SYY Insider Filing: 8,113 RSUs and 21,588 Options Reported

Rhea-AI Filing Summary

Ronald L. Phillips, EVP and CHRO of Sysco Corporation (SYY), reported equity award activity on Form 4. On 08/21/2025 he was granted 8,113 restricted stock units (RSUs) under the 2018 Omnibus Incentive Plan; one-third of those RSUs vest on each of 08/21/2026, 08/21/2027 and 08/21/2028. On 08/22/2025 680 shares were withheld to satisfy tax withholding upon vesting. Following the reported transactions his beneficial ownership is listed as 41,837.397 shares. He was also granted 21,588 stock options with an exercise price of $80.98, exercisable in thirds on the same 08/21/2026–2028 schedule and expiring on 08/20/2035. All awards were made by the Compensation and Leadership Development Committee under the 2018 Omnibus Incentive Plan.

Positive

• Equity awards granted under the company’s 2018 Omnibus Incentive Plan, indicating formal board committee approval
• Vesting schedules are time-based and staggered (one-third annually), supporting executive retention
• Options have a long-term expiration (08/20/2035), allowing extended alignment with shareholder value creation

Negative

• 680 shares were withheld to satisfy tax obligations, reducing immediate beneficial ownership

Insights

Corporate Governance Expert

TL;DR: Report shows routine executive equity compensation grants with multi-year vesting and standard tax withholding; no unusual transactions disclosed.

The Form 4 discloses standard long-term incentive awards: RSUs and stock options granted under the company’s 2018 Omnibus Incentive Plan and approved by the Compensation and Leadership Development Committee. Vesting is performance-independent time-based, occurring in equal annual installments over three years beginning 08/21/2026. The filing also records withholding of 680 shares to cover tax obligations on vesting. From a governance standpoint, these disclosures are routine, transparent, and consistent with typical executive compensation practices.

Compensation Analyst

TL;DR: The package combines RSUs and options to retain and incentivize the executive with multi-year cliff/exercise schedules and a ten-year option term.

The award mix includes 8,113 RSUs and 21,588 options at an $80.98 strike price, exercisable in thirds beginning 08/21/2026, aligning time-based retention with a long option term to 08/20/2035. The option strike equals the stated exercise price and RSU vesting is staggered, which balances retention and potential upside alignment with shareholders. The withheld 680 shares reflect routine tax-related net settlement on RSU vesting.

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

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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^*

Phillips Ronald 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)
	EVP and CHRO

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		8,113(1)	A	$0(2)	42,517.397	D
Common Stock	08/22/2025		F		680(3)	D	$80.98	41,837.397	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		21,588		(4)	08/20/2035	Common Stock	21,588	$0(5)	21,588	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).
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FAQ

Who filed the Form 4 for SYY?

Ronald L. Phillips, EVP and CHRO of Sysco Corporation, filed the Form 4.

What equity awards were reported for SYY on 08/21/2025?

8,113 restricted stock units (RSUs) were granted on 08/21/2025 under the 2018 Omnibus Incentive Plan.

What option grant details were disclosed for SYY?

21,588 stock options were granted with an $80.98 exercise price, exercisable in thirds starting 08/21/2026 and expiring 08/20/2035.

How did the tax withholding affect ownership in the SYY filing?

680 shares were withheld on 08/22/2025 to pay tax withholding, reducing reported beneficial ownership accordingly.

What is the post-transaction beneficial ownership reported?

The filing lists beneficial ownership of 41,837.397 shares following the reported transactions.