SYY: Other company developments

Item 8.01 Other Events. On September 14 , 2026, with respect to the offering and sale of 12,345,679 shares of its common stock, par value $1.00 per share (“Common Stock”), at a public offering price of $ 81.00 per share (the “Offering”), Sysco Corporation (“Sysco”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Goldman Sachs & Co. LLC, TD Securities (USA) LLC, BofA Securities, Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named on Schedule I thereto (the “Underwriters”). In connection with the Offering, Sysco granted the Underwriters a 30-day option to purchase up to an additional 1,851,851 shares of Common Stock, solely to cover overallotments, if any, on the same terms. The Offering closed on September 16, 2026. The net proceeds from the Offering, after deducting underwriting discounts and commissions and estimated offering expenses, were approximately $ 967.4 million. Sysco expects to use the net proceeds from the Offering to pay a portion of the cash consideration for its pending acquisition of JRD Unico, Inc., a Delaware corporation and Warehouse Realty, LLC, a Delaware limited liability company and all other fees, costs and expenses related thereto. The Underwriting Agreement contains customary representations, warranties, covenants and agreements of Sysco, and customary conditions to closing, indemnification rights and termination provisions. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is filed as Exhibit 1.1 hereto. The representations and warranties set forth in the Underwriting Agreement were made solely for the benefit of th