SYY Form 4: Cheung Receives RSUs, Options; 1,530 Shares Withheld for Taxes

Rhea-AI Filing Summary

Sysco Corporation (SYY) EVP and CFO Kenny K. Cheung reported equity awards and related tax-withholding transactions. On 08/21/2025 Mr. Cheung was credited with 15,108 restricted stock units (RSUs) granted under the 2018 Omnibus Incentive Plan, recorded at $0 (one-third of the RSUs vest in equal installments on 08/21/2025, 08/21/2026 and 08/21/2027). The filing shows 40,198 stock options granted with an exercise price of $80.98, exercisable in thirds beginning 08/21/2026 and expiring 08/20/2035. On 08/22/2025, 1,530 shares were withheld to satisfy tax-withholding obligations, reducing Mr. Cheung’s reported beneficial ownership from 48,497.257 shares to 46,967.257 shares. The transactions were reported on a Form 4 filed 08/25/2025.

Positive

• Timely disclosure of insider transactions showing compliance with Section 16 reporting
• Long-dated option awards (expire 08/20/2035) align executive incentives with long-term performance
• Vesting schedule spreads over multiple years, supporting retention and alignment

Negative

• None.

Insights

Securities Analyst

TL;DR: CFO received RSUs and stock options; a small portion of vested shares were withheld for taxes, leaving substantial option exposure at $80.98 strike.

The filing documents standard executive compensation activity rather than open-market trading. The grant of 15,108 RSUs and 40,198 options is compensation-driven under the company's omnibus plan. The options vest in thirds starting 08/21/2026 and expire in 2035, creating multi-year potential upside if share price exceeds the $80.98 strike. The withholding of 1,530 shares is a routine tax-related disposition that reduced reported beneficial ownership. These events are material to insider holdings but are customary for senior management compensation.

Corporate Governance Expert

TL;DR: Transactions reflect routine equity-based compensation with standard vesting and tax withholding; no indication of unusual insider selling.

The Form 4 shows awards granted by the Compensation and Leadership Development Committee pursuant to the 2018 Omnibus Incentive Plan. Vesting schedules for both RSUs and options are staggered over multiple years, aligning executive incentives with longer-term performance. The reported withholding of 1,530 shares upon RSU vesting is an administrative tax settlement rather than a market sale. From a governance perspective, these disclosures are timely and consistent with standard executive pay practices.

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
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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^*

Cheung Kenny K

(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)
	EVP and CFO

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		15,108(1)	A	$0(2)	48,497.257	D
Common Stock	08/22/2025		F		1,530(3)	D	$80.98	46,967.257	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		40,198		(4)	08/20/2035	Common Stock	40,198	$0(5)	40,198	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 08/21/2025, 08/21/2026 and 08/21/2027, 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 insider transactions did Sysco (SYY) report for Kenny K. Cheung?

The Form 4 reports acquisition of 15,108 RSUs on 08/21/2025, grant of 40,198 options with a $80.98 strike, and withholding of 1,530 shares on 08/22/2025 for taxes.

How many shares does Kenny Cheung beneficially own after these transactions?

The filing reports 46,967.257 shares beneficially owned following the withholding transaction on 08/22/2025.

When do the options granted to the CFO become exercisable and when do they expire?

The 40,198 options vest/exercisable in thirds beginning 08/21/2026 and expiring on 08/20/2035.

Why were 1,530 shares disposed of on 08/22/2025?

The filing states 1,530 shares were withheld upon RSU vesting to pay tax-withholding obligations; this is recorded as a disposition (code F).

Under what plan were these awards granted?

Both the RSUs and the options were granted under the company's 2018 Omnibus Incentive Plan by the Compensation and Leadership Development Committee.