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Sysco 8-K Report, Corporate Update (Sep 14, 2026)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed September 14, 2026
Period End
September 14, 2026
Security
SYY
In the record · 2016–202610-K1210-Q328-K147

SYY filed 12 annual reports (10-K), 32 quarterly reports (10-Q) and 147 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Jun ’17Jun ’17
  2. Material agreement8-K · Feb ’20Feb ’20
  3. Leadership change8-K · Feb ’22Feb ’22
  4. Leadership change8-K · Nov ’25Nov ’25

01—Abstract

Summary

Summary of the 8-K filed September 14, 2026. Cited figures are marked; the original filing is the authoritative source.

On September 14, 2026, Sysco Corporation filed this Form 8-K under Item 8.01 (Other Events) to file financial statements and MD&A related to its pending acquisition of Jetro Restaurant Depot (JRD Unico, Inc. and Warehouse Realty, LLC), originally announced on March 30, 2026.

The filing contains no new operating results for Sysco itself; instead it incorporates by reference JRD's audited combined financial statements for the years ended December 27, 2025 and December 28, 2024, unaudited interim statements for the 13- and 26-week periods ended June 27, 2026, Sysco's unaudited pro forma condensed combined financial statements for the fiscal year ended June 27, 2026, and the related MD&A for each period, along with a PricewaterhouseCoopers consent. JRD's audited results show sales of $15.81 billiona in fiscal 2025, up from $15.33 billion in fiscal 2024, and net income of $1.20 billion versus $1.17 billion. For the 26 weeks ended June 27, 2026, JRD reported sales of $8.06 billion and net income of $708.7 million, compared with $7.86 billion and $567.0 million in the prior-year period.

JRD's balance sheet showed total long-term debt of $6.24 billionb at December 27, 2025, and the company had a stockholders' deficiency of $4.03 billion at June 27, 2026. The pro forma materials describe a transaction with a $21.6 billion cash component and 91.5 million shares of Sysco Holdings common stock, with an estimated total purchase price of $28.996 billion and preliminary goodwill of $18.728 billion.

The pro forma statements show pro forma combined sales of $100.56 billionc and net earnings of $1.651 billion for the year ended June 27, 2026. The filing states that the transaction has not yet been consummated and that the expected closing is in the third quarter of Sysco's fiscal 2027.

02—Key points

Key Highlights

  1. Filing purpose: Item 8.01 8-K filed to provide JRD Unico and Warehouse Realty (Jetro Restaurant Depot) financial statements and MD&A for the pending acquisition announced March 30, 2026.
  2. JRD fiscal 2025 sales of $15.81 billion (up from $15.33 billion) and net income of $1.20 billion (up from $1.17 billion), per audited combined statements.
  3. JRD 26-week sales of $8.06 billion and net income of $708.7 million for the period ended June 27, 2026, versus $7.86 billion and $567.0 million a year earlier.
  4. Purchase consideration: $21.6 billion in cash (subject to adjustments) plus 91.5 million shares of Sysco Holdings common stock; estimated total purchase price of $28.996 billion.
  5. Pro forma combined year ended June 27, 2026: sales of $100.56 billion, operating income of $4.157 billion and net earnings of $1.651 billion, per unaudited pro forma statements.
  6. Financing: pro forma assumes roughly $21 billion of new debt and hybrid financing and about $1 billion of new equity; a $3.0 billion term loan and a $750 million CoBank term loan were entered into, and the bridge commitment was reduced to $18.25 billion.
  7. Sysco states the transaction is expected to close by the third quarter of its fiscal 2027, and the filing notes Sysco would pay $1.164 billion to JRD owners if the mergers are cancelled under certain conditions.

03—Questions

Frequently Asked Questions

  1. What is this 8-K filing about?

    It is an Item 8.01 filing that files and incorporates by reference financial statements and MD&A for JRD Unico, Inc. and Warehouse Realty, LLC (Jetro Restaurant Depot) and unaudited pro forma condensed combined financial statements of Sysco, in connection with Sysco's pending acquisition of Jetro Restaurant Depot.

  2. How large is the acquisition?

    The filing states the aggregate purchase price consists of $21.6 billion in cash, subject to customary adjustments, and 91.5 million shares of Sysco Holdings common stock. The pro forma estimated total purchase price is $28.996 billion, based on the Sysco common stock price as of September 1, 2026.

  3. How is the deal being financed?

    The pro forma statements assume about $21 billion of new debt and hybrid debt financing and about $1 billion of new equity. Sysco has a $3.0 billion term loan credit agreement, a $3.0 billion revolving credit agreement that increases to $4 billion after closing, and a $750 million CoBank delayed draw term loan, with a bridge facility commitment reduced to $18.25 billion.

  4. Has the transaction closed?

    No. The filing states that the transactions have not yet been consummated, and Sysco, Sysco Holdings and Jetro Restaurant Depot expect to complete them by the third quarter of Sysco's fiscal year 2027.

  5. What were JRD's recent financial results?

    JRD reported fiscal 2025 sales of $15.81 billion and net income of $1.20 billion, and for the 26 weeks ended June 27, 2026, sales of $8.06 billion and net income of $708.7 million. Its combined balance sheet showed a stockholders' deficiency of $4.03 billion at June 27, 2026.

04—Continue

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