; Post-Employment Covenants; Additional Remedies of Clawback and Recoupment.

(a)     Notwithstanding any other term of the Agreement or any prior agreement to the contrary, in order to be eligible to earn any portion of the Award, the Grantee must have entered into an agreement containing restrictive covenants concerning limitations of the Grantee’s behavior both during employment and following termination of employment that is satisfactory to the Company or one of its Affiliated Companies. In the event the Grantee engages in any action that violates any such restrictive covenants at any time during the term of the Agreement, the Award shall be forfeited. The Grantee further agrees that to the extent permitted by applicable law, upon demand by the Company or one of its Affiliated Companies, the Grantee will forfeit, return or repay the “Benefits and Proceeds” (as defined below) in the event the Grantee breaches any post-employment covenant with the Company and/or any of its Subsidiaries.

(b)    For purposes of this Agreement, “Benefits and Proceeds” means:

(i)    to the extent the Grantee has received any shares of Stock in satisfaction of this Award and the Grantee continues to hold those shares of Stock, the shares of Stock so acquired;

(ii)    to the extent the Grantee has received any shares of Stock in satisfaction of this Award and no longer owns the shares of Stock so acquired, cash in an amount equal to the Fair Market Value of such shares of Stock on the date such payment is demanded by the Company (which, unless otherwise determined by the Committee, shall be equal to the closing sale price during regular trading hours of the shares of Stock as reported by the New York Stock Exchange on such date);

(iii)    to the extent the Grantee has not received any shares of Stock in satisfaction of this Award, all of the Grantee’s remaining rights, title or interest in the Award; and

(iv)    cash in an amount equal to any Dividend Equivalents paid in connection with the RSUs.

(10)    Modification of Agreement. If any of the terms of this Agreement may, in the opinion of the Company, conflict or be inconsistent with any applicable law or regulation of any governmental agency having jurisdiction, the Company reserves the right to modify this Agreement to be consistent with applicable laws or regulations. No change or modification of this Agreement shall be valid unless it is in writing and signed by the party against which enforcement is sought, except where specifically provided to the contrary herein.

(11)    Data Privacy. The Grantee hereby acknowledges, and to the extent that consent is required, consents to the collection, use and transfer, in electronic or other form, of the Grantee’s personal data as described in this Agreement and any other Award materials by and among, as applicable, the

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Employer, the Company and any Affiliated Company for the purpose of implementing, administering and managing the Grantee’s participation in the Plan.

The Grantee understands that the Employer, the Company and any Affiliated Companies may hold certain personal information about the Grantee, including but not limited to his or her name, home address, email address, telephone number, date of birth, social security number, passport number or other identification number, salary, nationality, job title, any shares of Stock or directorships held in the Company and details of all Awards or any other entitlements to shares of Stock awarded, cancelled, vested, unvested, or outstanding in the Grantee’s favor (“Data”), for the purpose of implementing, administering or managing the Plan. Certain Data may also constitute “sensitive personal data” within the meaning of applicable local law. Such Data includes, but is not limited to, the information provided above and any changes thereto and other appropriate personal and financial data about the Grantee. The Grantee hereby provides explicit consent to the Company, the Employer and any Affiliated Companies to process any such Data to the extent it is necessary for the purposes of implementing, administering and managing the Grantee’s participation in the Plan.

The Grantee understands that Data will be transferred, for the purposes of implementing, administering and managing the Grantee’s participation in the Plan, to such equity plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan. The Grantee understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients’ country (e.g., Canada, United Kingdom, France or other location) may have data privacy laws and protections which provide standards of protection that are different to, or lower than, the standards provided by the data privacy laws in the Grantee’s country (e.g. the United States). The Grantee understands that if he or she resides outside the United States, he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. The Grantee authorizes the Company, the Company’s equity service plan provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. The Grantee understands that Data will be held only as long as is necessary to implement, administer and manage the Grantee’s participation in the Plan. The Grantee understands if he or she resides outside the United States, he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. Further, the Grantee understands that he or she is providing the consents herein on a purely voluntary basis. If the Grantee does not consent, or if the Grantee later seeks to revoke his or her consent, his or her employment status or service and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing the Grantee’s consent is that the Company would not be able to grant the Grantee Awards or other equity awards or administer or maintain such awards. Therefore, the Grantee understands that refusing or withdrawing his or her consent may affect the Grantee’s ability to participate in the Plan. For more information on the consequences of the Grantee’s refusal to consent or withdrawal of consent, the Grantee understands that he or she may contact his or her local human resources representative.

Finally, upon request of the Company or the Employer, the Grantee agrees to provide an executed data privacy consent form (or any other agreements or consents that may be required by the Company and/or the Employer) that the Company and/or the Employer may deem necessary to obtain from the Grantee for the purposes of administering the Grantee’s participation in the Plan in compliance with the data privacy laws in the Grantee’s country, either now or in the future. The Grantee understands and agrees that the Grantee will not be able to participate in the Plan if the

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Grantee fails to provide any such consent or agreement requested by the Company and/or the Employer.

(12)    Nature of Award. In accepting the Award, the Grantee acknowledges, understands and agrees that to the maximum extent permitted by law:

(a)    the Plan is established voluntarily by the Company, it is discretionary in nature and the Company can amend, modify, suspend, cancel or terminate it at any time, to the extent permitted under the Plan and applicable law;

(b)    this Award and any other awards under the Plan are voluntary and occasional and do not create any contractual or other right to receive future awards or benefits in lieu of any awards, even if similar awards have been granted repeatedly in the past;

(c)    all determinations with respect to any future awards, including, but not limited to, the times when awards are made, the amount of shares of Stock, and the performance and other conditions attached to the awards, will be at the sole discretion of the Company and/or the Committee;

(d)    participation in this Plan or program is voluntary;

(e)    this Award and the underlying shares of Stock, and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any termination, severance, resignation, redundancy, dismissal, end of service payments, bonuses, long-service awards, life or accident insurance benefits, pension or retirement or welfare benefits or similar payments;

(f)    the Award and any shares of Stock acquired under the Plan are extraordinary, discretionary items that do not constitute compensation of any kind (and do not give a right of claim of any kind) for services of any kind rendered to the Company or its Affiliated Companies (including, as applicable, the Grantee’s Employer) and which are outside the scope of the Grantee’s employment contract, if any;

(g)    for the purposes of the Award, unless otherwise specified by the Company or any Affiliated Company, the Grantee’s employment will be considered terminated as of the date the Grantee is no longer actively providing services to the Company or any Affiliated Companies (regardless of the reason for such termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Grantee’s right to earn any portion of the Award under the Plan, if any, will terminate as of such date and will not be extended by any notice period (e.g., the Grantee’s period of service would not include any contractual, statutory or common law notice period or period during with the Grantee is in receipt of pay in lieu of such notice or severance pay, or any period of “garden leave”, or similar period mandated under employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any); the Committee shall have the exclusive discretion to determine when the Grantee is no longer actively employed for purposes of the Award (including whether the Grantee may still be considered to be employed while on a leave of absence);

(h)    the future value of the underlying shares of Stock is unknown, indeterminable and cannot be predicted with certainty;

(i)    no claim or entitlement to compensation or damages shall arise from forfeiture of the Award resulting from the termination of the Grantee’s employment or other service relationship (for any reason whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and in consideration of the grant of the Award to which the Grantee is otherwise not entitled, the Grantee

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irrevocably agrees never to institute any claim against the Company, the Employer or any Affiliated Company;

(j)    the RSUs and the Grantee’s participation in the Plan shall not create a right to employment or be interpreted as forming an employment or services contract with the Company, the Employer, any Subsidiary or any Affiliated Company and shall not interfere with the ability of the Company, the Employer, any Subsidiary or any Affiliated Company, as applicable, to terminate the Grantee’s employment or service relationship (if any). The right of the Company or the Employer to terminate at will the Grantee’s employment or service at any time for any reason is specifically reserved;     

(k)    if the Grantee is providing services outside the United States, the Grantee acknowledges and agrees that neither the Company, the Employer nor any Affiliated Company shall be liable for any foreign exchange rate fluctuation between the Grantee’s local currency and the United States Dollar that may affect the value of the Award or of any amounts due to the Grantee pursuant to the settlement of the Award or the subsequent sale of any shares of Stock acquired upon settlement; and

(l)    in the event of any conflict between communications to the Grantee by the Company of the terms of this Agreement or the records of any third party administrator and the Plan, the Plan will control.

(13)    No Advice Regarding Grant. Neither the Company nor any Affiliated Company is providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Grantee’s participation in the Plan, or the Grantee’s acquisition or sale of the underlying shares of Stock. The Grantee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

(14)    Entire Agreement; Severability. The Plan and this Agreement set forth the entire understanding between the Grantee, the Employer, the Company, and any Affiliated Company regarding the acquisition of the shares of Stock relating to this Award and supersedes all prior oral and written agreements pertaining to this Award. If all or any part or application of the provisions of this Agreement are held or determined to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction in an action between the Grantee and the Company, each and all of the other provisions of this Agreement shall remain in full force and effect.

(15)    Definitions. For purposes of this Agreement:

(a)    “Change in Control Termination” means the occurrence of both: (i) a Change in Control and (ii) during the period commencing 12 months prior to the first occurrence of the Change in Control and ending 24 months after such Change in Control, the Company or one of its Subsidiaries involuntarily terminates the Grantee’s employment without Cause or the Grantee terminates employment for Good Reason.

(b)    “Disability” means:

(i)in the United States, that the Grantee has been determined by the Social Security Administration to be totally disabled; and

(ii)in all other jurisdictions, as determined pursuant to the Employer’s long-term disability policy.

(c)    “Retirement in Good Standing” means:

(i)in the United States and Canada, “termination of employment after the date the Grantee first (A) reaches age 55 and the Grantee has 10 or more years of service with the Company and its Subsidiaries, or (B) reaches age 65, regardless of years of service with the Company and its Subsidiaries; and

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(ii)in all other jurisdictions, retirement as determined by the Committee in its sole discretion.

(16)    Compliance with Law. Notwithstanding any other provision of the Plan or this Agreement, unless there is an available exemption from any registration, qualification or other legal requirement applicable to the shares of Stock, the Company shall not be required to deliver any shares of Stock issuable upon settlement of the Award prior to the completion of any registration or qualification of the shares of Stock under any local, state, federal or foreign securities or exchange control law or under rulings or regulations of the U.S. Securities and Exchange Commission (“SEC”) or of any other governmental regulatory body, or prior to obtaining any approval or other clearance from any local, state, federal or foreign governmental agency, which registration, qualification or approval the Company shall, in its absolute discretion, deem necessary or advisable. The Grantee understands that the Company is under no obligation to register or qualify the shares of Stock with the SEC or any state or foreign securities commission or to seek approval or clearance from any governmental authority for the issuance or sale of the shares of Stock. Further, the Grantee agrees that the Company shall have unilateral authority to amend the Plan and the Agreement without the Grantee’s consent to the extent necessary to comply with securities or other laws applicable to issuance of shares of Stock.

(17)    Language. If the Grantee has received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

(18)    Electronic Delivery and Acceptance. The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

(19)    Appendix A. The Award shall be subject to any special terms and conditions for the Grantee’s country set forth in Appendix A. Moreover, if the Grantee relocates to one of the countries included in Appendix A, the special terms and conditions for such country will apply to the Grantee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. Appendix A constitutes part of this Agreement.

(20)    Imposition of Other Requirements. The Company reserves the right to impose other requirements on the Grantee’s participation in the Plan, on the Award and on any shares of Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require the Grantee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

(21)    Waiver. The Grantee acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by the Grantee or any other Grantee.

(22)    Insider Trading Restrictions/Market Abuse Laws. By participating in the Plan, the Grantee agrees to comply with the Company’s policy on insider trading (to the extent that it is applicable to the Grantee). The Grantee further acknowledges that, depending on the Grantee’s or his or her broker’s country of residence or where the shares of Stock are listed, the Grantee may be subject to insider trading restrictions and/or market abuse laws which may affect the Grantee’s ability to accept, acquire, sell or otherwise dispose of shares of Stock, rights to shares of Stock (e.g., Awards) or rights linked to the value of shares of Stock, during such times the Grantee is considered to have “inside information” regarding the Company as defined by the laws or regulations in the Grantee’s country. Local insider trading laws and regulations may prohibit the cancellation or amendment of orders the Grantee places before he or she possessed inside

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information. Furthermore, the Grantee could be prohibited from (i) disclosing the inside information to any third party (other than on a “need to know” basis) and (ii) “tipping” third parties or causing them otherwise to buy or sell securities. The Grantee understands that third parties may include fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy. The Grantee acknowledges that it is the Grantee’s responsibility to comply with any applicable restrictions, and that the Grantee should therefore, consult with his or her personal legal advisor on this matter.

(23)    Mobility. If, during the course of the Grantee’s employment with the Company or any of its Subsidiaries or during the provision of services to the Company or any of its Subsidiaries, the Grantee relocates to another jurisdiction, the Company reserves the right to modify the terms of this Agreement and/or impose other requirements on the Grantee’s participation in the Plan, on the RSUs and on any shares of Stock acquired under the Plan, to the extent the Company or any of its Subsidiaries determine it is necessary or advisable to comply with local law, rules and/or regulations or to facilitate the operation and administration of the RSUs and the Plan, and to require the Grantee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. The Grantee agrees to take any and all actions, and consents to any and all actions taken by the Company and its Subsidiaries, as may be required to allow the Company and its Subsidiaries to comply with local laws, rules and regulations in the Grantee’s country of residence (or employment, if different).

(24)    Governing Law and Venue. This Award and this Agreement has been made in and shall be governed by, construed under and in accordance with the laws of the State of Texas, without regard to the conflict of law provisions, as provided in the Plan. Any and all disputes relating to, concerning or arising from this Agreement, or relating to, concerning or arising from the relationship between the parties evidenced by the Award or this Agreement, shall be brought and heard exclusively in the United States District Court for the Southern District of Texas or Harris County, Texas, USA. Each of the parties hereby represents and agrees that such party is subject to the personal jurisdiction of said courts; hereby irrevocably consents to the jurisdiction of such courts in any legal or equitable proceedings related to, concerning or arising from such dispute, and waives, to the fullest extent permitted by law, any objection which such party may now or hereafter have that the laying of the venue of any legal or equitable proceedings related to, concerning or arising from such dispute which is brought in such courts is improper or that such proceedings have been brought in an inconvenient forum.

Sysco Corporation

Using the electronic acceptance tool, the Grantee must accept the above Award in accordance with and subject to the terms and conditions of this Agreement and the Plan, acknowledge that he or she has read this Agreement and the Plan, and agrees to be bound by this Agreement, the Plan and the actions of the Committee. If he or she does not do so prior to90 days from the Grant Date, then the Company may declare the Award null and void at any time. Also, in the unfortunate event that death occurs before this Agreement has been accepted, this Award will be voided, which means the Award will terminate automatically and cannot be transferred to the Grantee’s heirs pursuant to the Grantee’s will or the laws of descent and distribution.

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 APPENDIX A

RESTRICTED STOCK UNIT AGREEMENT

Terms and Conditions

This Appendix includes additional terms and conditions that govern the Award granted to the Grantee under the Plan if the Grantee resides and/or works in one of the countries listed below. If the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently residing and/or working, is considered a resident of another country for local law purposes or if the Grantee transfers employment and/or residency between countries after the Grant Date, the Company will, in its discretion, determine the extent to which the terms and conditions herein will be applicable to the Grantee.

Certain capitalized terms used but not defined in this Appendix have the same meanings set forth in the Plan and/or the Agreement, as applicable.

Notifications

This Appendix also includes information regarding securities, exchange control and certain other tax or legal issues of which the Grantee should be aware with respect to the Grantee’s participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of January 2019. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Grantee not rely on the information in this Appendix as the only source of information relating to the consequences of the Grantee’s participation in the Plan because the information may be out of date when the Award vests, shares of Stock are issued to the Grantee and/or the Grantee sells shares of Stock acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Grantee’s particular situation and the Company is not in a position to assure the Grantee of a particular result. Accordingly, the Grantee is advised to seek appropriate professional advice as to how the relevant laws in the Grantee’s country may apply to his or her situation. Furthermore, additional privacy laws may apply in the Grantee’s country.

Finally, if the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently residing and/or working, is considered a resident of another country for local law purposes or if the Grantee transfers employment and/or residency between countries after the Grant Date, the information contained herein may not be applicable to the Grantee in the same manner.

EUROPEAN UNION (“EU”) / EUROPEAN ECONOMIC AREA (“EEA”)/UNITED KINGDOM (“UK”)

Terms and Conditions

Data Privacy

If the Grantee resides and/or is employed in the EU/EEA/UK, Section 10 of the Agreement shall be replaced with the following:

The Company, being the applicable data controller, is located at 1390 Enclave Parkway, Houston, Texas 77077, U.S.A. and grants Awards under the Plan to employees of the Company and its Affiliated Companies in its sole discretion. The Grantee should review the following information about the Company’s data processing practices.

(a)Data Collection and Usage. Pursuant to applicable data protection laws, the Grantee is hereby notified that the Company collects, processes and uses certain personally-identifiable information about the Grantee for the legitimate interest of implementing, administering and managing the Plan and generally administering equity awards; specifically, including the Grantee’s name, home address, email address and

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telephone number, date of birth, social insurance number or other identification number, salary, citizenship, job title, any shares of Stock or directorships held in the Company, and details of all Awards or any entitlement to shares of Stock awarded, canceled, exercised, vested, or outstanding in the Grantee’s favor, which the Company receives from the Grantee or the Employer. In granting the Awards under the Plan, the Company will collect the Grantee’s personal data for purposes of allocating shares of Stock and implementing, administering and managing the Plan. The Company’s legal basis for the collection, processing and use of the Grantee’s personal data is that it is necessary for the performance of the Company’s contractual obligations under the Plan and performance of the Agreement. The Grantee’s refusal to provide personal data would make it impossible for the Company to perform its contractual obligations and may affect the Grantee’s ability to participate in the Plan. As such, by participating in the Plan, the Grantee voluntarily acknowledges the collection, use, processing and transfer of the Grantee’s personal data as described herein. The Company shall implement appropriate technical and organizational security measures to protect the Grantee’s personal data.

(b)Stock Plan Administration Service Provider. The Company transfers participant data to Fidelity Stock Plan Services LLC an independent service provider based in the United States, which assists the Company with the implementation, administration and management of the Plan. The Company shall ensure that this, and any subsequent, administrator contractually agree to comply with legally required data protection obligations to protect the Grantee’s personal data. In the future, the Company may select a different service provider and share the Grantee’s data with another company that serves in a similar manner. The Company’s service provider will open an account for the Grantee to receive and trade shares of Stock. The Grantee will be asked to agree on separate terms and data processing practices with the service provider, which is a condition to the Grantee’s ability to participate in the Plan.

(c)International Data Transfers. The Company and its service providers are based in the United States. The Company can only meet its contractual obligations to the Grantee if the Grantee’s personal data is transferred to the United States. The Company’s legal basis for the transfer of the Grantee’s personal data to the United States is the performance of contractual obligations to the Grantee and it shall its use of the standard data protection clauses adopted by the EU Commission.

(d)Data Retention. The Company will use the Grantee’s personal data only as long as is necessary to implement, administer and manage the Grantee’s participation in the Plan or as required to comply with legal or regulatory obligations, including under tax and securities laws. When the Company no longer needs the Grantee’s personal data, the Company will remove it from its systems. If the Company keeps the Grantee’s data longer, it would be to satisfy legal or regulatory obligations and the Company’s legal basis would be for compliance with relevant laws or regulations.

Data Subject Rights.The Grantee may have a number of rights under data privacy laws in the Grantee’s country of residence. For example, the Grantee’s rights may include the right to (i) request access or copies of personal data the Company processes, (ii) request rectification of incorrect data, (iii) request deletion of data, (iv) place restrictions on processing, (v) lodge complaints with competent authorities in the Grantee’s country, and/or (vi) request a list with the names and addresses of all recipients of the Grantee’s personal data. To receive clarification regarding the Grantee’s rights or to exercise the Grantee’s rights, the Grantee should contact his or her local human resources department.

UNITED STATES OF AMERICA

Terms and Conditions

Section 409A

This Agreement is intended to be exempt from the requirements of section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) pursuant to the short-term deferral exemption thereunder, and this Agreement shall be interpreted on a basis consistent with such intent. Notwithstanding any provision in this Agreement to the

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contrary, if the Grantee is a “specified employee” (as defined in section 409A of the Code) and it is necessary to postpone the commencement of any payments otherwise payable under this Agreement to prevent any accelerated or additional tax under section 409A of the Code, then the Company will postpone the payment until five (5) days after the end of the six-month period following the Grantee’s “separation from service” (as defined under section 409A of the Code). If the Grantee dies during the postponement period prior to the payment of postponed amount, the amounts withheld on account of section 409A of the Code shall be paid to the personal representative of the Grantee’s estate within 60 days after the date of the Grantee’s death. The determination of who is a specified employee, including the number and identity of persons considered specified employees and the identification date, shall be made by the Committee in accordance with the provisions of sections 416(i) and 409A of the Code. In no event shall the Grantee, directly or indirectly, designate the calendar year of payment. For purposes of section 409A of the Code, each payment under this Agreement shall be treated as a separate payment. This Agreement may be amended without the consent of the Grantee in any respect deemed by the Committee to be necessary in order to preserve compliance with section 409A of the Code or other applicable law.

Responsibility for Taxes

The following provisions shall supplement Section 6 of the Agreement:

Notwithstanding the above, for any FICA and Medicare tax withholding obligation that arises (i) upon the Grantee becoming eligible for Retirement in Good Standing (on or after the first Vesting Date) or Disability and (ii) prior to a time for which shares of Stock subject to such a continued vesting have otherwise become payable, those obligations shall be satisfied by deducting from the shares of Stock under this Award that number of shares of Stock which have a Fair Market Value, as determined by the Company, equal to the amount of the FICA and Medicare tax withholding obligations due with respect to this Award, and any portion of a previous award made to Grantee under the Plan for which such tax withholding obligations arise, rounded up to the nearest whole share; provided, however, that no such withholding method shall be applied to a Grantee who, at the time of such determination, is subject to Section 16 of the U.S. Securities Exchange Act of 1934 pursuant to Rule 16a-2 promulgated thereunder.

Definitions

The following provision supplements Section 14(c) of the Agreement:

In addition, in order to be eligible for extended vesting associated with a Retirement in Good Standing under Section 3(a) of this Agreement or any other prior award of restricted stock units under the plan, the Grantee must also have been continuously employed through the Initial Retirement Eligibility Date.

The following definition is added as Section 14(d) of the Agreement:

“Initial Retirement Eligibility Date” means the earliest to occur of the following dates after which the Grantee first satisfies the age and/or service requirements for Retirement in Good Standing: September 30th or December 15th.

BAHAMAS

There are no country-specific provisions.

BELGIUM

Terms and Conditions

Nature of Award

Section 11(e) of the Agreement shall be replaced with the following:

‘this Award and the underlying shares of Stock, and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of compensation or salary for the purposes of calculating any bonuses, long-service awards, life or accident insurance benefits, pension or retirement or welfare benefits or similar payments;’

Section 11(g) of the Agreement shall be replaced with the following:

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‘for the purposes of the Award, the Grantee’s employment or service relationship will be considered terminated as of the last day of employment with the Company or any Affiliated Company (regardless of the reason for termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Grantee’s right to vest in the Award under the Plan, if any, will terminate as of such date;’

CANADA

Terms and Conditions

Stock, Dividends and Voting Rights

The following provisions supplement Section 2 of the Agreement:

Notwithstanding any provisions herein to the contrary, the RSUs shall be settled only in shares of Stock (and may not be settled in cash).

Share Withholding

The following provision supplements Section 6(c) of the Agreement:

The Company, the Employer or their respective agents, as applicable, shall satisfy the applicable withholding obligation for Tax-Related Items by withholding shares of Stock that are to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items, only if the Grantee has not paid such withholding amount in cash by the date specified by the Company, the Employer or their respective agents, as applicable.

Termination of Employment

The following provision supplements Section 11(g) of the Agreement:

In the event of the Grantee’s termination of employment for any reason (whether or not later found invalid or in breach of local employment laws or the terms of the Grantee’s employment agreement, if any), any unvested portion of the Award shall be immediately forfeited without consideration. For purposes of the preceding sentence, the Grantee’s right to vest in the Award will terminate effective as of the earlier of the following dates: (i) the date on which the Grantee’s employment is terminated; (ii) the date the Grantee receives written notice of termination of employment from the Company or one of the Affiliated Companies; or (iii) the date the Grantee is no longer actively providing services to the Company or one of the Affiliated Companies. The right to vest in and earn the Award (as discussed above) will not be extended by any notice period (e.g., active service would not include any contractual, statutory or common law notice period or period during which the Grantee is in receipt of pay in lieu of such notice or severance pay, or any period of “garden leave” or similar period mandated under Canadian laws or the terms of the Grantee’s employment or service agreement, if any). The Committee shall have the exclusive discretion to determine when the Grantee is no longer actively providing services for purposes of the Grantee’s Award (including whether the Grantee may still be considered to be providing services while on a leave of absence).

Data Privacy

The following provision supplements Section 10 of the Agreement:

The Grantee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. The Grantee further authorizes the Company, any Affiliated Company and any stock plan service provider that may be selected by the Company to assist with the Plan to disclose and discuss the Plan with their respective advisors. The Grantee further authorizes the Company and any Affiliated Company to record such information and to keep such information in the Grantee’s employee file, subject to applicable periods in accordance with applicable law.

Language Consent

The following terms and conditions apply to the Grantees resident in Quebec:

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The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices, and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Consentement relatif à la langue utilisée

Les parties reconnaissent avoir exigé que cette convention («Agreement») soit rédigée en anglais, ainsi que tous les documents, avis et procédures judiciaires, éxécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à la présente.

Notifications

Securities Law Information

The Grantee is permitted to sell shares of Stock acquired through the Plan subject to certain restrictions on resale imposed by Canadian provincial and territorial securities laws, as applicable. The Grantee should consult his or her own personal tax advisor in this regard.

Foreign Asset/Account Reporting Information

Canadian residents are required to report any foreign specified property (e.g., shares of Stock acquired under the Plan and possibly unvested Awards) if the total cost of their foreign specific property exceeds a specified threshold at any time in the year. It is the Grantee’s responsibility to comply with these reporting obligations, and the Grantee should consult his or her own personal tax advisor in this regard.

COSTA RICA

There are no country-specific provisions.

FRANCE

Terms and Conditions

French-Qualified RSUs granted pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan and its French sub-plan as approved by the stockholders of the Company on November 16, 2018.

The RSUs are intended to qualify for the favorable tax and social security regime in France under Section L. 225-197-1 to L. 225-197-6-1 of the French Commercial Code, as amended. Certain events may affect the status of the RSUs as French-Qualified RSUs, and the French-Qualified RSUs may be disqualified in the future. The Company does not make any undertaking or representation to maintain the qualified status of the RSUs. If the RSUs no longer qualify as French-Qualified RSUs, the favorable tax and social security treatment will not apply, and the gain at vesting will be treated as a salary income for French social security and income tax purposes, subject to the provisions of Article L. 242-1 and L. 242-14 of the French social security code.

Plan Terms

The RSUs are subject to the terms and conditions of the Plan and the French Sub-Plan. To the extent that any term is defined in both the Plan and the French Sub-Plan, for purposes of this grant of French-Qualified RSUs, the definition in the French Sub-Plan shall prevail.

Employment Events

Section 3 of the Agreement shall be supplemented with the following:

‘Notwithstanding anything in the Plan or the Agreement, in the event the Grantee’s employment with the Company or an Affiliated Company terminates because of death prior to the satisfaction of the Performance Period, the RSUs will immediately vest and the performance-criteria will be deemed to have been met at Target performance levels and be transferable to the Grantee’s heirs. The Grantee’s heirs may request issuance of the underlying shares of Stock within six (6) months after the Grantee’s death. If the Grantee’s

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heirs do not request the issuance of the underlying shares of Stock within six (6) months of the Grantee’s death, the RSUs will be forfeited.’

Restrictions on Transfer and Sale of Shares of Stock

Section 2(a) of the Agreement shall be supplemented with the following:

‘The Grantee may not sell or transfer the shares of Stock delivered upon settlement of the RSUs prior to the second anniversary of the Grant Date, or such other period as is required to comply with the minimum mandatory holding period applicable to French-Qualified RSUs under Section L. 225-197-1 of the French Commercial code, the relevant sections of the French Tax Code or the French Social Security Code, as amended, to benefit from the favorable tax and social security regime. Notwithstanding the above, the Grantee’s heirs, in the case of the Grantee’s death, or the Grantee, in the case of Disability (as defined under the French Sub-Plan), are not subject to this restriction on the sale of shares of Stock. To ensure compliance with these restrictions, the shares of Stock the Grantee receives pursuant to the RSUs will be held with a broker designated by the Company (or according to any procedure implemented by the Company to ensure compliance with the restrictions) until such shares of Stock are sold. These restrictions will apply even after the Grantee is no longer employed by the Employer, the Company or an Affiliated Company.

If the Grantee qualifies as a managing director under French law (“mandataires sociaux”) (i.e., Président du Conseil d’Administration, Directeur Général, Directeur Général Délégué, Membre du Directoire, Gérant de Sociétés par actions), the Grantee is required to hold 20% of the shares of Stock issued pursuant to the RSUs in a nominative account under the procedure implemented by the Company and may not to sell or transfer the shares of Stock until he or she ceases to serve as a managing director, as long as this restriction is a requirement under French law and unless French law or regulations provide for a lower percentage (in which case these requirements apply to the lower percentage of shares of Stock held).

Further, as long as the RSUs and the shares of Stock maintain their French-Qualified status, the shares of Stock cannot be sold during certain “Closed Periods” as provided for by Section L. 225-197-1 of the French Commercial Code, as amended, and as interpreted by the French administrative guidelines, so long as these Closed Periods are applicable to shares of Stock issued pursuant to French-Qualified RSUs, and to the extent applicable. Notwithstanding the above, the Grantee’s heirs, in the case of the Grantee’s death, or the Grantee, in the case of Disability (as defined under the French Sub-Plan), are not subject to the restriction on the sale of shares of Stock during Closed Periods.’

Language Consent

By accepting the French Award, the Grantee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language.  The Grantee accepts the terms of those documents accordingly. The Grantee confirms that the Grantee has a good knowledge of the English language.

En acceptant l’Attribution, le Bénéficiaire confirme avoir lu et compris les documents relatifs à cette attribution (le Plan et ce Contrat) qui ont été fournis en langue anglaise. Le Bénéficiaire accepte les dispositions de ces documents en connaissance de cause. Etant précisé que le Titulaire a une bonne maîtrise de la langue anglaise.

Notifications

Foreign Asset/Account Information

The Grantee may hold shares of Stock acquired upon vesting/settlement of the Award, any proceeds resulting from the sale of shares of Stock or any dividends paid on such shares of Stock outside of France, provided the Grantee declares all foreign bank and brokerage accounts (including any accounts that were opened or closed during the tax year) with his or her annual income tax return.  Failure to complete this reporting may trigger penalties for the resident. 

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HONG KONG

Terms and Conditions

Stock, Dividends and Voting Rights

The following provisions supplement Section 2 of the Agreement:

Notwithstanding any provisions herein to the contrary, the RSUs shall be settled only in shares of Stock (and may not be settled in cash).

Restrictions on Sale and Transferability

Shares of Stock acquired at vesting of the RSUs are accepted as a personal investment. In the event the RSUsvest within six (6) months of the Grant Date, the Grantee hereby agrees that any shares of Stock acquired pursuant to the RSUs may not be offered to the public in Hong Kong or otherwise disposed of prior to the six-month anniversary of the Grant Date.

Notifications

Securities Warning

The contents of this document have not been reviewed by any regulatory authority in Hong Kong. The Grantee is advised to exercise caution in relation to the offer. If the Grantee is in any doubt about any of the contents of the Agreement, the Plan or any Plan prospectus, the Grantee should obtain independent professional advice. The RSUsand any shares of Stock issued thereunder do not constitute a public offering of securities under Hong Kong law and are available only to employees of the Company or its Subsidiaries. The Agreement, including any Appendix to the Agreement, the Plan, any Plan prospectus and any other incidental communication materials have not been prepared in accordance with and are not intended to constitute a “prospectus” for a public offering of securities under the applicable securities legislation in Hong Kong. The RSUs and any related documentation are intended only for the personal use of the Grantee and may not be distributed to any other person.

Occupational Retirement Schemes Ordinance Notification

The Company specifically intends that the Plan will not be an occupational retirement scheme for purposes of the Occupational Retirement Schemes Ordinance.

IRELAND

There are no country-specific provisions.

PANAMA

Notifications

Securities Disclaimer

The RSUs and any shares of Stock that the Grantee may acquire upon settlement of the RSUs do not constitute a public offering of securities, as they are available only to eligible employees of the Company and its Subsidiaries.

SPAIN

Terms and Conditions

Discretionary Nature of the Plan

By accepting the grant of RSUs, the Grantee consents to participation in the Plan and acknowledges receipt of a copy of the Plan.

The Grantee understands that the Company has unilaterally, gratuitously and in its sole discretion granted RSUs under the Plan to individuals who may be employees of the Company or its Subsidiaries throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not

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economically or otherwise bind the Company or any of its Subsidiaries on an ongoing basis. Consequently, the Grantee understands that the RSUs are granted on the assumption and condition that the RSUs and the shares of Stock acquired upon settlement of the RSUs shall not become a part of any employment contract (either with the Company or any of its Subsidiaries) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, the Grantee understands that this grant would not be made to the Grantee but for the assumptions and conditions referenced above; thus, the Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, the grant of RSUs shall be null and void.

The Grantee understands and agrees that, as a condition of the grant of RSUs, unless otherwise provided in the Agreement, any unvested RSUs as of the date the Grantee ceases active employment, will be forfeited without entitlement to the underlying shares of Stock or to any amount of indemnification in the event of termination of the Grantee’s employment with the Company or any of its Subsidiaries. The Grantee acknowledges that the Grantee has read and specifically accepts the conditions referred to in the Agreement regarding the impact of a termination of employment on the RSUs.

Termination for Cause

Notwithstanding anything to the contrary in the Plan or the Agreement, “Cause” shall be defined as set forth in the Plan, regardless of whether a termination of employment is considered a fair termination (i.e., “despido procedente”) under Spanish legislation.

Language Consent

By accepting the Award, the Grantee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language.  The Grantee accepts the terms of those documents accordingly. The Grantee confirms that the Grantee has a good knowledge of the English language.

Con la aceptación del Incentivo, el Beneficiario confirma haber leído y entendido el documento relativo a la concesión de incentivos (el Plan y el Contrato) que le han sido entregados en inglés. El Beneficiario acepta los términos de los documentos y confirma que tiene buen conocimiento de la lengua inglesa.

SWEDEN

There are no country-specific provisions.

UNITED KINGDOM

Terms and Conditions

Responsibility for Taxes

The following provisions shall supplement Section 6 of the Agreement:

At the request of the Company at any time before the vesting of the Award, the Grantee must elect, to the extent permitted by law, and using a form approved by Her Majesty’s Revenue and Customs (“HMRC”), that the whole or any part of the liability for national insurance contributions arising as a result of a taxable event attributable to the Award or the Grantee’s participation in the Plan shall be transferred to the Grantee.

The Grantee hereby agrees that the Grantee is liable for all Tax-Related Items and hereby covenants to pay all such Tax-Related Items, as and when requested by the Company or (if different) the Employer or by HMRC (or any other tax authority or any other relevant authority). The Grantee also hereby agrees to indemnify and keep indemnified the Company and (if different) the Employer against any Tax-Related Items that they are required to pay or withhold or have paid or will pay to HMRC on the Grantee’s behalf (or any other tax authority or any other relevant authority).

Notwithstanding the foregoing, if the Grantee is a director or executive officer of the Company (within the meaning of Section 13(k) of the Exchange Act), the Grantee may not be able to indemnify the Company or the Employer for the amount of any income tax not collected from or paid by the Grantee, as it may be considered a loan. In this case,

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the amount of any income tax not collected within 90 days after the end of the U.K. tax year in which the event giving rise to the Tax-Related Items occurs may constitute an additional benefit to the Grantee on which additional income tax and NICs may be payable. The Grantee understands that the Grantee will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company and/or the Employer for the value of any employee NICs due on this additional benefit, which may be recovered from the Grantee by the Company or the Employer by any of the means referred to in Section 6 of the Agreement.

Notifications

Securities Disclosure

This Agreement is not an approved prospectus for the purposes of section 85(1) of the Financial Services and Markets Act 2000 (“FSMA”) and no offer of transferable securities to the public (for the purposes of section 102B of FSMA) is being made in connection with the Plan. The Plan and the Award are exclusively available in the UK to bona fide employees and former employees of the Company and any UK Subsidiary of the Company.

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EX-10.4

EXHIBIT 10.4

PERFORMANCE SHARE UNIT AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

For Performance Period FY2021 - FY2022

Sysco Corporation (the “Company”) hereby agrees to award to you (the “Grantee”) performance-based Restricted Stock Units (“PSUs”) in accordance with and subject to the terms, conditions and restrictions of this Performance Share Unit Agreement, including any country-specific provisions for the Grantee’s country in Appendix A attached hereto (“Appendix A”, together with Appendix B and the Performance Share Unit Agreement, the “Agreement”). Except as otherwise provided in Section 3 below in the event of the Grantee’s death, the PSUs hereby awarded (the “Award”) shall be settled in the form of shares of Stock with each PSU earned being settled for one share of Stock, but until such settlement, the Award will be denominated in PSUs. Any PSUs earned will be settled, and the corresponding shares of Stock will be issued to the Grantee, on the date set forth below (“Payment Date”) if the conditions described in this Agreement are satisfied. The number of PSUs subject to this Agreement is expressed as a Target Award, subject to modification based on actual performance. The number of PSUs subject to the Target Award is set forth in the records of the Company and has been communicated to the Grantee either (1) directly to the Grantee by the Company, or (2) electronically by the Company to the Grantee through the website of a third party administrator engaged by the Company. This Award is made under the terms of the Sysco Corporation 2018 Omnibus Incentive Plan (the “Plan”), the terms of which are incorporated into this Agreement.

By accepting this Award, the Grantee confirms consent to the terms of the post-employment covenants communicated to the Grantee as a condition precedent to this Award, including the associated limitations on the Grantee’s behavior following termination of employment. The Grantee further acknowledges receipt of the Plan and the Plan Prospectus.

The following dates and defined terms are applicable for this Award:

Performance Period	June 28, 2020 to July 2, 2022
Performance Certification Date	The date of the first Compensation and Leadership Development Committee meeting following the completion of final financial statements for the Performance Period.
Payment Date	As soon as administratively possible following the Performance Certification Date, currently anticipated to be September 1, 2022, but no later than September 30, 2022.

Performance Criteria: The performance criteria shown in Appendix B (“Performance Criteria”) must be met for any Stock to be issued pursuant to an Award under this Agreement. There may be different performance criteria for different business, geographic or other organizational units that is not shown on Appendix B. The performance criteria that apply originally shall be based on the business, geographic or other organizational unit in which a Grantee is employed on the date the Award is granted. Should the Grantee move to a different business, geographic or organizational unit, or to an Affiliated Company, during the Performance Period, proration or adjustments shall be made pursuant to guidelines established by the Company from time to time. The number of shares of Stock that may be issued on the Payment Date shall be determined based upon the Target Award and the schedule shown in Appendix B, subject to Sections 1 and 3, and in the case of transfer, to the above-mentioned guidelines.

TERMS AND CONDITIONS OF THIS AGREEMENT

(1)    General Conditions. This Award is in the form of PSUs that settle in Stock on the Payment Date, except as otherwise provided in Section 3 below in the event of the Grantee’s death. If the conditions set forth in this Agreement are satisfied, the number of shares of Stock earned based on actual performance achieved

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will be calculated as of the Certification Date and issued to the Grantee on the Payment Date. If these conditions are not satisfied, the Award shall be forfeited. Capitalized terms in this Agreement refer to defined terms in the Plan, except as otherwise defined herein.

(a)    Continuous Employment. Except as provided in Section 3 or in Appendix A, the Stock shall be issued on the Payment Date only if the Grantee is continuously employed by the Company, or if different, the Grantee’s employer (the “Employer”), or an Affiliated Company from the award date until the end of the Performance Period.

(b)    Performance Conditions. The Stock shall be issuable only if (and to the extent) that the Performance Criteria, set forth herein, are satisfied during the Performance Period. The Compensation and Leadership Development Committee of the Board (the “Committee”) shall certify whether, and to what extent, the Performance Criteria have been achieved with respect to the Performance Period. If actual performance does not meet the levels associated with the minimum performance necessary for any PSUs to be earned (“Threshold,” as set forth in Appendix B), no Stock shall be issued and the Award shall be forfeited. If actual performance achieved exceeds the levels associated with maximum performance target(s) (“Maximum” as set forth in Appendix B), no additional PSUs may be earned over the Maximum. Straight-line interpolation will be applied to determine the resulting amount of PSUs earned if actual performance falls between multiple payment amounts corresponding to alternative performance levels specified in Appendix B.

(2)    Stock, Dividends and Voting Rights.

(a)    Issuance of Stock and Voting Rights. On the Payment Date, or as otherwise provided in Section 3 below in the event of the Grantee’s death, the number of shares of Stock equal to the number of PSUs earned based on the Performance Criteria shall be issued to the Grantee, provided all conditions set forth in Section 1 above are satisfied. Except as provided herein and in Section 3 below in the event of the Grantee’s death, the Award shall be settled in shares of Stock. Notwithstanding the foregoing, if the Grantee works or resides outside the United States, the Company may, in its sole discretion, settle the PSUs in the form of a cash payment to the extent settlement in shares of Stock: (i) is prohibited under local law, (ii) would require the Grantee, the Company or any of its Subsidiaries to obtain the approval of any governmental and/or regulatory body in the Grantee’s country, or (iii) is administratively burdensome. Alternatively, the Company may, in its sole discretion, settle the PSUs in shares of Stock but require the Grantee to sell such shares of Stock immediately or within a specified period following the Grantee’s termination of employment (in which case, this Agreement shall give the Company the authority to issue sales instructions on the Grantee’s behalf). Prior to the Payment Date, the Grantee shall have no rights with respect to the shares of Stock, including but not limited to rights to sell, vote, exchange, transfer, pledge, hypothecate or otherwise dispose of the Stock. In addition, prior to the Payment Date, the Grantee shall not be entitled to receive dividends and shall not have any other rights with respect to the Stock.

(b)    Dividend Equivalents. Subject to Appendix A, to the extent the Grantee holds PSUs under this Award the Grantee will be credited with a dividend equivalent payment on each PSU upon the payment by the Company of any cash dividend on a share of Stock equal to the amount of such dividend per share of Stock, which dividend equivalent payment shall be payable in cash (or if elected by the Committee in its sole discretion, in Shares having a Fair Market Value as of the Certification Date equal to the amount of such dividends) on the Payment Date to the extent the underlying PSUs are earned. If and to the extent any PSUs subject to this Award are forfeited, any related dividend equivalent payment shall also be forfeited and no dividend equivalent payment shall be paid in respect of that portion of the Award which is forfeited and is not earned based on the achievement of the Performance Criteria applicable to the Award or the failure to satisfy the conditions set forth in Section 1 above.

(3)    Employment Events.

(a)    Subject to the attached Appendix A, if any of the employment events listed below occur prior to the end of the Performance Period, the terms of this subparagraph shall apply. The following table

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describes the result depending on the nature of the Grantee’s termination of employment, or other employment event, and the timing of the same. In the event of the Grantee’s termination of employment prior to the end of the Performance Period for reasons other than those set forth below, the Award shall be forfeited.

Event	Following commencement of Performance Period and prior to the end of the Performance Period
Employment with the Company or an Affiliated Company terminates because of Disability (as defined in Section 14, below).	•The Grantee shall be entitled to earn a number of PSUs subject to the Award as if active employment continued for the entire Performance Period, taking into account the actual performance of the Company for the Performance Period. •After the Performance Criteria are certified, shares of Stock equal to the number of PSUs earned will be issued on the Payment Date.
Employment with the Company or an Affiliated Company terminates as a result of a Retirement in Good Standing (as defined in Section 14, below).	•If the Grantee incurs a Retirement in Good Standing before the end of the first fiscal year of the Company since the start of the Performance Period, the Award is forfeited. •If the Grantee incurs a Retirement in Good Standing on or after the complete fiscal year of the Company from start of the Performance Period, such recipient shall be entitled to retain a prorated number of PSUs subject to the Award if such PSUs have been earned. The PSUs will be prorated based on the number of complete calendar months of employment during the Performance Period through the date of termination of employment. •After the Performance Criteria are certified, shares of Stock equal to the pro-rated number of PSUs earned will be issued on the Payment Date.
Employment with the Company or an Affiliated Company terminates because of death.	The Grantee’s estate shall be paid a cash amount equal to the value of the Target Award.  The value shall be determined based on the closing price of the Stock on the date of the Grantee’s death and shall be paid within 75 days after the Grantee’s death.
Employment with the Company or an Affiliated Company involuntarily terminates, for reasons other than for Cause and meets the requirements of a Change in Control Termination (as defined in Section 14, below).	Award shall be treated as described in Section 4.2(h)(ii) of the Plan, with immediate vesting and performance-criteria deemed to have been met at Target performance levels.
US military leave or other leave to the extent required by applicable law	•For this purpose, employment is deemed to continue during the Performance Period. •After the Performance Criteria are certified, shares of Stock equal to the number of PSUs earned will be issued on the Payment Date.
Unpaid leave of absence pursuant to published Company policy of 12 months or less (other than leaves described above) 1	•If less than a complete fiscal year of the Company has passed since the start of the Performance Period before the commencement of such an unpaid leave, the Grantee shall be entitled to retain a prorated number of PSUs subject to the Award. The PSUs earned with respect to such a Grantee will be prorated based on the number of complete calendar months of active employment during the Performance Period, divided by 36. •After the Performance Criteria are certified, the shares of Stock equal to the pro-rated number of PSUs earned will be issued on the Payment Date.

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1 In the case of other leaves of absence not specified above, including any leaves that extend beyond 12 months, the Grantee will be deemed to have terminated employment on the date that the leave commences (so that the Award will be forfeited as of such date), unless the Committee identifies a valid business interest in doing otherwise, in which case it may specify what provisions it deems appropriate at its sole discretion; provided that the Committee shall have no obligation to consider any such matters.

(4)    Acceptance of Agreement. The Grantee shall indicate his or her acceptance of this Agreement, in the method directed by the Company.

(5)    Notices. Each notice relating to this Award shall be in writing. All notices to the Company shall be addressed to the Corporate Secretary, Sysco Corporation, 1390 Enclave Parkway, Houston, Texas 77077. All notices to the Grantee shall be addressed to the address of the Grantee on file with the Company or the Employer. Either the Company or the Grantee may designate a different address by written notice to the other. Written notice to said addresses shall be effective to bind the Company, the Grantee and the Grantee’s representatives and beneficiaries.

(6)    Responsibility for Taxes.

(a)    Irrespective of any action taken by the Company or the Employer, the Grantee hereby acknowledges and agrees that the ultimate liability for all income tax, social insurance, social security, national insurance contributions, payroll tax, fringe benefits tax, payment on account or other tax-related items related to the Grantee’s participation in the Plan and legally applicable to the Grantee (“Tax-Related Items”), is and remains the responsibility of the Grantee or the Grantee’s estate (as applicable) and may exceed the amount actually withheld by the Company or the Employer. The Grantee acknowledges and understands that the requirements with respect to the Tax-Related Items may change from time to time as applicable laws or interpretations change.

(b)    Prior to any relevant taxable or tax withholding event, as applicable, the Grantee agrees to make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, the Grantee authorizes the Company, the Employer, and their respective agents, at their discretion, to satisfy the obligations with regard to all Tax-Related Items withholding obligations by one or a combination of the following:

(1)    withholding from the Grantees’ wages or other cash compensation paid to the Grantee by the Company and/or the Employer, or any other payment of any kind otherwise due to the Grantee by the Company and/or the Employer; or

(2)    withholding from proceeds of the sale of shares of Stock acquired upon settlement of the Award, either through a voluntary sale or through a mandatory sale arranged by the Company (on the Grantee’s behalf pursuant to this authorization without further consent); or

(3)     retention of or withholding in shares of Stock to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items.

The Company and/or the Employer may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding rates or other applicable withholding rates, including maximum applicable rates.

(c)    Notwithstanding the foregoing in Section 6(b) of the Agreement, the Company, the Employer or their respective agents, as applicable, intend to withhold shares of Stock to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items, unless the Grantee pays the applicable withholding amount in cash prior to any relevant taxable or tax withholding event, in accordance with procedures established by the Company, the Employer or their respective agents, as applicable. Further, if the Grantee is subject to Section 16 of the Exchange Act pursuant to Rule 16a-2

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promulgated thereunder, the Company will withhold in shares of Stock unless the use of such withholding method is problematic under applicable law or has materially adverse accounting or tax consequences, in which case, the withholding obligation may be satisfied by one or a combination of methods set forth in Section 6(b)(1) and (2) above.

(d)    If the obligation for Tax-Related Items is satisfied by withholding in shares of Stock, for tax purposes, the Grantee is deemed to have been issued the full amount of Stock subject to the Award, notwithstanding that an amount of Stock are retained solely for the purpose of paying the Tax-Related Items.

(e)    In addition, the Grantee shall pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of the Grantee’s participation in the Plan that cannot be satisfied by the means previously described. The Company may refuse to issue or deliver the Stock or the proceeds of the sale of Stock, if the Grantee fails to comply with the Grantee’s obligations in connection with the Tax-Related Items.

(f)    The Grantee further acknowledges that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Award, including, but not limited to, the grant, vesting or settlement of the Award, the issuance of Stock upon settlement of the Award, the subsequent sale of Stock acquired pursuant to such settlement and the receipt of any dividends and/or dividend equivalents; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Award to reduce or eliminate the Grantee’s liability for Tax-Related Items or achieve any particular tax result. Further, if the Grantee is subject to tax in more than one jurisdiction, the Grantee acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

(7)    Compensation and Leadership Development Committee. The Grantee hereby agrees that any change, interpretation, determination or modification of this Agreement by the Committee shall be final and conclusive for all purposes and on all persons including the Company and the Grantee; provided, however, that with respect to any amendment or modification of the Plan which affects the Award made hereby, the Committee shall have determined that such amendment or modification is in the best interests of the Grantee of such Award.

(8)    Prohibited Activities; Post-Employment Covenants; Additional Remedies of Clawback and Recoupment.

(a)    Notwithstanding any other term of the Agreement or any prior agreement to the contrary, in order to be eligible to earn any portion of the Award, the Grantee must have entered into an agreement containing restrictive covenants concerning limitations of the Grantee’s behavior both during employment and following termination of employment that is satisfactory to the Company or one of its Affiliated Companies. In the event the Grantee engages in any action that violates any such restrictive covenants at any time during the term of the Agreement, the Award shall be forfeited. The Grantee further agrees that to the extent permitted by applicable law, upon demand by the Company or one of its Affiliated Companies, the Grantee will forfeit, return or repay the “Benefits and Proceeds” (as defined below) in the event the Grantee breaches any post-employment covenant with the Company and/or any of its Subsidiaries.

(b)    For purposes of this Agreement, “Benefits and Proceeds” means:

(i)    to the extent the Grantee has received any Stock in satisfaction of this Award and the Grantee continues to hold those shares of Stock, the shares of Stock so acquired;

(ii)    to the extent the Grantee has received any Stock in satisfaction of this Award and no longer owns the shares of Stock so acquired, cash in an amount equal to the Fair Market

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Value of such shares of Stock on the date such payment is demanded by the Company (which, unless otherwise determined by the Committee, shall be equal to the closing sale price during regular trading hours of the shares of Stock as reported by the New York Stock Exchange on such date); and

(iii)    to the extent the Grantee has not received any Stock in satisfaction of this Award, all of the Grantee’s remaining rights, title or interest in the Award.

(9)    Modification of Agreement. If any of the terms of this Agreement may, in the opinion of the Company, conflict or be inconsistent with any applicable law or regulation of any governmental agency having jurisdiction, the Company reserves the right to modify this Agreement to be consistent with applicable laws or regulations. No change or modification of this Agreement shall be valid unless it is in writing and signed by the party against which enforcement is sought, except where specifically provided to the contrary herein.

(10)    Data Privacy. To the extent that consent is required, the Grantee hereby consents to the collection, use and transfer, in electronic or other form, of the Grantee’s personal data as described in this Agreement and any other Award materials by and among, as applicable, the Employer, the Company and any Affiliated Company for the purpose of implementing, administering and managing the Grantee’s participation in the Plan.

The Grantee understands that the Employer, the Company and any Affiliated Companies may hold certain personal information about the Grantee, including but not limited to his or her name, home address, email address, telephone number, date of birth, social security number, passport number or other identification number, salary, nationality, job title, any shares of Stock or directorships held in the Company and details of all Awards or any other entitlements to shares of Stock awarded, cancelled, vested, unvested, or outstanding in the Grantee’s favor (“Data”), for the purpose of implementing, administering or managing the Plan. Certain Data may also constitute “sensitive personal data” within the meaning of applicable local law. Such Data includes, but is not limited to, the information provided above and any changes thereto and other appropriate personal and financial data about the Grantee. The Grantee hereby provides explicit consent to the Company, the Employer and any Affiliated Companies to process any such Data to the extent it is necessary for the purposes of implementing, administering and managing the Grantee’s participation in the Plan.

The Grantee understands that Data will be transferred, for the purposes of implementing, administering and managing the Grantee’s participation in the Plan, to such equity plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan. The Grantee understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients’ country (e.g., the United States) may have data privacy laws and protections which provide standards of protection that are different to, or lower than, the standards provided by the data privacy laws in the Grantee’s country. The Grantee understands that if he or she resides outside the United States, he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. The Grantee authorizes the Company, the Company’s equity service plan provider and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. The Grantee understands that Data will be held only as long as is necessary to implement, administer and manage the Grantee’s participation in the Plan. The Grantee understands if he or she resides outside the United States, he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources

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representative. Further, the Grantee understands that he or she is providing the consents herein on a purely voluntary basis. If the Grantee does not consent, or if the Grantee later seeks to revoke his or her consent, his or her employment status or service and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing the Grantee’s consent is that the Company would not be able to grant the Grantee Awards or other equity awards or administer or maintain such awards. Therefore, the Grantee understands that refusing or withdrawing his or her consent may affect the Grantee’s ability to participate in the Plan. For more information on the consequences of the Grantee’s refusal to consent or withdrawal of consent, the Grantee understands that he or she may contact his or her local human resources representative.

(11)    Nature of Award. In accepting the Award, the Grantee acknowledges, understands and agrees that to the maximum extent permitted by law:

(a)    the Plan is established voluntarily by the Company, it is discretionary in nature and the Company can amend, modify, suspend, cancel or terminate it at any time, to the extent permitted under the Plan;

(b)    this Award and any other awards under the Plan are voluntary and occasional and do not create any contractual or other right to receive future awards or benefits in lieu of any awards, even if similar awards have been granted repeatedly in the past;

(c)    all determinations with respect to any future awards, including, but not limited to, the times when awards are made, the amount of Stock, and the performance and other conditions attached to the awards, will be at the sole discretion of the Company and/or the Committee;

(d)    participation in this Plan or program is voluntary;

(e)    this Award and the underlying Stock, and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any termination, severance, resignation, redundancy, dismissal, end of service payments, bonuses, long-service awards, life or accident insurance benefits, pension or retirement or welfare benefits or similar payments;

(f)    the Award and any shares of Stock acquired under the Plan are extraordinary, discretionary items that do not constitute compensation of any kind (and do not give a right of claim of any kind) for services of any kind rendered to the Company or its Affiliated Companies (including, as applicable, the Grantee’s Employer) and which are outside the scope of the Grantee’s employment contract, if any;

(g)    for the purposes of the Award, unless otherwise specified by the Company or any Affiliated Company, the Grantee’s employment will be considered terminated as of the date the Grantee is no longer actively providing services to the Company or any Affiliated Companies (regardless of the reason for such termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Grantee’s right to earn any portion of the Award under the Plan, if any, will terminate as of such date and will not be extended by any notice period (e.g., the Grantee’s period of service would not include any contractual, statutory or common law notice period or period during with the Grantee is in receipt of pay in lieu of such notice or severance pay, or any period of “garden leave”, or similar period mandated under employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any); the Committee shall have the exclusive discretion to determine when the Grantee is no longer actively employed for purposes of the Award (including whether the Grantee may still be considered to be employed while on a leave of absence);

(h)    the future value of the underlying Stock is unknown, indeterminable and cannot be predicted with certainty;

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(i)    no claim or entitlement to compensation or damages shall arise from forfeiture of the Award resulting from the termination of the Grantee’s employment or other service relationship (for any reason whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and in consideration of the grant of the Award to which the Grantee is otherwise not entitled, the Grantee irrevocably agrees never to institute any claim against the Company, the Employer or any Affiliated Company; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, the Grantee shall be deemed irrevocably to have agreed not to pursue such claim and agrees to execute any and all documents necessary to request dismissal or withdrawal of such claim;

(j)    the PSUs and the Grantee’s participation in the Plan shall not create a right to employment or be interpreted as forming an employment or services contract with the Company, the Employer, any Subsidiary or any Affiliated Company and shall not interfere with the ability of the Company, the Employer, any Subsidiary or any Affiliated Company, as applicable, to terminate the Grantee’s employment or service relationship (if any). The right of the Company or the Employer to terminate at will the Grantee’s employment or service at any time for any reason is specifically reserved;

(k)    if the Grantee is providing services outside the United States, the Grantee acknowledges and agrees that neither the Company, the Employer nor any Affiliated Company shall be liable for any foreign exchange rate fluctuation between the Grantee’s local currency and the United States Dollar that may affect the value of the Award or of any amounts due to the Grantee pursuant to the settlement of the Award or the subsequent sale of any Stock acquired upon settlement; and

(l)    in the event of any conflict between communications to the Grantee by the Company of the terms of this Agreement or the records of any third party administrator and the Plan, the Plan will control.

(12)    No Advice Regarding Grant. Neither the Company nor any Affiliated Company is providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Grantee’s participation in the Plan, or the Grantee’s acquisition or sale of the underlying Stock. The Grantee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

(13)    Entire Agreement; Severability. The Plan and this Agreement set forth the entire understanding between the Grantee, the Employer, the Company, and any Affiliated Company regarding the acquisition of the Stock and supersedes all prior oral and written agreements pertaining to this Award. If all or any part or application of the provisions of this Agreement are held or determined to be invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction in an action between the Grantee and the Company, each and all of the other provisions of this Agreement shall remain in full force and effect.

(14)    Definitions. For purposes of this Agreement:

(a)    “Retirement in Good Standing” means:

(i)    in the United States and Canada, termination of employment after the date the Grantee reaches (A) age 55 and the Grantee has 10 or more years of service with the Company and its Subsidiaries, or (B) age 65, regardless of years of service with the Company and its Subsidiaries; and

(ii)    in all other jurisdictions, retirement, as determined by the Committee in its sole discretion.

(b)    “Disability” means:

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(i)    in the United States, that the Grantee has been determined by the Social Security Administration to be totally disabled; and

(ii)     in all other jurisdictions, disability, as determined pursuant to the Employer’s long-term disability policy.

(c)    “Change in Control Termination” means the occurrence of both: (A) a Change in Control and (B) during the period commencing 12 months prior to the first occurrence of the Change in Control and ending 24 months after such Change in Control, the Company or one of its Subsidiaries involuntarily terminates the Grantee’s employment without Cause or the Grantee terminates employment for Good Reason.

(15)    Compliance with Law. Notwithstanding any other provision of the Plan or this Agreement, unless there is an available exemption from any registration, qualification or other legal requirement applicable to the Stock, the Company shall not be required to deliver any Stock issuable upon settlement of the Award prior to the completion of any registration or qualification of the Stock under any local, state, federal or foreign securities or exchange control law or under rulings or regulations of the U.S. Securities and Exchange Commission (“SEC”) or of any other governmental regulatory body, or prior to obtaining any approval or other clearance from any local, state, federal or foreign governmental agency, which registration, qualification or approval the Company shall, in its absolute discretion, deem necessary or advisable. The Grantee understands that the Company is under no obligation to register or qualify the Stock with the SEC or any state or foreign securities commission or to seek approval or clearance from any governmental authority for the issuance or sale of the Stock. Further, the Grantee agrees that the Company shall have unilateral authority to amend the Plan and the Agreement without the Grantee’s consent to the extent necessary to comply with securities or other laws applicable to issuance of Stock.

(16)    Language. If the Grantee has received this Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

(17)    Electronic Delivery and Acceptance. The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

(18)    Appendix A. The Award shall be subject to any special terms and conditions for the Grantee’s country set forth in Appendix A. Moreover, if the Grantee relocates to one of the countries included in Appendix A, the special terms and conditions for such country will apply to the Grantee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. Appendix A constitutes part of this Agreement.

(19)    Imposition of Other Requirements. The Company reserves the right to impose other requirements on the Grantee’s participation in the Plan, on the Award and on any Stock acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require the Grantee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

(20)    Waiver. The Grantee acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by the Grantee or any other Grantee.

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(21)    Insider Trading Restrictions/Market Abuse Laws. The Grantee acknowledges that, depending on the Grantee’s country of residence, the Grantee may be subject to insider trading restrictions and/or market abuse laws, which may affect the Grantee’s ability to acquire or sell shares of Stock or rights to shares of Stock (e.g., Awards) under the Plan during such times as the Grantee is considered to have “inside information” regarding the Company (as defined by the laws in the Grantee’s country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under the Company’s insider trading policy. The Grantee acknowledges that it is his or her responsibility to comply with any applicable restrictions, and the Grantee is advised to speak to his or her personal advisor on this matter.

(22)    Mobility. If, during the course of the Grantee’s employment with the Company or any of its Subsidiaries or during the provision of services to the Company or any of its Subsidiaries, the Grantee relocates to another jurisdiction, the Company reserves the right to modify the terms of this Agreement and/or impose other requirements on the Grantee’s participation in the Plan, on the PSUs and on any shares of Stock acquired under the Plan, to the extent the Company or any of its Subsidiaries determine it is necessary or advisable to comply with local law, rules and/or regulations or to facilitate the operation and administration of the PSU and the Plan, and to require the Grantee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing. The Grantee agrees to take any and all actions, and consents to any and all actions taken by the Company and its Subsidiaries, as may be required to allow the Company and its Subsidiaries to comply with local laws, rules and regulations in the Grantee’s country of residence (or employment, if different).

(23)    Governing Law and Venue. This Award and this Agreement has been made in and shall be governed by, construed under and in accordance with the laws of the State of Texas, without regard to the conflict of law provisions, as provided in the Plan. Any and all disputes relating to, concerning or arising from this Agreement, or relating to, concerning or arising from the relationship between the parties evidenced by the Award or this Agreement, shall be brought and heard exclusively in the United States District Court for the Southern District of Texas or Harris County, Texas. Each of the parties hereby represents and agrees that such party is subject to the personal jurisdiction of said courts; hereby irrevocably consents to the jurisdiction of such courts in any legal or equitable proceedings related to, concerning or arising from such dispute, and waives, to the fullest extent permitted by law, any objection which such party may now or hereafter have that the laying of the venue of any legal or equitable proceedings related to, concerning or arising from such dispute which is brought in such courts is improper or that such proceedings have been brought in an inconvenient forum.

                                Sysco Corporation

Using the electronic acceptance tool, the Grantee must accept the above Award in accordance with and subject to the terms and conditions of this Agreement and the Plan, acknowledge that he or she has read this Agreement and the Plan, and agrees to be bound by this Agreement, the Plan and the actions of the Committee. If he or she does not do so prior to90 days from the award date, then the Company may declare the Award null and void at any time. Also, in the unfortunate event that death occurs before this Agreement has been accepted, this Award will be voided, which means the Award will terminate automatically and cannot be transferred to the Grantee’s heirs pursuant to the Grantee’s will or the laws of descent and distribution.

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APPENDIX A

PERFORMANCE SHARE UNIT AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

For Performance Period FY2021 - FY2022

Terms and Conditions

This Appendix includes additional terms and conditions that govern the Award granted to the Grantee under the Plan if the Grantee works in one of the countries listed below. If the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently working, is considered a resident of another country for local law purposes or if the Grantee transfers employment and/or residency between countries after the award date, the Company will, in its discretion, determine the extent to which the terms and conditions herein will be applicable to the Grantee.

Certain capitalized terms used but not defined in this Appendix have the same meanings set forth in the Plan and/or the Agreement, as applicable.

Notifications

This Appendix also includes information regarding securities, exchange control and certain other tax or legal issues of which the Grantee should be aware with respect to the Grantee’s participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of July 2019. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Grantee not rely on the information in this Appendix as the only source of information relating to the consequences of the Grantee’s participation in the Plan because the information may be out of date when the Award vests, Stock are issued to the Grantee and/or the Grantee sells Stock acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to the Grantee’s particular situation and the Company is not in a position to assure the Grantee of a particular result. Accordingly, the Grantee is advised to seek appropriate professional advice as to how the relevant laws in the Grantee’s country may apply to his or her situation. Furthermore, additional privacy laws may apply in the Grantee’s country.

Finally, if the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently working, is considered a resident of another country for local law purposes or if the Grantee transfers employment and/or residency between countries after the award date, the information contained herein may not be applicable to the Grantee in the same manner.

EUROPEAN UNION (“EU”) / EUROPEAN ECONOMIC AREA (“EEA”)/UNITED KINGDOM (“UK”)

Terms and Conditions

Data Privacy

If the Grantee resides and/or is employed in the EU/EEA/UK, Section 10 of the Agreement shall be replaced with the following:

The Company, being the applicable data controller, is located at 1390 Enclave Parkway, Houston, Texas 77077, U.S.A. and grants Awards under the Plan to employees of the Company and its Affiliated Companies in its sole discretion. The Grantee should review the following information about the Company’s data processing practices.

(a)Data Collection and Usage. Pursuant to applicable data protection laws, the Grantee is hereby notified that the Company collects, processes and uses certain personally-identifiable information about the Grantee for the legitimate interest of implementing, administering and managing the Plan and generally administering equity awards; specifically, including the Grantee’s name, home address, email address and

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telephone number, date of birth, social insurance number or other identification number, salary, citizenship, job title, any shares of Stock or directorships held in the Company, and details of all Awards or any entitlement to shares of Stock awarded, canceled, exercised, vested, or outstanding in the Grantee’s favor, which the Company receives from the Grantee or the Employer. In granting the Awards under the Plan, the Company will collect the Grantee’s personal data for purposes of allocating shares of Stock and implementing, administering and managing the Plan. The Company’s legal basis for the collection, processing and use of the Grantee’s personal data is that it is necessary for the performance of the Company’s contractual obligations under the Plan and performance of the Agreement. The Grantee’s refusal to provide personal data would make it impossible for the Company to perform its contractual obligations and may affect the Grantee’s ability to participate in the Plan. As such, by participating in the Plan, the Grantee voluntarily acknowledges the collection, use, processing and transfer of the Grantee’s personal data as described herein. The Company shall implement appropriate technical and organizational security measures to protect the Grantee’s personal data.

(b)Stock Plan Administration Service Provider. The Company transfers participant data to Fidelity Stock Plan Services LLC an independent service provider based in the United States, which assists the Company with the implementation, administration and management of the Plan. The Company shall ensure that this, and any subsequent, administrator contractually agree to comply with legally required data protection obligations to protect the Grantee’s personal data. In the future, the Company may select a different service provider and share the Grantee’s data with another company that serves in a similar manner. The Company’s service provider will open an account for the Grantee to receive and trade shares of Stock. The Grantee will be asked to agree on separate terms and data processing practices with the service provider, which is a condition to the Grantee’s ability to participate in the Plan.

(c)International Data Transfers. The Company and its service providers are based in the United States. The Company can only meet its contractual obligations to the Grantee if the Grantee’s personal data is transferred to the United States. The Company’s legal basis for the transfer of the Grantee’s personal data to the United States is the performance of contractual obligations to the Grantee and it shall its use of the standard data protection clauses adopted by the EU Commission.

(d)Data Retention. The Company will use the Grantee’s personal data only as long as is necessary to implement, administer and manage the Grantee’s participation in the Plan or as required to comply with legal or regulatory obligations, including under tax and securities laws. When the Company no longer needs the Grantee’s personal data, the Company will remove it from its systems. If the Company keeps the Grantee’s data longer, it would be to satisfy legal or regulatory obligations and the Company’s legal basis would be for compliance with relevant laws or regulations.

Data Subject Rights.The Grantee may have a number of rights under data privacy laws in the Grantee’s country of residence. For example, the Grantee’s rights may include the right to (i) request access or copies of personal data the Company processes, (ii) request rectification of incorrect data, (iii) request deletion of data, (iv) place restrictions on processing, (v) lodge complaints with competent authorities in the Grantee’s country, and/or (vi) request a list with the names and addresses of all recipients of the Grantee’s personal data. To receive clarification regarding the Grantee’s rights or to exercise the Grantee’s rights, the Grantee should contact his or her local human resources department.

UNITED STATES OF AMERICA

Terms and Conditions

Section 409A

This Agreement, including the right to receive Stock upon achievement of the Performance Criteria and satisfaction of the conditions in Section 1 above, is intended to be exempt from the requirements of section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) pursuant to the short-term deferral exemption thereunder, and this Agreement, including the right to receive Stock upon the achievement of the Performance Criteria and satisfaction of the conditions in Section 1 above, shall be interpreted on a basis consistent with such intent. Notwithstanding any

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provision in this Agreement to the contrary, if the Grantee is a “specified employee” (as defined in section 409A of the Code) and it is necessary to postpone the commencement of any payments otherwise payable under this Agreement to prevent any accelerated or additional tax under section 409A of the Code, then the Company will postpone the payment until five days after the end of the six-month period following the Grantee’s “separation from service” (as defined under section 409A of the Code). If the Grantee dies during the postponement period prior to the payment of postponed amount, the amounts withheld on account of section 409A of the Code shall be paid to the personal representative of the Grantee’s estate within 60 days after the date of the Grantee’s death. The determination of who is a specified employee, including the number and identity of persons considered specified employees and the identification date, shall be made by the Committee in accordance with the provisions of sections 416(i) and 409A of the Code. In no event shall the Grantee, directly or indirectly, designate the calendar year of payment. For purposes of section 409A of the Code, each payment under this Agreement shall be treated as a separate payment. This Agreement may be amended without the consent of the Grantee in any respect deemed by the Committee to be necessary in order to preserve compliance with section 409A of the Code or other applicable law.

BELGIUM

Terms and Conditions

Stock, Dividends and Voting Rights

Section 2(a) of the Agreement shall be replaced with the following:

‘As soon as administratively practicable following the Payment Date, or as otherwise provided in Section 3 below, the amount of Stock determined based on the Performance Criteria shall be issued to the Grantee, provided all conditions set forth in Section 1 above are satisfied. Except as provided in Section 3 below, all Awards shall be settled in Stock. Prior to the Payment Date, the Grantee shall have no rights with respect to the Stock, including but not limited to rights to sell, vote, exchange, transfer, pledge, hypothecate or otherwise dispose of the Stock. In addition, prior to the Payment Date, the Grantee shall be not entitled to receive dividends or dividend equivalent payments and shall not have any other rights with respect to the Stock.’

Nature of Award

Section 11(e) of the Agreement shall be replaced with the following:

‘this Award and the underlying Stock, and any income derived therefrom, are not paid in lieu of, and are not intended to replace, any pension rights or compensation and are not part of compensation or salary for the purposes of calculating any bonuses, long-service awards, life or accident insurance benefits, pension or retirement or welfare benefits or similar payments;’

Section 11(g) of the Agreement shall be replaced with the following:

‘for the purposes of the Award, the Grantee’s employment or service relationship will be considered terminated as of the last day of employment with the Company or any Affiliated Company (regardless of the reason for termination and whether or not later to be found invalid or in breach of employment laws in the jurisdiction where the Grantee is employed or the terms of the Grantee’s employment agreement, if any), and unless otherwise expressly provided in this Agreement or determined by the Company, the Grantee’s right to vest in the Award under the Plan, if any, will terminate as of such date;’

CANADA

Terms and Conditions

Stock, Dividends and Voting Rights

The following provisions supplement Section 2(a) of the Agreement:

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Notwithstanding any provisions herein to the contrary, the PSUs shall be settled only in shares of Stock (and may not be settled in cash).

The following provisions supplement Section 2(b) of the Agreement:

Notwithstanding any provisions herein to the contrary, Participants in Canada shall not be awarded, and shall not be eligible to receive, any dividend equivalents pursuant to Section 2(b) of this Agreement.

Share Withholding

The following provision supplements Section 6(c) of the Agreement:

The Company, the Employer or their respective agents, as applicable, shall satisfy the applicable withholding obligation for Tax-Related Items by withholding shares of Stock that are to be issued upon settlement of the Award having a Fair Market Value that is sufficient to satisfy the Tax-Related Items, only if the Grantee has not paid such withholding amount in cash by the date specified by the Company, the Employer or their respective agents, as applicable.

Termination of Employment

The following provision supplements Section 11(g) of the Agreement:

In the event of the Grantee’s termination of employment for any reason (whether or not later found invalid or in breach of local employment laws or the terms of the Grantee’s employment agreement, if any), any unvested portion of the Award shall be immediately forfeited without consideration. For purposes of the preceding sentence, the Grantee’s right to vest in the Award will terminate effective as of the earlier of the following dates: (i) the date on which the Grantee’s employment is terminated; (ii) the date the Grantee receives written notice of termination of employment from the Company or one of the Affiliated Companies; or (iii) the date the Grantee is no longer actively providing services to the Company or one of the Affiliated Companies. The right to vest in and exercise the Award (as discussed above) will not be extended by any notice period (e.g., active service would not include any contractual, statutory or common law notice period or period during which the Grantee is in receipt of pay in lieu of such notice or severance pay, or any period of “garden leave” or similar period mandated under Canadian laws or the terms of the Grantee’s employment or service agreement, if any). The Committee shall have the exclusive discretion to determine when the Grantee is no longer actively providing services for purposes of the Grantee’s Award (including whether the Grantee may still be considered to be providing services while on a leave of absence).

Data Privacy

The following provision supplements Section 10 of the Agreement:

The Grantee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. The Grantee further authorizes the Company, any Affiliated Company and any stock plan service provider that may be selected by the Company to assist with the Plan to disclose and discuss the Plan with their respective advisors. The Grantee further authorizes the Company and any Affiliated Company to record such information and to keep such information in the Grantee’s employee file, subject to applicable periods in accordance with applicable law.

Language Consent

The following terms and conditions apply to the Grantees resident in Quebec:

The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices, and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Consentement relatif à la langue utilisée

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Les parties reconnaissent avoir exigé que cette convention («Agreement») soit rédigée en anglais, ainsi que tous les documents, avis et procédures judiciaires, éxécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à la présente.

Notifications

Securities Law Information

The Grantee is permitted to sell shares of Stock acquired through the Plan subject to certain restrictions on resale imposed by Canadian provincial and territorial securities laws, as applicable. The Grantee should consult his or her own personal tax advisor in this regard.

Foreign Asset/Account Reporting Information

Canadian residents are required to report any foreign property (e.g., shares of Stock acquired under the Plan and possibly unvested Awards) if the total cost of their foreign property exceeds a specified threshold at any time in the year. It is the Grantee’s responsibility to comply with these reporting obligations, and the Grantee should consult his or her own personal tax advisor in this regard.

COSTA RICA

There are no country-specific provisions.

FRANCE

Terms and Conditions

PSUs Not Qualified

The PSUs are not granted under the French specific regime provided by Articles L-225-197-1 and seq. of the French commercial code.

Language Consent

By accepting the French Award, the Grantee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language.  The Grantee accepts the terms of those documents accordingly. The Grantee confirms that the Grantee has a good knowledge of the English language.

En acceptant l’Attribution, le Bénéficiaire confirme avoir lu et compris les documents relatifs à cette attribution (le Plan et ce Contrat) qui ont été fournis en langue anglaise. Le Bénéficiaire accepte les dispositions de ces documents en connaissance de cause. Etant précisé que le Titulaire a une bonne maîtrise de la langue anglaise.

Notifications

Foreign Asset/Account Information

The Grantee may hold shares of Stock acquired upon vesting/settlement of the Award, any proceeds resulting from the sale of shares of Stock or any dividends paid on such shares outside of France, provided the Grantee declares all foreign bank and brokerage accounts (including any accounts that were opened or closed during the tax year) with his or her annual income tax return.  Failure to complete this reporting may trigger penalties for the resident. 

IRELAND

There are no country-specific provisions.

PANAMA

Notifications

Securities Disclaimer

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The PSUs and any shares of Stock that the Grantee may acquire upon settlement of the PSUs do not constitute a public offering of securities, as they are available only to eligible employees of the Company and its Subsidiaries.

SPAIN

Terms and Conditions

Discretionary Nature of the Plan

By accepting the grant of PSUs, the Grantee consents to participation in the Plan and acknowledges receipt of a copy of the Plan.

The Grantee understands that the Company has unilaterally, gratuitously and in its sole discretion granted PSUs under the Plan to individuals who may be employees of the Company or its Subsidiaries throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its Subsidiaries on an ongoing basis. Consequently, the Grantee understands that the PSUs are granted on the assumption and condition that the PSUs and the shares of Stock acquired upon settlement of the PSUs shall not become a part of any employment contract (either with the Company or any of its Subsidiaries) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, the Grantee understands that this grant would not be made to the Grantee but for the assumptions and conditions referenced above; thus, the Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, the grant of PSUs shall be null and void.

The Grantee understands and agrees that, as a condition of the grant of PSUs, unless otherwise provided in the Agreement, any unvested PSUs as of the date the Grantee ceases active employment, will be forfeited without entitlement to the underlying shares of Stock or to any amount of indemnification in the event of termination of the Grantee’s employment with the Company or any of its Subsidiaries. The Grantee acknowledges that the Grantee has read and specifically accepts the conditions referred to in the Agreement regarding the impact of a termination of employment on the PSUs.

Termination for Cause

Notwithstanding anything to the contrary in the Plan or the Agreement, “Cause” shall be defined as set forth in the Plan, regardless of whether a termination of employment is considered a fair termination (i.e., “despido procedente”) under Spanish legislation.

Language Consent

By accepting the Award, the Grantee confirms having read and understood the documents relating to this grant (the Plan and the Agreement) which were provided in English language.  The Grantee accepts the terms of those documents accordingly. The Grantee confirms that the Grantee has a good knowledge of the English language.

Con la aceptación del Incentivo, el Beneficiario confirma haber leído y entendido el documento relativo a la concesión de incentivos (el Plan y el Contrato) que le han sido entregados en inglés. El Beneficiario acepta los términos de los documentos y confirma que tiene buen conocimiento de la lengua inglesa.

SWEDEN

There are no country-specific provisions.

UNITED KINGDOM

Terms and Conditions

Responsibility for Taxes

The following provisions shall supplement Section 6 of the Agreement:

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‘At the request of the Company at any time before the vesting/settlement of the Award, the Grantee must elect, to the extent permitted by law, and using a form approved by Her Majesty’s Revenue and Customs (“HMRC”), that the whole or any part of the liability for national insurance contributions arising as a result of a taxable event attributable to the Award or the Grantee’s participation in the Plan shall be transferred to the Grantee.

The Grantee hereby agrees that the Grantee is liable for all Tax-Related Items and hereby covenants to pay all such Tax-Related Items, as and when requested by the Company or (if different) the Employer or by HMRC (or any other tax authority or any other relevant authority). The Grantee also hereby agrees to indemnify and keep indemnified the Company and (if different) the Employer against any Tax-Related Items that they are required to pay or withhold on the Grantee’s behalf or have paid or will pay to HMRC (or any other tax authority or any other relevant authority).’

Notifications

Securities Disclosure

This Agreement is not an approved prospectus for the purposes of section 85(1) of the Financial Services and Markets Act 2000 (“FSMA”) and no offer of transferable securities to the public (for the purposes of section 102B of FSMA) is being made in connection with the Plan. The Plan and the Award are exclusively available in the UK to bona fide employees and former employees of the Company and any UK Subsidiary of the Company.

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APPENDIX B

PERFORMANCE SHARE UNIT AGREEMENT

Pursuant to the Sysco Corporation 2018 Omnibus Incentive Plan

For Performance Period FY2021 - FY2022

Cost Out / Profit Improvement (50%)	Enterprise Transformation (30%)				Digital Commerce (20%)
[REDACTED]	[REDACTED]				[REDACTED]
Payout results for each of the above metrics will be calculated according to the following scale:
Significantly Below Target 0% Payout		Below Target 25-85% Payout	On Target 90-110% Payout	Above Target 115-125% Payout		Significantly Above Target 130-150% Payout

In addition, a modifier will be applied to the target number of PSUs based on Sysco’s relative Total Shareholder Return (“TSR”) over the two-year period beginning June 28, 2020 and ending on July 2, 2022, as compared to the TSR for S&P 500 companies over the same period. The modifier will be based on Sysco’s TSR percentile rank in the S&P 500 (using 60-trading day averages for the beginning and end points) as shown in the table below:

TSR Percentile Rank versus S&P 500	Payout Modifier applied to # of Target PSUs*
≥75th	+25%
55th	No modifier
≤35th	-25%

*Interpolated between points, calculated independent from the assessment of PSU metrics; TSR must be positive for a positive modifier.

THE PERFORMANCE TARGETS SET FORTH ON THIS PAGE CONSTITUTE “CONFIDENTIAL INFORMATION” AND ANY DISCLOSURE OF SUCH PERFORMANCE TARGETS BY A PARTICIPANT PRIOR TO THE TIME SUCH PERFORMANCE TARGETS BECOME PUBLIC INFORMATION WILL RESULT IN SUCH PARTICIPANT FORFEITING HIS OR HER RIGHTS UNDER THIS PROGRAM.

EX-10.6

EXHIBIT 10.6

[SYSCO LETTERHEAD]

Revised

PERSONAL AND CONFIDENTIAL

October 21, 2019

Michael P. Foster

Dear Michael:

I am delighted to offer you the important Sysco leadership role of Executive Vice President, Chief Information and Technology Officer, reporting to me, with a proposed start date of December 2, 2019. The following is a summary of your compensation package:

•Your annual base salary will be $650,000. Your next compensation review date is expected to be September 2020.

•For FY2020,you will be eligible for a bonus with actual payment based on your base salary, the Company's financial performance and strategic bonus objectives, which will be defined as appropriate for your role. Your target annual bonus will be 100% of your base pay. Your incentive award calculation for FY2020 will be prorated based on your actual base earnings earned during the fiscal year. Eligibility for the bonus is contingent upon your continued employment with Sysco through the end of the fiscal year.

•A recommendation will be made to the Compensation and Leadership Development Committee in November 2019 to grant you a long-term incentive award for FY2020 representing 300% of your annual base salary. This grant will be contingent upon your employment start date of December 2, 2019. This award will be in the form of 40% stock options and 60% performance share units (PSUs).Such long-term incentive awards will vest over a period of 3 years, as determined by the Compensation and Leadership Development Committee of the Board of Directors.

•You will receive a one-time, initial sign-on bonus of $360,000, payable within 30 days of the commencement of your employment with Sysco, less applicable withholding for taxes (the"Initial Sign-On Bonus”). In the event you voluntarily resign or are terminated for cause (as determined by Sysco in

Michael P. Foster

Page 2

its sole discretion) within one year after receipt of the Initial Sign-On Bonus, you agree to repay 100% of the net (after tax) amount of the Initial Sign-On Bonus within thirty (30) days of your termination date.

•You will be eligible for an additional sign-on bonus (the "Additional Sign-on Bonus") equal to the amount of any monies owed to a your current employer (as of the date hereof) as a direct result of your acceptance of this employment offer. The amount of the Additional Sign-On Bonus shall be determined by written documentation acceptable to Sysco that establishes the amount owed and will be payable within thirty (30) days of receipt by Sysco of such documentation. The Additional Sign-On Bonus shall not exceed $840,000. In the event you voluntarily resign or are terminated for cause (as determined by Sysco in its sole discretion) within one year after receipt of the Additional Sign-On Bonus payment, you agree to repay 100% of the net (after tax) amount of the Additional Sign-On Bonus within thirty (30) days of your termination date. In the event you voluntarily resign or are terminated for cause (as determined by Sysco in its sole discretion) within two years after receipt of the Additional Sign-On Bonus payment, you agree to repay 50% of the net (after tax) amount of the Additional Sign-On Bonus within thirty (30) days of your termination date.

•You will receive a special one-time, sign-on equity grant valued at $3,000,000, which will be made in November 2019. This award will be granted 75% in the form of Restricted Stock Units (RSUs) and 25% stock options. The RSUs will vest 50% after one year and 50% after two years. You will be required to hold the vested shares, net of shares withheld for taxes, for one additional year. The stock options will vest 1/3 per year over three years.

•You will be eligible for full benefits with medical, dental, vision, life/ AD&D insurance effective the first day of the month coincident with or next following 60 days of employment.

•You will be eligible to participate in the Sysco Corporation Employees 401(k) Plan effective on your hire date.

•In addition to Sysco's standard employee benefits, you will also be eligible to participate in the following significant executive benefit programs:

•A Management Savings Plan, which is a non-qualified deferred compensation program that allows you to defer salary and bonus on a pre-tax basis above amounts limited under the company's 401(k) plan;

•A Disability Income Plan that will provide you with benefits in case of personal disability; and

•Additional group life and accidental death and dismemberment insurance coverage.

•You will become eligible for relocation benefits in accordance with the terms and conditions of Sysco's current domestic Executive Vice President relocation policy, a copy of which is attached hereto.

Michael P. Foster

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As an Executive Vice President of Sysco Corporation, you will be required to comply with the Stock Ownership Requirements as set forth in Sysco's Corporate Governance Guidelines. Five years from your date of hire, you will be required to own Sysco stock valued at four (4)times your salary. During that five-year period, you will be subject to retention requirements until your holdings meet or exceed the ownership requirements.

You will be required to complete Form 1-9 (Employment Eligibility Verification).You will need to provide the required forms of identification within 3 business days of your hire. Please review the attached list of acceptable documents and bring either a single List A document or both List B and a List C document to your meeting with Human Resources and Payroll.

This offer is contingent upon approval by the Board of Directors of your appointment as an executive officer of Sysco Corporation and successful completion of the pr e- employment drug and background check process. Please be advised that this letter is not intended to create or imply any contract or contractual rights between you and Sysco Corporation. Any employee may terminate his/her employment at any time, with or without reason, and the company retains the same right.

Michael, we are excited to have you join the Sysco team and look forward to your contributions to our future success.

If you have any questions, please contact Paul Moskowitz or me.

Sincerely,

/s/ Tom Bené

Tom Bené

Chairman, President and Chief Executive Officer

Agreed and Accepted:                Confirmed Start Date:

/s/Michael P. Foster 02.12.19

Michael P. Foster                

cc: Paul T. Moskowitz, Executive Vice President,Human Resources

Eve McFadden, Vice President,Legal, General Counsel and Corporate Secretary

Erin C. Packwood, Vice President, Total Rewards & Engagement

Sebastian Skalany, Sr. Director, Compensation

EX-10.7

EXHIBIT 10.7

Sysco Corporation 1390 Enclave Parkway Houston, Texas 77077 T 281.584.1390 sysco.com

PERSONAL AND CONFIDENTIAL

February 28, 2020

Ms. C. Marie Robinson

193 Upper Mountain Ave.

Montclair, NJ 07042

Dear Marie:

I am delighted to offer you the important Sysco leadership role of Executive Vice President, Chief Supply Chain Officer, reporting to me, with a proposed start date of April 6, 2020. The following is a summary of your compensation package:

•Your annual base salary will be $650,000. Your next compensation review date is expected to be September 2020.

•For FY2020, you will be eligible for a bonus with actual payment based on your base salary, the Company’s financial performance and strategic bonus objectives, which will be defined as appropriate for your role. Your target annual bonus will be 100% of your base pay. Your incentive award calculation for FY2020 will be prorated based on your actual base earnings earned during the fiscal year. Eligibility for the bonus is contingent upon your continued employment with Sysco through the end of the fiscal year.

•A recommendation will be made to the Compensation and Leadership Development Committee in August 2020 to grant you a long-term incentive award for FY2021 representing 300% of your annual base salary. This award may be in the form of stock options, performance share units (PSUs), or any combination thereof. Such long-term incentive awards will vest over a period of 3 years, as determined by the Compensation Committee of the Board of Directors.

•You will receive a one-time, initial sign-on bonus of $925,000, payable within 30 days of the commencement of your employment with Sysco, less applicable withholding for taxes. In the event you voluntarily resign or are terminated for cause (as determined by Sysco in its sole discretion) within one year after receipt of the sign-on bonus payment, you agree to repay 100% of the net (after tax) amount of the sign-on bonus within thirty (30) days of your termination date. In the event you voluntarily resign or are terminated for cause (as determined by Sysco in its sole discretion) within two years after receipt of the sign-on bonus payment, you agree to repay 50% of the net (after tax) amount of the applicable sign-on bonus within thirty (30) days of your termination date.

•You will receive a special one-time equity grant valued at $2,350,000, which will be made on May 14, 2020, during Sysco’s next open securities trading window. This award will comprise:

◦$650,000 in the form of special Restricted Stock Units (RSUs), which will vest after six months; and

◦$1,700,000 delivered 60% in the form of RSUs and 40% in the form of stock options. These RSUs will vest 50% after one year and 50% after two years, and you will be required to hold the vested shares, net of shares withheld for taxes, for one additional year. The stock options will vest 1/3 per year over three years.

•You will be eligible for full benefits with medical, dental, vision, life / AD&D insurance effective the first day of the month coincident with or next following 60 days of employment.

•You will be eligible to participate in the Sysco Corporation Employees 401(k) Plan effective on your hire date.

•In addition to Sysco’s standard employee benefits, you will also be eligible to participate in the following significant executive benefit programs:

◦A Management Savings Plan, which is a non-qualified deferred compensation program that allows you to defer salary and bonus on a pre-tax basis above amounts limited under the company’s 401(k) plan;

◦A Disability Income Plan that will provide you with benefits in case of personal disability; and

◦Additional group life and accidental death and dismemberment insurance coverage.

•You will become eligible for relocation benefits in accordance with the terms and conditions of Sysco’s current domestic Executive Vice President relocation policy, a copy of which is attached hereto.

As an Executive Vice President of Sysco Corporation, you will be required to comply with the Stock Ownership Requirements as set forth in Sysco’s Corporate Governance Guidelines. Five years from your date of hire, you will be required to own Sysco stock valued at four (4) times your salary. During that five-year period, you will be subject to retention requirements until your holdings meet or exceed the ownership requirements.

You will be required to complete Form I-9 (Employment Eligibility Verification). You will need to provide the required forms of identification within 3 business days of your hire. Please review the attached list of acceptable documents and bring either a single List A document or both List B and a List C document to your meeting with Human Resources and Payroll.

This offer is contingent upon approval by the Board of Directors of your appointment as an executive officer of Sysco Corporation and successful completion

of the pre-employment drug and background check process. Please be advised that this letter is not intended to create or imply any contract or contractual rights between you and Sysco Corporation. Any employee may terminate his/her employment at any time, with or without reason, and the company retains the same right.

Marie, we are excited to have you join the Sysco team and look forward to your contributions to our future success.

If you have any questions, please contact Paul Moskowitz or me.

Sincerely,

/s/ Kevin P. Hourican

Kevin Hourican

President and Chief Executive Officer

Agreed and Accepted:                        Confirmed Start Date:

/s/ C. Marie Robinson April 6, 2020

C. Marie Robinson

cc:    Paul T. Moskowitz, Executive Vice President, Human Resources

    Eve McFadden, Senior Vice President, Legal, General Counsel and Corporate Secretary

    Erin C. Packwood, Vice President, Total Rewards

    Sebastian Skalany, Sr. Director, Compensation

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Kevin P. Hourican, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Sysco Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 3, 2020

/s/ KEVIN P. HOURICAN

Kevin P. Hourican

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Joel T. Grade, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Sysco Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 3, 2020

/s/ JOEL T. GRADE

Joel T. Grade

Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002

I, Kevin P. Hourican, President and Chief Executive Officer, of Sysco Corporation (the “company”), certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1.The company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2020 (“Quarterly Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2.All of the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the company.

Date: November 3, 2020

/s/ KEVIN P. HOURICAN

Kevin P. Hourican

President and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT OF 2002

I, Joel T. Grade, Executive Vice President and Chief Financial Officer, of Sysco Corporation (the “company”), certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1.The company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2020 (“Quarterly Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2.All of the information contained in the Quarterly Report fairly presents, in all material respects, the financial condition and results of operations of the company.

Date: November 3, 2020

/s/ JOEL T. GRADE

Joel T. Grade

Executive Vice President and Chief Financial Officer

XML

Cover Page - shares	3 Months Ended
	Sep. 26, 2020	Oct. 16, 2020
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 26, 2020
Document Transition Report	false
Entity File Number	1-6544
Entity Registrant Name	Sysco Corporation
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	74-1648137
Entity Address, Address Line One	1390 Enclave Parkway
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77077
City Area Code	281
Local Phone Number	584-1390
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		509,358,649
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000096021
Current Fiscal Year End Date	--07-03
Amendment Flag	false
Common Stock
Document Information [Line Items]
Title of each class	Common stock, $1.00 Par Value
Trading Symbol	SYY
Security Exchange Name	NYSE
Senior Notes, 1.25% Due 2023
Document Information [Line Items]
Title of each class	1.25% Notes due June 2023
Trading Symbol	SYY 23
Security Exchange Name	NYSE

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020
Current assets
Cash and cash equivalents	$ 5,985,532	$ 6,059,427
Accounts receivable, less allowances of $265,597 and $334,810	3,106,466	2,893,551
Inventories	3,134,732	3,095,085
Prepaid expenses and other current assets	197,074	192,163
Income tax receivable	9,294	108,006
Total current assets	12,433,098	12,348,232
Plant and equipment at cost, less accumulated depreciation	4,404,597	4,458,567
Other long-term assets
Goodwill	3,794,152	3,732,469
Intangibles, less amortization	776,598	780,172
Deferred income taxes	228,234	194,115
Operating lease right-of-use assets, net	621,307	603,616
Other assets	483,572	511,095
Total other long-term assets	5,903,863	5,821,467
Total assets	22,741,558	22,628,266
Current liabilities
Notes payable	5,408	2,266
Accounts payable	4,035,332	3,447,065
Accrued expenses	1,697,995	1,616,289
Accrued income taxes	0	2,938
Current operating lease liabilities	108,704	107,167
Current maturities of long-term debt	1,320,628	1,542,128
Total current liabilities	7,168,067	6,717,853
Long-term liabilities
Long-term debt	12,422,780	12,902,485
Deferred income taxes	54,011	86,601
Long-term operating lease liabilities	545,485	523,496
Other long-term liabilities	1,217,227	1,204,953
Total long-term liabilities	14,239,503	14,717,535
Noncontrolling interest	33,977	34,265
Shareholders’ equity
Preferred stock, par value $1 per share Authorized 1,500,000 shares, issued none	0	0
Common stock, par value $1 per share Authorized 2,000,000,000 shares, issued 765,174,900 shares	765,175	765,175
Paid-in capital	1,534,281	1,506,901
Retained earnings	10,546,598	10,563,008
Accumulated other comprehensive loss	(1,612,386)	(1,710,881)
Treasury stock at cost, 256,075,772 and 256,915,825 shares	(9,933,657)	(9,965,590)
Total shareholders’ equity	1,300,011	1,158,613
Total liabilities and shareholders’ equity	$ 22,741,558	$ 22,628,266

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Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020
Statement of Financial Position [Abstract]
Accounts receivable, less allowances of $265,597 and $334,810	$ 265,597	$ 334,810
Preferred stock, par value (in dollars per share)	$ 1	$ 1
Preferred stock, authorized (in shares)	1,500,000	1,500,000
Preferred stock, issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, authorized (in shares)	2,000,000,000	2,000,000,000
Common stock, issued (in shares)	765,174,900	765,174,900
Treasury stock (in shares)	256,075,772	256,915,825

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Consolidated Results of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Income Statement [Abstract]
Sales	$ 11,777,379	$ 15,303,005
Cost of sales	9,557,534	12,359,635
Gross profit	2,219,845	2,943,370
Operating expenses	1,800,266	2,275,052
Operating income	419,579	668,318
Interest expense	146,717	83,335
Other expense (income), net	14,124	3,112
Earnings before income taxes	258,738	581,871
Income taxes	41,838	128,090
Net earnings	$ 216,900	$ 453,781
Net earnings:
Basic earnings per share (in dollars per share)	$ 0.43	$ 0.88
Diluted earnings per share (in dollars per share)	$ 0.42	$ 0.87
Average shares outstanding (in shares)	509,127,405	513,496,296
Diluted shares outstanding (in shares)	510,738,760	518,761,456

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Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Statement of Comprehensive Income [Abstract]
Net earnings	$ 216,900	$ 453,781
Other comprehensive income (loss):
Foreign currency translation adjustment	113,140	(126,159)
Items presented net of tax:
Amortization of cash flow hedges	2,155	2,155
Change in net investment hedges	(11,261)	30,000
Change in cash flow hedges	(12,967)	9,259
Amortization of prior service cost	137	1,428
Amortization of actuarial loss	7,765	6,683
Change in marketable securities	(474)	933
Total other comprehensive income (loss)	98,495	(75,701)
Comprehensive income	$ 315,395	$ 378,080

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Changes in Consolidated Shareholders' Equity - USD ($) $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Cash flow hedging	Net investment hedging	Common Stock	Paid-in Capital	Retained Earnings	Retained Earnings Cumulative Effect, Period of Adoption, Adjustment	Accumulated Other Comprehensive Loss	Accumulated Other Comprehensive Loss Cash flow hedging	Accumulated Other Comprehensive Loss Net investment hedging	Treasury Stock
Beginning balance, shareholders' equity (in shares) at Jun. 29, 2019					765,174,900							252,297,926
Beginning balance, shareholders' equity at Jun. 29, 2019	$ 2,502,603	$ 1,978			$ 765,175	$ 1,457,419	$ 11,229,679	$ 1,978	$ (1,599,729)			$ (9,349,941)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	453,781						453,781
Foreign currency translation adjustment	(126,159)								(126,159)
Amortization of cash flow hedges, net of tax	2,155
Amortization of cash flow hedges, net of tax			$ 2,155							$ 2,155
Change in cash flow hedges, net of tax	9,259
Changes in derivatives, net of tax			$ 9,259	$ 30,000						$ 9,259	$ 30,000
Change in net investment hedges, net of tax	30,000
Reclassification of pension and other postretirement benefit plans amounts to net earnings, net of tax	8,111								8,111
Change in marketable securities, net of tax	933								933
Dividends declared	(198,605)						(198,605)
Treasury stock purchases (in shares)												4,587,397
Treasury stock purchases	(347,867)											$ (347,867)
Share-based compensation awards (in shares)												(2,574,697)
Share-based compensation awards	118,559					33,242						$ 85,317
Ending balance, shareholders' equity (in shares) at Sep. 28, 2019					765,174,900							254,310,626
Ending balance, shareholders' equity at Sep. 28, 2019	$ 2,454,748				$ 765,175	1,490,661	11,486,833		(1,675,430)			$ (9,612,491)
Accounting Standards Update [Extensible List]	us-gaap:AccountingStandardsUpdate201613Member
Beginning balance, shareholders' equity (in shares) at Jun. 29, 2019					765,174,900							252,297,926
Beginning balance, shareholders' equity at Jun. 29, 2019	$ 2,502,603	1,978			$ 765,175	1,457,419	11,229,679	1,978	(1,599,729)			$ (9,349,941)
Ending balance, shareholders' equity (in shares) at Jun. 27, 2020					765,174,900							256,915,825
Ending balance, shareholders' equity at Jun. 27, 2020	1,158,613	$ (2,068)			$ 765,175	1,506,901	10,563,008	$ (2,068)	(1,710,881)			$ (9,965,590)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net earnings	216,900						216,900
Foreign currency translation adjustment	113,140								113,140
Amortization of cash flow hedges, net of tax	2,155								2,155
Change in cash flow hedges, net of tax	(12,967)								(12,967)
Change in net investment hedges, net of tax	(11,261)								(11,261)
Reclassification of pension and other postretirement benefit plans amounts to net earnings, net of tax	7,902								7,902
Change in marketable securities, net of tax	(474)								(474)
Dividends declared	(231,242)						(231,242)
Share-based compensation awards (in shares)												(840,053)
Share-based compensation awards	59,313					27,380						$ 31,933
Ending balance, shareholders' equity (in shares) at Sep. 26, 2020					765,174,900							256,075,772
Ending balance, shareholders' equity at Sep. 26, 2020	$ 1,300,011				$ 765,175	$ 1,534,281	$ 10,546,598		$ (1,612,386)			$ (9,933,657)

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Changes in Consolidated Shareholders' Equity (Parenthetical) - $ / shares	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Statement of Stockholders' Equity [Abstract]
Dividends declared per common share (in dollars per share)	$ 0.45	$ 0.39

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Consolidated Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Cash flows from operating activities:
Net earnings	$ 216,900	$ 453,781
Adjustments to reconcile net earnings to cash provided by operating activities:
Share-based compensation expense	25,834	21,386
Depreciation and amortization	180,520	187,405
Operating lease asset amortization	27,379	26,925
Amortization of debt issuance and other debt-related costs	6,554	4,920
Deferred income taxes	(53,579)	(25,494)
Provision for losses on receivables	(77,790)	18,712
Loss on sale of business	12,043	0
Other non-cash items	(6,641)	2,295
Additional changes in certain assets and liabilities, net of effect of businesses acquired:
Increase in receivables	(111,261)	(236,136)
Increase in inventories	(23,320)	(186,331)
Decrease (increase) in prepaid expenses and other current assets	5,577	(30,133)
Increase (decrease) in accounts payable	577,013	(38,894)
Increase (decrease) in accrued expenses	56,042	(92,661)
Decrease in operating lease liabilities	(31,167)	(30,597)
Increase in accrued income taxes	98,712	89,467
Decrease in other assets	7,187	3,141
Increase in other long-term liabilities	20,911	3,793
Net cash provided by operating activities	930,914	171,579
Cash flows from investing activities:
Additions to plant and equipment	(75,539)	(175,728)
Proceeds from sales of plant and equipment	7,064	4,902
Acquisition of businesses, net of cash acquired	0	(74,814)
Purchase of marketable securities	(26,557)	(4,002)
Proceeds from sales of marketable securities	12,166	3,018
Net cash used for investing activities	(82,866)	(246,624)
Cash flows from financing activities:
Bank and commercial paper borrowings, net	3,110	533,400
Other debt borrowings	6,159	31,789
Other debt repayments	(762,858)	(16,139)
Proceeds from stock option exercises	31,933	85,317
Treasury stock purchases	0	(349,314)
Dividends paid	(228,714)	(200,037)
Other financing activities	(457)	(22,311)
Net cash (used for) provided by financing activities	(950,827)	62,705
Effect of exchange rates on cash, cash equivalents and restricted cash	17,095	(5,485)
Net decrease in cash, cash equivalents and restricted cash	(85,684)	(17,825)
Cash, cash equivalents and restricted cash at beginning of period	6,095,570	532,245
Cash, cash equivalents and restricted cash at end of period	6,009,886	514,420
Cash paid during the period for:
Interest	104,879	84,407
Income taxes	$ 6,851	$ 70,013

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Basis of Presentation

3 Months Ended

Sep. 26, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

BASIS OF PRESENTATION

The consolidated financial statements have been prepared by the company, without audit. The financial statements include consolidated balance sheets, consolidated results of operations, consolidated statements of comprehensive income, changes in consolidated shareholders’ equity and consolidated cash flows. In the opinion of management, all adjustments, which consist of normal recurring adjustments, except as otherwise disclosed, necessary to present fairly the financial position, results of operations, comprehensive income, cash flows and changes in shareholders’ equity for all periods presented have been made.

These financial statements should be read in conjunction with the audited financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended June 27, 2020. Sysco’s fiscal year ends on the Saturday nearest to June 30th. This results in a 53-week year ending July 3, 2021 for fiscal 2021. Certain footnote disclosures included in annual financial statements prepared in accordance with generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to applicable rules and regulations for interim financial statements.

Supplemental Cash Flow Information

The following table sets forth the company’s reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statement of cash flows:

	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Cash and cash equivalents	$	5,985,532	$	455,482
Restricted cash (1)	24,354		58,938
Total cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows	$	6,009,886	$	514,420

(1)Restricted cash primarily represents cash and cash equivalents of Sysco’s wholly owned captive insurance subsidiary, restricted for use to secure the insurer’s obligations for workers’ compensation, general liability and auto liability programs. Restricted cash is located within other assets in each consolidated balance sheet.

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Changes in Accounting

3 Months Ended

Sep. 26, 2020

Accounting Changes and Error Corrections [Abstract]

Changes in Accounting

CHANGES IN ACCOUNTING

Financial Instruments - Credit Losses

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. Sysco adopted this ASU as of June 28, 2020, the first day of fiscal 2021, with no significant impact to the company's financial statements.

Implementation Costs Incurred in a Cloud Computing Arrangement

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract, which aligns the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The guidance amends Accounting Standards Codification (ASC) 350 to include in its scope implementation costs of a cloud computing arrangement that is a service contract and clarifies that a customer should apply ASC 350 to determine which implementation costs should be capitalized in such a cloud computing arrangement. Sysco adopted this ASU on June 28, 2020 on a prospective basis with no effect on the company’s financial statements.

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Revenue

3 Months Ended

Sep. 26, 2020

Revenue from Contract with Customer [Abstract]

Revenue

REVENUE

The company recognizes revenues when its performance obligations are satisfied in an amount that reflects the consideration Sysco expects to be entitled to receive in exchange for those goods and services. After completion of Sysco’s performance obligations, the company has an unconditional right to consideration as outlined in its contracts with customers. Sysco’s customer receivables will generally be collected in less than 30 days in accordance with the underlying payment terms. Customer receivables, which are included in accounts receivable, less allowances in the consolidated balance sheet, were $2.9 billion and $2.7 billion as of September 26, 2020 and June 27, 2020, respectively.

Sysco has certain customer contracts in which upfront monies are paid to its customers. These payments have become industry practice and are not related to financing of the customer’s business. They are not associated with any distinct good or service to be received from the customer and, therefore, are treated as a reduction of transaction prices. All upfront payments are capitalized in other assets and amortized over the life of the contract or the expected life of the relationship with the customer. As of September 26, 2020, Sysco’s contract assets were not significant. Sysco has no significant commissions paid that are directly attributable to obtaining a particular contract.

The following tables present our sales disaggregated by reportable segment and sales mix for the company’s principal product categories for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	1,491,000	$	314,172	$	428,919	$	—	$	2,234,091
Canned and dry products	1,391,218		391,578		29,573		—		1,812,369
Frozen fruits, vegetables, bakery and other	1,048,833		426,565		256,787		—		1,732,185
Poultry	830,775		179,026		216,635		—		1,226,436
Dairy products	819,493		232,956		147,029		—		1,199,478
Fresh produce	767,097		170,538		64,982		—		1,002,617
Paper and disposables	677,321		90,709		179,174		11,638		958,842
Seafood	481,717		88,567		25,096		—		595,380
Beverage products	179,652		77,466		148,591		11,210		416,919
Other (1)	234,427		192,116		27,362		145,157		599,062
Total Sales	$	7,921,533	$	2,163,693	$	1,524,148	$	168,005	$	11,777,379

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

	13-Week Period Ended Sep. 28, 2019
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	2,075,300	$	412,155	$	381,377	$	—	$	2,868,832
Canned and dry products	1,898,889		586,625		37,190		—		2,522,704
Frozen fruits, vegetables, bakery and other	1,449,218		552,014		254,455		—		2,255,687
Dairy products	1,148,381		312,178		145,921		—		1,606,480
Poultry	1,090,106		218,600		204,269		—		1,512,975
Fresh produce	998,164		257,758		60,933		—		1,316,855
Paper and disposables	719,540		98,342		168,436		17,373		1,003,691
Seafood	685,410		149,590		24,855		—		859,855
Beverage products	290,785		132,852		143,679		24,329		591,645
Other (1)	302,840		192,274		25,879		243,288		764,281
Total Sales	$	10,658,633	$	2,912,388	$	1,446,994	$	284,990	$	15,303,005

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

Credit Risk

Sysco is potentially subject to group concentrations of credit risk with respect to accounts receivable, as large amounts of the company’s trade receivables are concentrated on customers within the food away from home industry across North America and Europe. The prolonged disruption of Sysco’s customers’ businesses due to the COVID-19 pandemic has created additional bad debt risk for the company.

Sysco determines the past due status of trade receivables based on contractual terms with each customer, evaluates the collectability of accounts receivable and determines the appropriate reserve for doubtful accounts or the uncollectible receivables to be written off. Many of Sysco’s customers, including those in the restaurant, hospitality and education segments, are operating at a substantially reduced volume due to governmental requirements for closures or other social-distancing measures and a portion of Sysco’s customers are closed. Some of these customers have ceased paying their outstanding receivables, creating uncertainty as to their collectability. To calculate the ending reserve needed, the company estimated uncollectible amounts based on the current collection experience and by applying write-off percentages based on historical loss experience, including loss experience during times of local and regional disasters. The COVID-19 pandemic is more widespread and longer in duration than historical disasters impacting our business, and it is possible that actual uncollectible amounts will differ.

In the first quarter of fiscal 2021, Sysco recognized a net $77.8 million benefit on its provision for losses on receivables. In the third and fourth quarters of fiscal 2020, the company experienced an increase in past due receivables and recognized additional bad debt charges on its trade receivables that were outstanding at the time the pandemic caused closures among our customers in mid-March 2020. These receivables were all created in fiscal 2020 and are referred to as pre-pandemic receivables. In the first quarter of fiscal 2021, collections of the company’s pre-pandemic receivables have improved, and its reserve for doubtful accounts has been reduced accordingly, resulting in a $98.6 million benefit. Additional reserves of $20.8 million were recorded in the first quarter of fiscal 2021 for receivables relating to periods beginning after the onset of the COVID-19 pandemic.

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Fair Value Measurements

3 Months Ended

Sep. 26, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). The accounting guidance includes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows:

•Level 1 – Unadjusted quoted prices for identical assets or liabilities in active markets;

•Level 2 – Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability; and

•Level 3 – Unobservable inputs for the asset or liability, which include management’s own assumption about the assumptions market participants would use in pricing the asset or liability, including assumptions about risk.

Sysco’s policy is to invest in only high-quality investments. Cash equivalents primarily include cash deposits, time deposits, certificates of deposit, commercial paper, high-quality money market funds and all highly liquid instruments with original maturities of three months or less.

The following is a description of the valuation methodologies used for assets and liabilities measured at fair value:

•Cash deposits included in cash equivalents are valued at amortized cost, which approximates fair value. These are included within cash equivalents as a Level 1 measurement in the tables below.

•Time deposits and commercial paper included in cash equivalents are valued at amortized cost, which approximates fair value. These are included within cash equivalents as a Level 2 measurement in the tables below.

•Money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. These are included within cash equivalents as Level 1 measurements in the tables below.

•Fixed income securities are valued using evaluated bid prices based on a compilation of observable market information or a broker quote in a non-active market. Inputs used vary by type of security, but include spreads, yields, rate benchmarks, rate of prepayment, cash flows, rating changes and collateral performance and type.

•The interest rate swap agreements are valued using a swap valuation model that utilizes an income approach using observable market inputs including interest rates, LIBOR swap rates and credit default swap rates.

•The foreign currency swap agreements, including cross-currency swaps, are valued using a swap valuation model that utilizes an income approach applying observable market inputs including interest rates, LIBOR swap rates for U.S. dollars, Canadian dollars, pound sterling and euro currencies, and credit default swap rates.

•Foreign currency forwards are valued based on exchange rates quoted by domestic and foreign banks for similar instruments.

•Fuel swap contracts are valued based on observable market transactions of forward commodity prices.

The fair value of the company’s marketable securities are all measured using inputs that are considered a Level 2 measurement, as they rely on quoted prices in markets that are not actively traded or observable inputs over the full term of the asset. The location and the fair value of the company’s marketable securities in the consolidated balance sheet are disclosed in Note 5, “Marketable Securities.” The fair value of the company’s derivative instruments are all measured using inputs that are considered a Level 2 measurement, as they are not actively traded and are valued using pricing models that use observable market quotations. The location and the fair value of derivative assets and liabilities designated as hedges in the consolidated balance sheet are disclosed in Note 6, “Derivative Financial Instruments.”

The following tables present the company’s assets measured at fair value on a recurring basis as of September 26, 2020 and June 27, 2020:

	Assets Measured at Fair Value as of Sep. 26, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,038,629	$	469,034	$	—	$	5,507,663
Other assets (1)	24,354		—		—		24,354
Total assets at fair value	$	5,062,983	$	469,034	$	—	$	5,532,017

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

	Assets Measured at Fair Value as of Jun. 27, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,245,487	$	300,200	$	—	$	5,545,687
Other assets (1)	36,143		—		—		36,143
Total assets at fair value	$	5,281,630	$	300,200	$	—	$	5,581,830

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

The carrying values of accounts receivable and accounts payable approximated their respective fair values due to their short-term maturities. The fair value of Sysco’s total debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered to the company for new debt with the same maturities as existing debt, and is considered a Level 2 measurement. The fair value of total debt was approximately $15.8 billion and $16.3 billion as of September 26, 2020 and June 27, 2020, respectively. The carrying value of total debt was $13.7 billion and $14.4 billion as of September 26, 2020 and June 27, 2020, respectively.

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Marketable Securities

3 Months Ended

Sep. 26, 2020

Investments, Debt and Equity Securities [Abstract]

Marketable Securities

MARKETABLE SECURITIESSysco invests a portion of the assets held by its wholly owned captive insurance subsidiary in a restricted investment portfolio of marketable fixed income securities, which have been classified and accounted for as available-for-sale. The company includes fixed income securities maturing in less than twelve months within prepaid expenses and other current assets and includes fixed income securities maturing in more than twelve months within other assets in the accompanying

consolidated balance sheets. The company records the amounts at fair market value, which is determined using quoted market prices at the end of the reporting period.

ASC 326 requires Sysco to estimate lifetime expected credit losses for all available-for-sale debt securities in an unrealized loss position by assessing credit indicators, including credit ratings, for the applicable securities. If the assessment indicates that an expected credit loss exists, the company determines the portion of the unrealized loss attributable to credit deterioration and records an allowance for the expected credit loss through the consolidated results of operations. Unrealized gains and any portion of a security’s unrealized loss attributable to non-credit losses are recorded in accumulated other comprehensive loss. There were no significant credit losses recognized in the first 13 weeks of fiscal 2021. The following table presents the company’s available-for-sale marketable securities as of September 26, 2020 and June 27, 2020:

	Sep. 26, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	88,593	$	3,524	$	(174)	$	91,943	$	17,762	$	74,181
Government bonds	33,265		5,035		(1)		38,299		—		38,299
Total marketable securities	$	121,858	$	8,559	$	(175)	$	130,242	$	17,762	$	112,480
	Jun. 27, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	78,651	$	4,064	$	—	$	82,715	$	18,233	$	64,482
Government bonds	28,633		4,919		—		33,552		—		33,552
Total marketable securities	$	107,284	$	8,983	$	—	$	116,267	$	18,233	$	98,034

The fixed income securities held at September 26, 2020 had effective maturities ranging from less than one year to approximately ten years. There were no significant realized gains or losses in marketable securities in the first quarter of fiscal 2021.

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Derivative Financial Instruments

3 Months Ended

Sep. 26, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

DERIVATIVE FINANCIAL INSTRUMENTS

Sysco uses derivative financial instruments to enact hedging strategies for risk mitigation purposes; however, the company does not use derivative financial instruments for trading or speculative purposes. Hedging strategies are used to manage interest rate risk, foreign currency risk and fuel price risk.

Hedging of interest rate risk

Sysco manages its debt portfolio with interest rate swaps from time to time to achieve an overall desired position of fixed and floating rates. In the first quarter of fiscal 2021, Sysco settled some of its previously held interest rate swap contracts, which had a notional value of $750 million, due to the redemption of Sysco’s 2.60% senior notes.

Hedging of foreign currency risk

Sysco previously entered into cross-currency swap contracts to hedge the foreign currency transaction risk of certain intercompany loans. There were no credit-risk related contingent features associated with these swaps, which had been designated as cash flow hedges. In the first quarter of 2021, Sysco settled its cross-currency swaps, which had a notional value of £234 million. The company also previously used euro-bond denominated debt to hedge the foreign currency exposure of our net investment in certain foreign operations. Additionally, Sysco’s operations in Europe have inventory purchases denominated in currencies other than their functional currency, such as the euro, U.S. dollar, Polish zloty and Danish krone. These inventory

purchases give rise to foreign currency exposure between the functional currency of each entity and these currencies. The company enters into foreign currency forward swap contracts to sell the applicable entity’s functional currency and buy currencies matching the inventory purchase, which operate as cash flow hedges of the company’s foreign currency-denominated inventory purchases.

Hedging of fuel price risk

Sysco uses fuel commodity swap contracts to hedge against the risk of the change in the price of diesel on anticipated future purchases. These swaps have been designated as cash flow hedges.

None of the company’s hedging instruments contain credit-risk-related contingent features. Details of outstanding hedging instruments as of September 26, 2020 are presented below:

Maturity Date of the Hedging Instrument	Currency / Unit of Measure	Notional Value
		(In millions)
Hedging of interest rate risk
July 2021	U.S. Dollar	500
June 2023	Euro	500
March 2025	U.S. Dollar	500
Hedging of foreign currency risk
Various (September 28, 2020 to October 2020)	Swedish Krona	57
Various (October 2020 to February 2021)	British Pound Sterling	7
June 2023	Euro	500
Hedging of fuel risk
Various (September 30, 2020 to December 2021)	Gallons	43

The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of September 26, 2020 and June 27, 2020 are as follows:

		Derivative Fair Value
	Balance Sheet location	Sep. 26, 2020		Jun. 27, 2020
		(In thousands)
Fair Value Hedges:
Interest rate swaps	Other current assets	$	4,013	$	1,388
Interest rate swaps	Other assets	62,594		69,782
Cash Flow Hedges:
Fuel swaps	Other current assets	$	455	$	233
Foreign currency forwards	Other current assets	753		1,063
Fuel swaps	Other assets	385		1,173
Cross currency swaps	Other assets	—		19,614
Fuel swaps	Other current liabilities	21,160		28,242
Foreign currency forwards	Other current liabilities	—		222

Gains or losses recognized in the consolidated results of operations for cash flow hedging relationships are not significant for each of the periods presented. The location and amount of gains or losses recognized in the consolidated results of operations for fair value hedging relationships for each of the periods, presented on a pretax basis, are as follows:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Total amounts of income and expense line items presented in the consolidated results of operations in which the effects of fair value hedges are recorded	$	146,717	$	83,335
Gain or (loss) on fair value hedging relationships:
Interest rate swaps:
Hedged items	$	(9,998)	$	(24,736)
Derivatives designated as hedging instruments	3,457		8,857

    The losses on the fair value hedging relationships associated with the hedged items as disclosed in the table above are comprised of the following components for each of the periods presented:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Interest expense	$	(14,834)	$	(14,557)
Increase (decrease) in fair value of debt	(4,836)		10,179
Hedged items	$	(9,998)	$	(24,736)

The location and effect of cash flow and net investment hedge accounting on the consolidated statements of comprehensive income for the 13-week periods ended September 26, 2020 and September 28, 2019, presented on a pretax basis, are as follows:

	13-Week Period Ended Sep. 26, 2020
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	2,891	Operating expense	$	(8,652)
Foreign currency contracts	(19,732)		Cost of sales / Other income	(2,692)
Total	$	(16,841)		$	(11,344)
Derivatives in net investment hedging relationships:
Foreign denominated debt	(36,550)		N/A	—
Total	$	(36,550)		$	—
	13-Week Period Ended Sep. 28, 2019
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	344	Operating expense	$	(3,406)
Foreign currency contracts	12,307		Cost of sales / Other income	2
Total	$	12,651		$	(3,404)
Derivatives in net investment hedging relationships:
Foreign currency contracts	$	20,852	N/A	$	—
Foreign denominated debt	21,450		N/A	—
Total	$	42,302		$	—

The location and carrying amount of hedged liabilities in the consolidated balance sheet as of September 26, 2020 are as follows:

	Sep. 26, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(499,678)	$	(4,198)
Long-term debt	(1,064,374)		(62,594)

The location and carrying amount of hedged liabilities in the consolidated balance sheet as of June 27, 2020 are as follows:

	Jun. 27, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(749,924)	$	(1,388)
Long-term debt	(1,563,636)		(70,239)

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Debt

3 Months Ended

Sep. 26, 2020

Debt Disclosure [Abstract]

Debt

DEBT

The company has a $2.0 billion long-term revolving credit facility that expires on June 28, 2024, subject to extension. As of September 26, 2020, there were $700.0 million in borrowings outstanding under this facility. Sysco has a U.S. commercial paper program allowing the company to issue short-term unsecured notes in an aggregate amount not to exceed $2.0 billion. As of September 26, 2020, there were no commercial paper issuances outstanding under this program. Any outstanding amounts are classified within long-term debt, as the program is supported by the long-term revolving credit facility. Sysco’s United Kingdom-based subsidiary, Brake Bros Limited, has a separate U.K. commercial paper program for the purpose of issuing short-term, unsecured Sterling-denominated notes in an aggregate amount not to exceed £600.0 million. As of September 26, 2020, there were £600.0 million in aggregate principal amount of notes outstanding under this commercial paper program. The notes under this commercial paper program will mature on May 7, 2021 and are classified within current maturities of long-term debt. During the first 13 weeks of fiscal 2021, aggregate outstanding commercial paper issuances, borrowings under our long-term revolving credit facility and short-term bank borrowings ranged from approximately $1.4 billion to approximately $1.5 billion.

In September 2020, Sysco redeemed all $750 million of its outstanding 2.60% senior notes prior to the October 2020 maturity utilizing a combination of cash flow from operations and net proceeds from senior note issuances in fiscal 2020.

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Earnings Per Share

3 Months Ended

Sep. 26, 2020

Earnings Per Share, Basic [Abstract]

Earnings Per Share

EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands, except for share and per share data)
Numerator:
Net earnings	$	216,900	$	453,781
Denominator:
Weighted-average basic shares outstanding	509,127,405		513,496,296
Dilutive effect of share-based awards	1,611,355		5,265,160
Weighted-average diluted shares outstanding	510,738,760		518,761,456
Basic earnings per share	$	0.43	$	0.88
Diluted earnings per share	$	0.42	$	0.87

The number of securities that were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive was approximately 6,110,000 and 3,321,000 for the first quarter of fiscal 2021 and fiscal 2020, respectively.

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Other Comprehensive Income

3 Months Ended

Sep. 26, 2020

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Other Comprehensive Income

OTHER COMPREHENSIVE INCOME

Comprehensive income is net earnings plus certain other items that are recorded directly to shareholders’ equity, such as foreign currency translation adjustment, changes in marketable securities, amounts related to certain hedging arrangements and amounts related to pension and other postretirement plans. Comprehensive income was $315.4 million and $378.1 million for the first quarter of fiscal 2021 and fiscal 2020, respectively.

A summary of the components of other comprehensive income (loss) and the related tax effects for each of the periods presented is as follows:

		13-Week Period Ended Sep. 26, 2020
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	183	$	46	$	137
Amortization of actuarial loss, net	Other expense, net	10,353		2,588		7,765
Total reclassification adjustments		10,536		2,634		7,902
Foreign currency translation:
Foreign currency translation adjustment	N/A	113,140		—		113,140
Marketable securities:
Change in marketable securities (1)	N/A	(600)		(126)		(474)
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedge (3)	Operating expenses (2)	(16,841)		(3,874)		(12,967)
Change in net investment hedge	N/A	(20,399)		(9,138)		(11,261)
Total other comprehensive income before reclassification adjustments		(37,240)		(13,012)		(24,228)
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive income		$	88,710	$	(9,785)	$	98,495

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2021.

(2)Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

(3)Change in cash flow hedges includes the termination of some cash flow hedges, as described in Note 6, “Derivative Financial Instruments.”

		13-Week Period Ended Sep. 28, 2019
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	1,905	$	477	$	1,428
Amortization of actuarial loss, net	Other expense, net	8,942		2,259		6,683
Total reclassification adjustments		10,847		2,736		8,111
Foreign currency translation:
Foreign currency translation adjustment	N/A	(126,159)		—		(126,159)
Marketable Securities:
Change in marketable securities (1)	N/A	1,181		248		933
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedges	Operating expenses (2)	12,651		3,392		9,259
Change in net investment hedges	N/A	42,302		12,302		30,000
Total other comprehensive income (loss) before reclassification adjustments		54,953		15,694		39,259
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive loss		$	(56,304)	$	19,397	$	(75,701)

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2020.

(2) Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

The following tables provide a summary of the changes in accumulated other comprehensive (loss) income for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of June 27, 2020	$	(1,265,714)	$	(402,384)	$	(49,878)	$	7,095	$	(1,710,881)
Equity adjustment from foreign currency translation	—		113,140		—		—		113,140
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		(11,261)		—		(11,261)
Change in cash flow hedge	—		—		(12,967)		—		(12,967)
Amortization of unrecognized prior service cost	137		—		—		—		137
Amortization of unrecognized net actuarial losses	7,765		—		—		—		7,765
Change in marketable securities	—		—		—		(474)		(474)
Balance as of Sep. 26, 2020	$	(1,257,812)	$	(289,244)	$	(71,951)	$	6,621	$	(1,612,386)

	13-Week Period Ended Sep. 28, 2019
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of Jun. 29, 2019	$	(1,217,617)	$	(290,169)	$	(94,770)	2,827		$	(1,599,729)
Equity adjustment from foreign currency translation	—		(126,159)		—		—		(126,159)
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		30,000		—		30,000
Change in cash flow hedge	—		—		9,259		—		9,259
Amortization of unrecognized prior service cost	1,428		—		—		—		1,428
Amortization of unrecognized net actuarial losses	6,683		—		—		—		6,683
Change in marketable securities	—		—		—		933		933
Balance as of Sep. 28, 2019	$	(1,209,506)	$	(416,328)	$	(53,356)	$	3,760	$	(1,675,430)

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Share-Based Compensation

3 Months Ended

Sep. 26, 2020

Share-based Payment Arrangement, Noncash Expense [Abstract]

Share-Based Compensation

SHARE-BASED COMPENSATION

Sysco provides compensation benefits to employees under several share-based payment arrangements, including various long-term employee stock incentive plans and the 2015 Employee Stock Purchase Plan (ESPP).

Stock Incentive Plans

In the first quarter of fiscal 2021, options to purchase 1,868,184 shares were granted to employees. The fair value of each option award is estimated as of the date of grant using a Black-Scholes option pricing model. The weighted average grant-date fair value per option granted during the first quarter of fiscal 2021 was $13.44.

In the first quarter of fiscal 2021, 749,505 performance share units (PSUs) were granted to employees. Based on the jurisdiction in which the employee resides, some of these PSUs were granted with forfeitable dividend equivalents. The fair value of each PSU award granted with a dividend equivalent is based on the company’s stock price as of the date of grant. For PSUs granted without dividend equivalents, the fair value was reduced by the present value of expected dividends during the vesting period. The weighted average grant-date fair value per PSU granted during the first quarter of fiscal 2021 was $57.92. The PSUs will convert into shares of Sysco common stock at the end of the two-year performance period based on actual performance targets achieved, as well as the market-based return of Sysco’s common stock relative to that of each company within the S&P 500 index.

In the first quarter of fiscal 2021, 395,803 restricted stock units were granted to employees. The weighted average grant-date fair value per restricted stock unit granted during the first quarter of fiscal 2021 was $57.01.

Employee Stock Purchase Plan

Plan participants purchased 273,323 shares of common stock under the Sysco ESPP during the first quarter of fiscal 2021. The weighted average fair value per employee stock purchase right issued pursuant to the ESPP was $8.20 during the first quarter of fiscal 2021. The fair value of each stock purchase right is estimated as the difference between the stock price at the date of issuance and the employee purchase price.

All Share-Based Payment Arrangements

The total share-based compensation cost that has been recognized in results of operations was $25.8 million and $21.4 million for the first quarter of fiscal 2021 and fiscal 2020, respectively.

As of September 26, 2020, there was $143.7 million of total unrecognized compensation cost related to share-based compensation arrangements. This cost is expected to be recognized over a weighted-average period of 2.01 years.

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Income Taxes

3 Months Ended

Sep. 26, 2020

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

Effective Tax Rate

The effective tax rates for the first quarters of fiscal 2021 and 2020 were 16.17% and 22.01%, respectively. As compared to the company’s statutory tax rate, the lower effective tax rate for the first quarter of fiscal 2021 was impacted by (1) the $7.6 million tax benefit attributable to the sale of the stock of Cake Corporation, (2) the impact of changes in tax law in the U.K. of $5.5 million and, (3) the favorable impact of excess tax benefits of equity-based compensation that totaled $2.3 million. The lower effective tax rate for the first quarter of fiscal 2020 was primarily due to the favorable impact of excess tax benefits of equity-based compensation that totaled $15.7 million.

Uncertain Tax Positions

As of September 26, 2020, the gross amount of unrecognized tax benefit and related accrued interest was $20.4 million and $2.1 million, respectively. It is reasonably possible that the amount of the unrecognized tax benefit with respect to certain of the company’s unrecognized tax positions will increase or decrease in the next twelve months. At this time, an estimate of the range of the reasonably possible change cannot be made.

Other

The determination of the company’s provision for income taxes requires judgment, the use of estimates and the interpretation and application of complex tax laws. The company’s provision for income taxes reflects income earned and taxed in the various U.S. federal and state, as well as foreign jurisdictions. Tax law changes, increases or decreases in permanent book versus tax basis differences, accruals or adjustments of accruals for unrecognized tax benefits or valuation allowances, and the company’s change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate.

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Commitments and Contingencies

3 Months Ended

Sep. 26, 2020

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

Legal Proceedings

Sysco is engaged in various legal proceedings that have arisen but have not been fully adjudicated. The likelihood of loss for these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible to probable. When probable and reasonably estimable, the losses have been accrued. Although the final results of legal proceedings cannot be predicted with certainty, based on estimates of the range of potential losses associated with these matters, management does not believe the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect upon the consolidated financial position or results of operations of the company.

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Business Segment Information

3 Months Ended

Sep. 26, 2020

Segment Reporting [Abstract]

Business Segment Information

BUSINESS SEGMENT INFORMATION

The company has aggregated certain of its operating segments into three reportable segments. “Other” financial information is attributable to the company’s other operating segments that do not meet the quantitative disclosure thresholds.

•U.S. Foodservice Operations – primarily includes U.S. Broadline operations, which distribute a full line of food products including custom-cut meat, seafood, specialty produce, specialty imports and a wide variety of non-food products;

•International Foodservice Operations – includes operations in the Americas and Europe, which distribute a full line of food products and a wide variety of non-food products. The Americas primarily consists of operations in Canada, Bahamas, Mexico, Costa Rica and Panama, as well as the company’s operations that distribute to international customers. The company’s European operations primarily consist of operations in the United Kingdom (U.K.), France, Ireland and Sweden;

•SYGMA – the company’s U.S. customized distribution subsidiary; and

•Other – primarily our hotel supply operations, Guest Worldwide. Sysco sold its interests in Cake Corporation in the first quarter of fiscal 2021.

The accounting policies for the segments are the same as those disclosed by Sysco for its consolidated financial statements. Corporate expenses generally include all expenses of the corporate office and Sysco’s shared services center. These also include all share-based compensation costs. During the fourth quarter of fiscal 2020, Sysco revised the way performance is

assessed for the U.S. Foodservice Operations segment. As a result of this change, charges incurred by the company’s corporate and shared services center, to provide direct support functions to the U.S. Foodservice Operations reportable segment, have been reclassified from Corporate expenses into the U.S. Foodservice reportable segment. The segment information disclosed for the first quarter of fiscal 2021 reflects this change in reporting structure and the first quarter of fiscal 2020 results reflect $67.8 million of corporate expense reclassifications to conform with the current year presentation.

The following tables set forth certain financial information for Sysco’s reportable business segments.

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Sales:	(In thousands)
U.S. Foodservice Operations	$	7,921,533	$	10,658,633
International Foodservice Operations	2,163,693		2,912,388
SYGMA	1,524,148		1,446,994
Other	168,005		284,990
Total	$	11,777,379	$	15,303,005
	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Operating income (loss):	(In thousands)
U.S. Foodservice Operations	$	588,409	$	793,618
International Foodservice Operations	(537)		54,800
SYGMA	11,692		7,570
Other	(5)		10,137
Total segments	599,559		866,125
Corporate	(179,980)		(197,807)
Total operating income	419,579		668,318
Interest expense	146,717		83,335
Other expense (income), net	14,124		3,112
Earnings before income taxes	$	258,738	$	581,871

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Changes in Accounting (Policies)

3 Months Ended

Sep. 26, 2020

Accounting Changes and Error Corrections [Abstract]

New Accounting Standards

Financial Instruments - Credit Losses

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. Sysco adopted this ASU as of June 28, 2020, the first day of fiscal 2021, with no significant impact to the company's financial statements.

Implementation Costs Incurred in a Cloud Computing Arrangement

In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract, which aligns the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The guidance amends Accounting Standards Codification (ASC) 350 to include in its scope implementation costs of a cloud computing arrangement that is a service contract and clarifies that a customer should apply ASC 350 to determine which implementation costs should be capitalized in such a cloud computing arrangement. Sysco adopted this ASU on June 28, 2020 on a prospective basis with no effect on the company’s financial statements.

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Basis of Presentation (Tables)

3 Months Ended

Sep. 26, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of reconciliation of cash, cash equivalents and restricted cash

The following table sets forth the company’s reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statement of cash flows:

	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Cash and cash equivalents	$	5,985,532	$	455,482
Restricted cash (1)	24,354		58,938
Total cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows	$	6,009,886	$	514,420

(1)Restricted cash primarily represents cash and cash equivalents of Sysco’s wholly owned captive insurance subsidiary, restricted for use to secure the insurer’s obligations for workers’ compensation, general liability and auto liability programs. Restricted cash is located within other assets in each consolidated balance sheet.

Restrictions on cash and cash equivalents

The following table sets forth the company’s reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statement of cash flows:

	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Cash and cash equivalents	$	5,985,532	$	455,482
Restricted cash (1)	24,354		58,938
Total cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows	$	6,009,886	$	514,420

(1)Restricted cash primarily represents cash and cash equivalents of Sysco’s wholly owned captive insurance subsidiary, restricted for use to secure the insurer’s obligations for workers’ compensation, general liability and auto liability programs. Restricted cash is located within other assets in each consolidated balance sheet.

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Revenue (Tables)

3 Months Ended

Sep. 26, 2020

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following tables present our sales disaggregated by reportable segment and sales mix for the company’s principal product categories for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	1,491,000	$	314,172	$	428,919	$	—	$	2,234,091
Canned and dry products	1,391,218		391,578		29,573		—		1,812,369
Frozen fruits, vegetables, bakery and other	1,048,833		426,565		256,787		—		1,732,185
Poultry	830,775		179,026		216,635		—		1,226,436
Dairy products	819,493		232,956		147,029		—		1,199,478
Fresh produce	767,097		170,538		64,982		—		1,002,617
Paper and disposables	677,321		90,709		179,174		11,638		958,842
Seafood	481,717		88,567		25,096		—		595,380
Beverage products	179,652		77,466		148,591		11,210		416,919
Other (1)	234,427		192,116		27,362		145,157		599,062
Total Sales	$	7,921,533	$	2,163,693	$	1,524,148	$	168,005	$	11,777,379

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

	13-Week Period Ended Sep. 28, 2019
	US Foodservice Operations		International Foodservice Operations		SYGMA		Other		Total
	(In thousands)
Principal Product Categories
Fresh and frozen meats	$	2,075,300	$	412,155	$	381,377	$	—	$	2,868,832
Canned and dry products	1,898,889		586,625		37,190		—		2,522,704
Frozen fruits, vegetables, bakery and other	1,449,218		552,014		254,455		—		2,255,687
Dairy products	1,148,381		312,178		145,921		—		1,606,480
Poultry	1,090,106		218,600		204,269		—		1,512,975
Fresh produce	998,164		257,758		60,933		—		1,316,855
Paper and disposables	719,540		98,342		168,436		17,373		1,003,691
Seafood	685,410		149,590		24,855		—		859,855
Beverage products	290,785		132,852		143,679		24,329		591,645
Other (1)	302,840		192,274		25,879		243,288		764,281
Total Sales	$	10,658,633	$	2,912,388	$	1,446,994	$	284,990	$	15,303,005

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

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Fair Value Measurements (Tables)

3 Months Ended

Sep. 26, 2020

Fair Value Disclosures [Abstract]

Assets and liabilities measured at fair value table

The following tables present the company’s assets measured at fair value on a recurring basis as of September 26, 2020 and June 27, 2020:

	Assets Measured at Fair Value as of Sep. 26, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,038,629	$	469,034	$	—	$	5,507,663
Other assets (1)	24,354		—		—		24,354
Total assets at fair value	$	5,062,983	$	469,034	$	—	$	5,532,017

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

	Assets Measured at Fair Value as of Jun. 27, 2020
	Level 1		Level 2		Level 3		Total
	(In thousands)
Assets:
Cash equivalents
Cash and cash equivalents	$	5,245,487	$	300,200	$	—	$	5,545,687
Other assets (1)	36,143		—		—		36,143
Total assets at fair value	$	5,281,630	$	300,200	$	—	$	5,581,830

(1)Represents restricted cash balance recorded within other assets in the consolidated balance sheet.

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Marketable Securities (Tables)

3 Months Ended

Sep. 26, 2020

Investments, Debt and Equity Securities [Abstract]

Available-for-sale marketable securities

The following table presents the company’s available-for-sale marketable securities as of September 26, 2020 and June 27, 2020:

	Sep. 26, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	88,593	$	3,524	$	(174)	$	91,943	$	17,762	$	74,181
Government bonds	33,265		5,035		(1)		38,299		—		38,299
Total marketable securities	$	121,858	$	8,559	$	(175)	$	130,242	$	17,762	$	112,480
	Jun. 27, 2020
	Amortized Cost Basis		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value		Short-Term Marketable Securities		Long-Term Marketable Securities
	(In thousands)
Fixed income securities:
Corporate bonds	$	78,651	$	4,064	$	—	$	82,715	$	18,233	$	64,482
Government bonds	28,633		4,919		—		33,552		—		33,552
Total marketable securities	$	107,284	$	8,983	$	—	$	116,267	$	18,233	$	98,034

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Derivative Financial Instruments (Tables)

3 Months Ended

Sep. 26, 2020

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of outstanding swap agreements

Details of outstanding hedging instruments as of September 26, 2020 are presented below:

Maturity Date of the Hedging Instrument	Currency / Unit of Measure	Notional Value
		(In millions)
Hedging of interest rate risk
July 2021	U.S. Dollar	500
June 2023	Euro	500
March 2025	U.S. Dollar	500
Hedging of foreign currency risk
Various (September 28, 2020 to October 2020)	Swedish Krona	57
Various (October 2020 to February 2021)	British Pound Sterling	7
June 2023	Euro	500
Hedging of fuel risk
Various (September 30, 2020 to December 2021)	Gallons	43

Derivatives balance sheet location table

The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of September 26, 2020 and June 27, 2020 are as follows:

		Derivative Fair Value
	Balance Sheet location	Sep. 26, 2020		Jun. 27, 2020
		(In thousands)
Fair Value Hedges:
Interest rate swaps	Other current assets	$	4,013	$	1,388
Interest rate swaps	Other assets	62,594		69,782
Cash Flow Hedges:
Fuel swaps	Other current assets	$	455	$	233
Foreign currency forwards	Other current assets	753		1,063
Fuel swaps	Other assets	385		1,173
Cross currency swaps	Other assets	—		19,614
Fuel swaps	Other current liabilities	21,160		28,242
Foreign currency forwards	Other current liabilities	—		222

The location and carrying amount of hedged liabilities in the consolidated balance sheet as of September 26, 2020 are as follows:

	Sep. 26, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(499,678)	$	(4,198)
Long-term debt	(1,064,374)		(62,594)

The location and carrying amount of hedged liabilities in the consolidated balance sheet as of June 27, 2020 are as follows:

	Jun. 27, 2020
	Carrying Amount of Hedged Assets (Liabilities)		Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)
	(In thousands)
Balance sheet location:
Current maturities of long-term debt	$	(749,924)	$	(1,388)
Long-term debt	(1,563,636)		(70,239)

Schedule of location and effect of derivative instruments and related hedged items

The location and amount of gains or losses recognized in the consolidated results of operations for fair value hedging relationships for each of the periods, presented on a pretax basis, are as follows:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Total amounts of income and expense line items presented in the consolidated results of operations in which the effects of fair value hedges are recorded	$	146,717	$	83,335
Gain or (loss) on fair value hedging relationships:
Interest rate swaps:
Hedged items	$	(9,998)	$	(24,736)
Derivatives designated as hedging instruments	3,457		8,857

    The losses on the fair value hedging relationships associated with the hedged items as disclosed in the table above are comprised of the following components for each of the periods presented:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands)
Interest expense	$	(14,834)	$	(14,557)
Increase (decrease) in fair value of debt	(4,836)		10,179
Hedged items	$	(9,998)	$	(24,736)

The location and effect of cash flow and net investment hedge accounting on the consolidated statements of comprehensive income for the 13-week periods ended September 26, 2020 and September 28, 2019, presented on a pretax basis, are as follows:

	13-Week Period Ended Sep. 26, 2020
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	2,891	Operating expense	$	(8,652)
Foreign currency contracts	(19,732)		Cost of sales / Other income	(2,692)
Total	$	(16,841)		$	(11,344)
Derivatives in net investment hedging relationships:
Foreign denominated debt	(36,550)		N/A	—
Total	$	(36,550)		$	—
	13-Week Period Ended Sep. 28, 2019
	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives		Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
	(In thousands)			(In thousands)
Derivatives in cash flow hedging relationships:
Fuel swaps	$	344	Operating expense	$	(3,406)
Foreign currency contracts	12,307		Cost of sales / Other income	2
Total	$	12,651		$	(3,404)
Derivatives in net investment hedging relationships:
Foreign currency contracts	$	20,852	N/A	$	—
Foreign denominated debt	21,450		N/A	—
Total	$	42,302		$	—

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Earnings Per Share (Tables)

3 Months Ended

Sep. 26, 2020

Earnings Per Share, Basic [Abstract]

Computation of basic and diluted earnings per share table

The following table sets forth the computation of basic and diluted earnings per share:

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
	(In thousands, except for share and per share data)
Numerator:
Net earnings	$	216,900	$	453,781
Denominator:
Weighted-average basic shares outstanding	509,127,405		513,496,296
Dilutive effect of share-based awards	1,611,355		5,265,160
Weighted-average diluted shares outstanding	510,738,760		518,761,456
Basic earnings per share	$	0.43	$	0.88
Diluted earnings per share	$	0.42	$	0.87

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Other Comprehensive Income (Tables)

3 Months Ended

Sep. 26, 2020

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Summary of components of other comprehensive (loss) income and related tax effects

A summary of the components of other comprehensive income (loss) and the related tax effects for each of the periods presented is as follows:

		13-Week Period Ended Sep. 26, 2020
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	183	$	46	$	137
Amortization of actuarial loss, net	Other expense, net	10,353		2,588		7,765
Total reclassification adjustments		10,536		2,634		7,902
Foreign currency translation:
Foreign currency translation adjustment	N/A	113,140		—		113,140
Marketable securities:
Change in marketable securities (1)	N/A	(600)		(126)		(474)
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedge (3)	Operating expenses (2)	(16,841)		(3,874)		(12,967)
Change in net investment hedge	N/A	(20,399)		(9,138)		(11,261)
Total other comprehensive income before reclassification adjustments		(37,240)		(13,012)		(24,228)
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive income		$	88,710	$	(9,785)	$	98,495

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2021.

(2)Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

(3)Change in cash flow hedges includes the termination of some cash flow hedges, as described in Note 6, “Derivative Financial Instruments.”

		13-Week Period Ended Sep. 28, 2019
	Location of Expense (Income) Recognized in Net Earnings	Before Tax Amount		Tax		Net of Tax Amount
		(In thousands)
Pension and other postretirement benefit plans:
Reclassification adjustments:
Amortization of prior service cost	Other expense, net	$	1,905	$	477	$	1,428
Amortization of actuarial loss, net	Other expense, net	8,942		2,259		6,683
Total reclassification adjustments		10,847		2,736		8,111
Foreign currency translation:
Foreign currency translation adjustment	N/A	(126,159)		—		(126,159)
Marketable Securities:
Change in marketable securities (1)	N/A	1,181		248		933
Hedging instruments:
Other comprehensive income (loss) before reclassification adjustments:
Change in cash flow hedges	Operating expenses (2)	12,651		3,392		9,259
Change in net investment hedges	N/A	42,302		12,302		30,000
Total other comprehensive income (loss) before reclassification adjustments		54,953		15,694		39,259
Reclassification adjustments:
Amortization of cash flow hedges	Interest expense	2,874		719		2,155
Total other comprehensive loss		$	(56,304)	$	19,397	$	(75,701)

(1)Realized gains or losses on marketable securities are presented within other (income) expense, net in the consolidated results of operations; however, there were no significant gains or losses realized in the first quarter of fiscal 2020.

(2) Amount partially impacts operating expense for fuel swaps accounted for as cash flow hedges.

Rollforward of accumulated other comprehensive (loss) income

The following tables provide a summary of the changes in accumulated other comprehensive (loss) income for the periods presented:

	13-Week Period Ended Sep. 26, 2020
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of June 27, 2020	$	(1,265,714)	$	(402,384)	$	(49,878)	$	7,095	$	(1,710,881)
Equity adjustment from foreign currency translation	—		113,140		—		—		113,140
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		(11,261)		—		(11,261)
Change in cash flow hedge	—		—		(12,967)		—		(12,967)
Amortization of unrecognized prior service cost	137		—		—		—		137
Amortization of unrecognized net actuarial losses	7,765		—		—		—		7,765
Change in marketable securities	—		—		—		(474)		(474)
Balance as of Sep. 26, 2020	$	(1,257,812)	$	(289,244)	$	(71,951)	$	6,621	$	(1,612,386)

	13-Week Period Ended Sep. 28, 2019
	Pension and Other Postretirement Benefit Plans, net of tax		Foreign Currency Translation		Hedging, net of tax		Marketable Securities, net of tax		Total
	(In thousands)
Balance as of Jun. 29, 2019	$	(1,217,617)	$	(290,169)	$	(94,770)	2,827		$	(1,599,729)
Equity adjustment from foreign currency translation	—		(126,159)		—		—		(126,159)
Amortization of cash flow hedges	—		—		2,155		—		2,155
Change in net investment hedges	—		—		30,000		—		30,000
Change in cash flow hedge	—		—		9,259		—		9,259
Amortization of unrecognized prior service cost	1,428		—		—		—		1,428
Amortization of unrecognized net actuarial losses	6,683		—		—		—		6,683
Change in marketable securities	—		—		—		933		933
Balance as of Sep. 28, 2019	$	(1,209,506)	$	(416,328)	$	(53,356)	$	3,760	$	(1,675,430)

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Business Segment Information (Tables)

3 Months Ended

Sep. 26, 2020

Segment Reporting [Abstract]

Business segment table

The following tables set forth certain financial information for Sysco’s reportable business segments.

	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Sales:	(In thousands)
U.S. Foodservice Operations	$	7,921,533	$	10,658,633
International Foodservice Operations	2,163,693		2,912,388
SYGMA	1,524,148		1,446,994
Other	168,005		284,990
Total	$	11,777,379	$	15,303,005
	13-Week Period Ended
	Sep. 26, 2020		Sep. 28, 2019
Operating income (loss):	(In thousands)
U.S. Foodservice Operations	$	588,409	$	793,618
International Foodservice Operations	(537)		54,800
SYGMA	11,692		7,570
Other	(5)		10,137
Total segments	599,559		866,125
Corporate	(179,980)		(197,807)
Total operating income	419,579		668,318
Interest expense	146,717		83,335
Other expense (income), net	14,124		3,112
Earnings before income taxes	$	258,738	$	581,871

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Basis of Presentation (Details) - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020	Sep. 28, 2019	Jun. 29, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 5,985,532	$ 6,059,427	$ 455,482
Restricted cash	24,354		58,938
Total cash, cash equivalents and restricted cash shown in the consolidated statement of cash flows	$ 6,009,886	$ 6,095,570	$ 514,420	$ 532,245

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Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019	Jun. 27, 2020
Disaggregation of Revenue [Line Items]
Customer receivables included in accounts and notes receivable, net	$ 2,900,000		$ 2,700,000
Revenue	11,777,379	$ 15,303,005
Benefit on its provision for losses on receivables	77,800
Provision and other credit losses	20,800
Scenario, Adjustment
Disaggregation of Revenue [Line Items]
Provision and other credit losses	(98,600)
Fresh and frozen meats
Disaggregation of Revenue [Line Items]
Revenue	2,234,091	2,868,832
Canned and dry products
Disaggregation of Revenue [Line Items]
Revenue	1,812,369	2,522,704
Frozen fruits, vegetables, bakery and other
Disaggregation of Revenue [Line Items]
Revenue	1,732,185	2,255,687
Poultry
Disaggregation of Revenue [Line Items]
Revenue	1,226,436	1,512,975
Dairy products
Disaggregation of Revenue [Line Items]
Revenue	1,199,478	1,606,480
Fresh produce
Disaggregation of Revenue [Line Items]
Revenue	1,002,617	1,316,855
Paper and disposables
Disaggregation of Revenue [Line Items]
Revenue	958,842	1,003,691
Seafood
Disaggregation of Revenue [Line Items]
Revenue	595,380	859,855
Beverage products
Disaggregation of Revenue [Line Items]
Revenue	416,919	591,645
Other
Disaggregation of Revenue [Line Items]
Revenue	599,062	764,281
U.S. Foodservice Operations
Disaggregation of Revenue [Line Items]
Revenue	7,921,533	10,658,633
U.S. Foodservice Operations | Fresh and frozen meats
Disaggregation of Revenue [Line Items]
Revenue	1,491,000	2,075,300
U.S. Foodservice Operations | Canned and dry products
Disaggregation of Revenue [Line Items]
Revenue	1,391,218	1,898,889
U.S. Foodservice Operations | Frozen fruits, vegetables, bakery and other
Disaggregation of Revenue [Line Items]
Revenue	1,048,833	1,449,218
U.S. Foodservice Operations | Poultry
Disaggregation of Revenue [Line Items]
Revenue	830,775	1,090,106
U.S. Foodservice Operations | Dairy products
Disaggregation of Revenue [Line Items]
Revenue	819,493	1,148,381
U.S. Foodservice Operations | Fresh produce
Disaggregation of Revenue [Line Items]
Revenue	767,097	998,164
U.S. Foodservice Operations | Paper and disposables
Disaggregation of Revenue [Line Items]
Revenue	677,321	719,540
U.S. Foodservice Operations | Seafood
Disaggregation of Revenue [Line Items]
Revenue	481,717	685,410
U.S. Foodservice Operations | Beverage products
Disaggregation of Revenue [Line Items]
Revenue	179,652	290,785
U.S. Foodservice Operations | Other
Disaggregation of Revenue [Line Items]
Revenue	234,427	302,840
International Foodservice Operations
Disaggregation of Revenue [Line Items]
Revenue	2,163,693	2,912,388
International Foodservice Operations | Fresh and frozen meats
Disaggregation of Revenue [Line Items]
Revenue	314,172	412,155
International Foodservice Operations | Canned and dry products
Disaggregation of Revenue [Line Items]
Revenue	391,578	586,625
International Foodservice Operations | Frozen fruits, vegetables, bakery and other
Disaggregation of Revenue [Line Items]
Revenue	426,565	552,014
International Foodservice Operations | Poultry
Disaggregation of Revenue [Line Items]
Revenue	179,026	218,600
International Foodservice Operations | Dairy products
Disaggregation of Revenue [Line Items]
Revenue	232,956	312,178
International Foodservice Operations | Fresh produce
Disaggregation of Revenue [Line Items]
Revenue	170,538	257,758
International Foodservice Operations | Paper and disposables
Disaggregation of Revenue [Line Items]
Revenue	90,709	98,342
International Foodservice Operations | Seafood
Disaggregation of Revenue [Line Items]
Revenue	88,567	149,590
International Foodservice Operations | Beverage products
Disaggregation of Revenue [Line Items]
Revenue	77,466	132,852
International Foodservice Operations | Other
Disaggregation of Revenue [Line Items]
Revenue	192,116	192,274
SYGMA
Disaggregation of Revenue [Line Items]
Revenue	1,524,148	1,446,994
SYGMA | Fresh and frozen meats
Disaggregation of Revenue [Line Items]
Revenue	428,919	381,377
SYGMA | Canned and dry products
Disaggregation of Revenue [Line Items]
Revenue	29,573	37,190
SYGMA | Frozen fruits, vegetables, bakery and other
Disaggregation of Revenue [Line Items]
Revenue	256,787	254,455
SYGMA | Poultry
Disaggregation of Revenue [Line Items]
Revenue	216,635	204,269
SYGMA | Dairy products
Disaggregation of Revenue [Line Items]
Revenue	147,029	145,921
SYGMA | Fresh produce
Disaggregation of Revenue [Line Items]
Revenue	64,982	60,933
SYGMA | Paper and disposables
Disaggregation of Revenue [Line Items]
Revenue	179,174	168,436
SYGMA | Seafood
Disaggregation of Revenue [Line Items]
Revenue	25,096	24,855
SYGMA | Beverage products
Disaggregation of Revenue [Line Items]
Revenue	148,591	143,679
SYGMA | Other
Disaggregation of Revenue [Line Items]
Revenue	27,362	25,879
Other
Disaggregation of Revenue [Line Items]
Revenue	168,005	284,990
Other | Fresh and frozen meats
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Canned and dry products
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Frozen fruits, vegetables, bakery and other
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Poultry
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Dairy products
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Fresh produce
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Paper and disposables
Disaggregation of Revenue [Line Items]
Revenue	11,638	17,373
Other | Seafood
Disaggregation of Revenue [Line Items]
Revenue	0	0
Other | Beverage products
Disaggregation of Revenue [Line Items]
Revenue	11,210	24,329
Other | Other
Disaggregation of Revenue [Line Items]
Revenue	$ 145,157	$ 243,288

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Fair Value Measurements (Details) - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020
Not Designated as Hedging Instrument
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of total debt	$ 15,800,000	$ 16,300,000
Carrying value of total debt	13,700,000	14,400,000
Recurring Fair Value Measurements
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	5,507,663	5,545,687
Other assets	24,354	36,143
Total assets at fair value	5,532,017	5,581,830
Recurring Fair Value Measurements | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	5,038,629	5,245,487
Other assets	24,354	36,143
Total assets at fair value	5,062,983	5,281,630
Recurring Fair Value Measurements | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	469,034	300,200
Other assets	0	0
Total assets at fair value	469,034	300,200
Recurring Fair Value Measurements | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents	0	0
Other assets	0	0
Total assets at fair value	$ 0	$ 0

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Marketable Securities (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Jun. 27, 2020
Marketable Securities [Line Items]
Amortized Cost Basis	$ 121,858	$ 107,284
Gross Unrealized Gains	8,559	8,983
Gross Unrealized Losses	(175)	0
Fair Value	$ 130,242	116,267
Minimum
Marketable Securities [Line Items]
Debt securities maturities	1 year
Maximum
Marketable Securities [Line Items]
Debt securities maturities	10 years
Short-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	$ 17,762	18,233
Long-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	112,480	98,034
Corporate bonds
Marketable Securities [Line Items]
Amortized Cost Basis	88,593	78,651
Gross Unrealized Gains	3,524	4,064
Gross Unrealized Losses	(174)	0
Fair Value	91,943	82,715
Corporate bonds | Short-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	17,762	18,233
Corporate bonds | Long-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	74,181	64,482
Government bonds
Marketable Securities [Line Items]
Amortized Cost Basis	33,265	28,633
Gross Unrealized Gains	5,035	4,919
Gross Unrealized Losses	(1)	0
Fair Value	38,299	33,552
Government bonds | Short-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	0	0
Government bonds | Long-Term Marketable Securities
Marketable Securities [Line Items]
Fair Value	$ 38,299	$ 33,552

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Derivative Financial Instruments - Narrative (Details) £ in Millions, $ in Millions	Sep. 26, 2020 USD ($)	Sep. 26, 2020 GBP (£)
Interest rate swaps
Derivative [Line Items]
Notional Value | $	$ 750
Cross-currency swaps
Derivative [Line Items]
Notional Value | £		£ 234
Senior Notes | 2.60% Senior Notes
Derivative [Line Items]
Interest rate	2.60%	2.60%

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Derivative Financial Instruments - Hedging of Debt Portfolio (Details) - 3 months ended Sep. 26, 2020 € in Millions, £ in Millions, kr in Millions, gal in Millions, $ in Millions	USD ($) gal	GBP (£)	EUR (€)	SEK (kr)
Interest rate swap, July 2021
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Value | $	$ 500
Interest rate swaps, June 2023
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Value | €			€ 500
Interest rate swap, March 2025
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Value | $	$ 500
Foreign Currency Interest Rate, Various Maturity Dates
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Value		£ 7		kr 57
Hedging of foreign currency risk, Euro, June 2023
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional Value | €			€ 500
Fuel swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Notional amount (in gallons) | gal	43

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Derivative Financial Instruments - Balance Sheet Disclosures (Details) - Hedging Instrument - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020
Fair Value Hedging | Interest rate swap agreements | Other current assets
Derivative [Line Items]
Fair value of derivative assets	$ 4,013	$ 1,388
Fair Value Hedging | Interest rate swap agreements | Other assets
Derivative [Line Items]
Fair value of derivative assets	62,594	69,782
Cash flow hedging | Fuel swaps | Other current assets
Derivative [Line Items]
Fair value of derivative assets	455	233
Cash flow hedging | Fuel swaps | Other assets
Derivative [Line Items]
Fair value of derivative assets	385	1,173
Cash flow hedging | Fuel swaps | Other current liabilities
Derivative [Line Items]
Fair value of derivative liabilities	21,160	28,242
Cash flow hedging | Foreign currency forwards | Other current assets
Derivative [Line Items]
Fair value of derivative assets	753	1,063
Cash flow hedging | Foreign currency forwards | Other current liabilities
Derivative [Line Items]
Fair value of derivative liabilities	0	222
Cash flow hedging | Cross-currency swaps | Other assets
Derivative [Line Items]
Fair value of derivative assets	$ 0	$ 19,614

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Derivative Financial Instruments - Location of Gain (Loss) on Derivatives (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Derivative [Line Items]
Interest expense	$ 146,717	$ 83,335
Unrealized gain (loss) on hedged item in fair value hedge, interest expense	(14,834)	(14,557)
Unrealized gain (loss) on hedged item in fair value hedge, change in fair value of debt	(4,836)	10,179
Hedging Instrument | Fair Value Hedging | Interest rate swaps | Interest expense
Derivative [Line Items]
Gain (loss) on fair value hedging relationship, hedged items	(9,998)	(24,736)
Gain (loss) on fair value hedging relationship, designated as hedging instruments	$ 3,457	$ 8,857

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Derivative Financial Instruments - Cash Flow Hedges (Details) - Hedging Instrument - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Cash flow hedging
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Cash Flow Hedging	$ (16,841)	$ 12,651
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Cash Flow Hedging	(11,344)	(3,404)
Cash flow hedging | Fuel swaps
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Cash Flow Hedging	2,891	344
Cash flow hedging | Fuel swaps | Operating expense
Derivative [Line Items]
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Cash Flow Hedging	(8,652)	(3,406)
Cash flow hedging | Foreign currency contracts
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Cash Flow Hedging	(19,732)	12,307
Cash flow hedging | Foreign currency contracts | Cost of sales / Other income
Derivative [Line Items]
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Cash Flow Hedging	(2,692)	2
Net investment hedging
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Net Investment Hedging	(36,550)	42,302
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Net Investment Hedging	0	0
Net investment hedging | Foreign currency contracts
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Net Investment Hedging		20,852
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Net Investment Hedging		0
Net investment hedging | Foreign denominated debt
Derivative [Line Items]
Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivatives - Net Investment Hedging	(36,550)	21,450
Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income - Net Investment Hedging	$ 0	$ 0

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Derivative Financial Instruments - Location of Hedged Liabilities (Details) - USD ($) $ in Thousands	Sep. 26, 2020	Jun. 27, 2020
Current maturities of long-term debt
Derivative [Line Items]
Carrying Amount of Hedged Assets (Liabilities)	$ (499,678)	$ (749,924)
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)	(4,198)	(1,388)
Long-term debt
Derivative [Line Items]
Carrying Amount of Hedged Assets (Liabilities)	(1,064,374)	(1,563,636)
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of Hedged Assets (Liabilities)	$ (62,594)	$ (70,239)

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Debt (Details)	1 Months Ended	3 Months Ended
	Sep. 26, 2020 USD ($)	Sep. 26, 2020 USD ($)	Sep. 26, 2020 GBP (£)
Debt [Line Items]
Maximum board-authorized aggregate commercial paper limit		$ 2,000,000,000.0
Minimum amount of short term debt outstanding		1,400,000,000
Maximum amount of short term debt outstanding		1,500,000,000
Line of Credit | Revolving Credit Facility
Debt [Line Items]
Long-term revolving credit facility	$ 2,000,000,000.0	2,000,000,000.0
Borrowings outstanding under revolving credit facility	700,000,000.0	700,000,000.0
Commercial paper
Debt [Line Items]
Carrying value of total debt	0	$ 0
Commercial paper | Commercial Paper, 0.454%
Debt [Line Items]
Long-term revolving credit facility | £			£ 600,000,000.0
Senior Notes | 2.60% Senior Notes
Debt [Line Items]
Repayments of senior notes	$ 750,000,000
Interest rate	2.60%	2.60%	2.60%

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Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Numerator:
Net earnings	$ 216,900	$ 453,781
Denominator:
Weighted-average basic shares outstanding (in shares)	509,127,405	513,496,296
Dilutive effect of share-based awards (in shares)	1,611,355	5,265,160
Weighted-average diluted shares outstanding (in shares)	510,738,760	518,761,456
Basic earnings per share (in dollars per share)	$ 0.43	$ 0.88
Diluted earnings per share (in dollars per share)	$ 0.42	$ 0.87
Employee Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	6,110,000	3,321,000

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Other Comprehensive Income - Components of OCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Accumulated Other Comprehensive Income (Loss) [Line Items]
Comprehensive income	$ 315,395	$ 378,080
Before Tax Amount
Total other comprehensive loss	88,710	(56,304)
Tax
Total other comprehensive loss	(9,785)	19,397
Net of Tax Amount
Total other comprehensive income (loss)	98,495	(75,701)
Pension and other postretirement benefit plans: | Other expense, net
Before Tax Amount
Reclassification adjustments, before tax	10,536	10,847
Tax
Amortization of prior service cost	2,634	2,736
Net of Tax Amount
Amortization of prior service cost	7,902	8,111
Amortization of prior service cost
Net of Tax Amount
Amortization of prior service cost	137	1,428
Amortization of prior service cost | Other expense, net
Before Tax Amount
Reclassification adjustments, before tax	183	1,905
Tax
Amortization of prior service cost	46	477
Net of Tax Amount
Amortization of prior service cost	137	1,428
Amortization of actuarial loss (gain), net
Net of Tax Amount
Amortization of prior service cost	7,765	6,683
Amortization of actuarial loss (gain), net | Other expense, net
Before Tax Amount
Reclassification adjustments, before tax	10,353	8,942
Tax
Amortization of prior service cost	2,588	2,259
Net of Tax Amount
Amortization of prior service cost	7,765	6,683
Foreign currency translation:
Before Tax Amount
Other comprehensive income before reclassifications, before tax	113,140	(126,159)
Tax
Foreign currency translation adjustment	0	0
Net of Tax Amount
Foreign currency translation adjustment	113,140	(126,159)
Change in marketable securities
Before Tax Amount
Other comprehensive income before reclassifications, before tax	(600)	1,181
Tax
Foreign currency translation adjustment	(126)	248
Net of Tax Amount
Foreign currency translation adjustment	(474)	933
Hedging, net of tax
Before Tax Amount
Other comprehensive income before reclassifications, before tax	(37,240)	54,953
Tax
Foreign currency translation adjustment	(13,012)	15,694
Net of Tax Amount
Foreign currency translation adjustment	(24,228)	39,259
Amortization of cash flow hedges
Net of Tax Amount
Amortization of prior service cost	2,155
Foreign currency translation adjustment	(12,967)
Amortization of cash flow hedges | Operating expenses
Before Tax Amount
Other comprehensive income before reclassifications, before tax	(16,841)
Tax
Foreign currency translation adjustment	(3,874)
Net of Tax Amount
Foreign currency translation adjustment	(12,967)
Amortization of cash flow hedges | Interest expense
Before Tax Amount
Reclassification adjustments, before tax	2,874
Tax
Amortization of prior service cost	719
Net of Tax Amount
Amortization of prior service cost	2,155
Amortization of cash flow hedges
Net of Tax Amount
Amortization of prior service cost		2,155
Foreign currency translation adjustment		9,259
Amortization of cash flow hedges | Operating expenses
Before Tax Amount
Other comprehensive income before reclassifications, before tax		12,651
Tax
Foreign currency translation adjustment		3,392
Net of Tax Amount
Foreign currency translation adjustment		9,259
Amortization of cash flow hedges | Interest expense
Before Tax Amount
Reclassification adjustments, before tax		2,874
Tax
Amortization of prior service cost		719
Net of Tax Amount
Amortization of prior service cost		2,155
Change in net investment hedge
Before Tax Amount
Other comprehensive income before reclassifications, before tax	(20,399)	42,302
Tax
Foreign currency translation adjustment	(9,138)	12,302
Net of Tax Amount
Foreign currency translation adjustment	$ (11,261)	$ 30,000

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Other Comprehensive Income - Changes in AOCI (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	$ 1,158,613	$ 2,502,603
Ending balance, shareholders' equity	1,300,011	2,454,748
Total
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	(1,710,881)	(1,599,729)
Ending balance, shareholders' equity	(1,612,386)	(1,675,430)
Pension and Other Postretirement Benefit Plans, net of tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	(1,265,714)	(1,217,617)
Ending balance, shareholders' equity	(1,257,812)	(1,209,506)
Amortization of prior service cost
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Reclassification adjustment, net of tax	137	1,428
Amortization of unrecognized net actuarial losses
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Reclassification adjustment, net of tax	7,765	6,683
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	(402,384)	(290,169)
OCI before reclassifications, net of tax	113,140	(126,159)
Ending balance, shareholders' equity	(289,244)	(416,328)
Hedging, net of tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	(49,878)	(94,770)
OCI before reclassifications, net of tax	(24,228)	39,259
Ending balance, shareholders' equity	(71,951)	(53,356)
Amortization of cash flow hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
OCI before reclassifications, net of tax	(12,967)
Reclassification adjustment, net of tax	2,155
Amortization of cash flow hedges
AOCI Attributable to Parent, Net of Tax [Roll Forward]
OCI before reclassifications, net of tax		9,259
Reclassification adjustment, net of tax		2,155
Change in net investment hedge
AOCI Attributable to Parent, Net of Tax [Roll Forward]
OCI before reclassifications, net of tax	(11,261)	30,000
Change in marketable securities
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance, shareholders' equity	7,095
OCI before reclassifications, net of tax	(474)	933
Ending balance, shareholders' equity	$ 6,621	$ 3,760

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Share-Based Compensation - Stock Incentive Plans (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	1,868,184
Options granted, weighted average grant date fair value (in dollars per share)	$ 13.44
Share-based compensation expense	$ 25,834	$ 21,386
Total unrecognized compensation cost related to share-based compensation arrangements	$ 143,700
Weighted average period of time for unrecognized compensation cost to be recognized (in years)	2 years 3 days
Performance Share Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options granted (in shares)	749,505
Equity instruments other than options granted, weighted average grant date fair value per share (in dollars per share)	$ 57.92
Performance period	2 years
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options granted (in shares)	395,803
Equity instruments other than options granted, weighted average grant date fair value per share (in dollars per share)	$ 57.01
Employees' Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity instruments other than options granted (in shares)	273,323
Equity instruments other than options granted, weighted average grant date fair value per share (in dollars per share)	$ 8.20

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Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Sep. 26, 2020	Sep. 28, 2019
Income Tax Disclosure [Abstract]
Effective income tax rate	16.17%	22.01%
Tax benefit attributable to the sale of stock	$ 7.6
Impact of changes in tax law	5.5
Effective income tax expense (benefit) attributable to equity-based compensation	(2.3)	$ (15.7)
Unrecognized tax benefits	20.4
Liability recorded for interest and penalties related to unrecognized tax benefits	$ 2.1

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Business Segment Information (Details) $ in Thousands	3 Months Ended
	Sep. 26, 2020 USD ($) segment	Sep. 28, 2019 USD ($)
Segment Reporting [Abstract]
Number of reporting segments | segment	3
Segment Reporting Information [Line Items]
Operating expenses	$ 1,800,266	$ 2,275,052
Sales	11,777,379	15,303,005
Operating income (loss):	419,579	668,318
Interest expense	146,717	83,335
Other expense (income), net	14,124	3,112
Earnings before income taxes	258,738	581,871
U.S. Foodservice Operations
Segment Reporting Information [Line Items]
Sales	7,921,533	10,658,633
International Foodservice Operations
Segment Reporting Information [Line Items]
Sales	2,163,693	2,912,388
SYGMA
Segment Reporting Information [Line Items]
Sales	1,524,148	1,446,994
Other
Segment Reporting Information [Line Items]
Sales	168,005	284,990
Operating Segments
Segment Reporting Information [Line Items]
Sales	11,777,379	15,303,005
Operating income (loss):	599,559	866,125
Operating Segments | U.S. Foodservice Operations
Segment Reporting Information [Line Items]
Sales	7,921,533	10,658,633
Operating income (loss):	588,409	793,618
Operating Segments | International Foodservice Operations
Segment Reporting Information [Line Items]
Sales	2,163,693	2,912,388
Operating income (loss):	(537)	54,800
Operating Segments | SYGMA
Segment Reporting Information [Line Items]
Sales	1,524,148	1,446,994
Operating income (loss):	11,692	7,570
Operating Segments | Other
Segment Reporting Information [Line Items]
Sales	168,005	284,990
Operating income (loss):	(5)	10,137
Corporate
Segment Reporting Information [Line Items]
Operating income (loss):	$ (179,980)	(197,807)
Revision of Prior Period, Reclassification, Adjustment
Segment Reporting Information [Line Items]
Operating expenses		$ 67,800

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Label	Element	Value
Accounting Standards Update [Extensible List]	us-gaap_AccountingStandardsUpdateExtensibleList	us-gaap:AccountingStandardsUpdate201602Member