SYY Form 4: Executive Award of RSUs and Options, Vesting Through 2028

Rhea-AI Filing Summary

Sysco insider transactions: SVP and CAO Jennifer L. Johnson reported equity awards and related withholding activity. On 08/21/2025 she was granted 3,767 restricted stock units (RSUs) under the 2018 Omnibus Incentive Plan that vest in three equal annual installments beginning 08/21/2026. The same date shows a grant of 10,024 stock options with an exercise price of $80.98; one-third vests and becomes exercisable each year starting 08/21/2026 and the options expire 08/20/2035. On 08/22/2025, 315 shares were withheld to satisfy tax withholding upon RSU vesting, leaving Johnson with 15,448 common shares beneficially owned after the transactions.

Insights

Compensation & Corporate Governance Analyst

TL;DR: Routine executive equity grant and tax withholding consistent with annual incentive programs; vesting schedule aligns pay with tenure.

The 3,767 RSUs and 10,024 options are standard long-term incentive instruments used to retain senior executives and align pay with shareholder outcomes. The one-third annual vesting over three years for both RSUs and options encourages continued service. The option exercise price of $80.98 establishes the performance hurdle for intrinsic value creation. Withholding of 315 shares to cover taxes is a typical administrative action and reduces net shares immediately held.

Securities/Insider Transactions Specialist

TL;DR: Disclosure is a routine Section 16 Form 4 reporting grant and withholding; no unusual trading or immediate liquidation.

The Form 4 documents awards granted by the Compensation and Leadership Development Committee under the 2018 Omnibus Incentive Plan and subsequent tax withholding. Transaction codes (A for grant, F for shares withheld) and the signature by attorney-in-fact indicate timely and proper Section 16 reporting. There is no sale or transfer suggesting liquidity events by the reporting person.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Johnson Jennifer L

(Last) (First) (Middle)

1390 ENCLAVE PARKWAY

(Street)

HOUSTON TX 77077

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SYSCO CORP [ SYY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and CAO

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/21/2025		A		3,767(1)	A	$0(2)	15,763	D
Common Stock	08/22/2025		F		315(3)	D	$80.98	15,448	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to buy)	$80.98	08/21/2025		A		10,024		(4)	08/20/2035	Common Stock	10,024	$0(5)	10,024	D

Explanation of Responses:

1. Restricted stock units granted by the Compensation and Leadership Development Committee of the Company's Board of Directors pursuant to the 2018 Omnibus Incentive Plan.

2. One-third of the restricted stock units shall vest in equal installments on 08/21/2026, 08/21/2027 and 08/21/2028, respectively.

3. These shares were withheld upon the vesting of restricted stock units to pay tax withholding obligations.

4. One-third of the shares covered by the grant vest and are exercisable on 8/21/2026, 8/21/2027 and 8/21/2028, respectively. No options may be exercised prior to 8/21/2026. Options will expire on 8/20/2035.

5. Options granted by the Compensation and Leadership Development Committee of the Company's Board of Directors pursuant to the 2018 Omnibus Incentive Plan.

Remarks:

	/s/Boyd Chapin, Attorney-in-Fact	08/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What awards did Jennifer L. Johnson receive in the Form 4 for SYY?

She received 3,767 restricted stock units (RSUs) on 08/21/2025 and 10,024 stock options (exercise price $80.98) on the same date.

When do the RSUs and options vest for the reporting person?

Both RSUs and options vest in three equal installments with one-third vesting on 08/21/2026, 08/21/2027 and 08/21/2028.

Why were 315 shares reported on 08/22/2025?

The 315 shares were withheld upon vesting of RSUs to satisfy tax withholding obligations.

What is the post-transaction beneficial ownership reported?

After these transactions, the reporting person is shown as beneficially owning 15,448 common shares following the withholding event.