EARNINGS PER SHARE

9 Months Ended

Mar. 30, 2024

Earnings Per Share, Basic [Abstract]

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


	13-Week Period Ended				39-Week Period Ended
	Mar. 30, 2024		Apr. 1, 2023		Mar. 30, 2024		Apr. 1, 2023
	(In thousands, except for share and per share data)				(In thousands, except for share and per share data)
Numerator:
Net earnings	$	424,688	$	429,604	$	1,343,322	$	1,036,388
Denominator:
Weighted-average basic shares outstanding	499,642,505		507,716,975		503,027,209		507,635,083
Dilutive effect of share-based awards	2,278,941		2,125,425		1,946,197		2,488,699
Weighted-average diluted shares outstanding	501,921,446		509,842,400		504,973,406		510,123,782
Basic earnings per share	$	0.85	$	0.85	$	2.67	$	2.04
Diluted earnings per share	$	0.85	$	0.84	$	2.66	$	2.03

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 1,938,000 and 2,264,000 for the third quarter of fiscal 2024 and 2023, respectively, and approximately 4,792,000 and 1,835,000 for the first 39 weeks of fiscal 2024 and 2023, respectively.

Accelerated Share Repurchase Program

On December 15, 2023, we entered into a Master Confirmation and Supplemental Confirmation (collectively, the ASR Agreement) with Goldman, Sachs & Co. (Goldman) relating to an accelerated share repurchase program (the ASR Program). Pursuant to the terms of the ASR Agreement, effective January 3, 2024, we agreed to repurchase $500 million of our common stock from Goldman under the share repurchase program authorized by our Board of Directors in May 2021.

In connection with the ASR Program, we paid $500 million to Goldman on January 11, 2024. We received an initial tranche of 6,026,110 shares of Sysco’s outstanding common stock. The ASR Program was completed on March 28, 2024 and 323,109 incremental shares were due to Sysco, representing 6,349,219 shares underlying the agreement at an average price of $78.75. The incremental number of shares due upon settlement were determined based on the volume-weighted average share price of Sysco’s common stock during the term of the ASR Agreement, less an agreed discount. In the third quarter of fiscal 2024, the initial shares received were recognized in treasury stock and reduced the number of weighted average shares outstanding. The incremental shares due to Sysco upon settlement of the ASR Program was evaluated as an unsettled forward contract indexed to our common stock and is classified within stockholders’ equity as of March 30, 2024. Subsequent to March 30, 2024, the incremental shares were settled to Sysco’s account and will be recognized in treasury stock and reduce the number of weighted average shares outstanding in the fourth quarter of fiscal 2024.