01—Abstract
Summary
Summary of the 8-K filed March 3, 2025. Cited figures are marked; the original filing is the authoritative source.
Sysco Corporation's Compensation and Leadership Development Committee approved a one-time award of performance share units (PSUs) valued at $1.5 milliona for Thomas R.
Peck, Jr., Executive Vice President, Chief Information and Digital Officer, on February 26, 2025. The Committee said the award is intended to focus Mr. Peck on the successful implementation of a significant, multi-year technology initiative and to enhance his retention during this period. The filing states that the company is implementing a three-year long-term technological transformation business strategy that is critical to its Algorithm for Growth.
The PSUs are tied to specific metrics, including successful completion of the technology transformation project, and are measured over a three-year performance period. The shares earned will be either 0%b or 100% of the target number of PSUs, depending on whether all metrics are satisfied. Dividend equivalents accrue during the performance period and will be paid in shares or cash at the Committee's discretion.
The filing also sets out special termination provisions designed to strengthen retention. On retirement, involuntary termination, or resignation, the award is forfeited in its entirety.
On death or disability, the PSUs vest pro-rata based on months served, with performance measured at target for death and at actual performance for disability. On termination without cause following a change in control, all PSUs vest immediately at target-level performance.
02—Key points
Key Highlights
- Sysco approved a one-time PSU award valued at $1.5 million for Thomas R. Peck, Jr., EVP and Chief Information and Digital Officer, on February 26, 2025.
- The award is intended to focus Mr. Peck on a significant, multi-year technology initiative and to enhance his retention.
- The company describes its three-year long-term technological transformation strategy as critical to its Algorithm for Growth.
- PSUs are tied to specific metrics, including successful completion of the technology transformation project.
- Payout is binary: 0% of target PSUs if one or more metrics are not met, or 100% if all are met, measured over a three-year performance period.
- The award is forfeited entirely on retirement, involuntary termination, or resignation, with pro-rata vesting on death or disability.
- All PSUs vest immediately at target performance upon termination without cause following a change in control.
03—Questions
Frequently Asked Questions
What compensation award did Sysco grant to its Chief Information and Digital Officer?
The Compensation and Leadership Development Committee approved a one-time award of performance share units valued at $1.5 million for Thomas R. Peck, Jr., on February 26, 2025.
Why did Sysco grant this award?
The Committee stated the award is intended to focus Mr. Peck on the successful implementation of a significant, multi-year technology initiative and to enhance his retention during this critical period.
How will the PSUs be earned?
The PSUs are tied to specific metrics, including successful completion of the long-term technology transformation project. Shares will be earned at 0% of target if one or more metrics is not satisfied, or 100% of target if all are satisfied, after a three-year performance period. Dividend equivalents accrue and are paid in shares or cash at the Committee's discretion.
What happens to the award if Mr. Peck's employment ends?
On retirement, involuntary termination with or without cause, or resignation with or without good reason, the award is forfeited in its entirety. On death, PSUs vest pro-rata based on months served at target performance. On disability, they vest pro-rata based on months served and actual performance. If terminated without cause following a change in control, all PSUs vest immediately at target.
04—Continue