SYY Sysco Corp

During its second quarter 2017 earnings call and webcast at 10:00 a.m. Eastern time on February 6, 2017, Sysco Corporation (“Sysco,” or the “Company”) identified technical problems with our third party service provider that were preventing some listeners from accessing the webcast audio feed. Participants accessing the webcast were able to access the accompanying presentation slides that were posted in advance of the call. Following management’s prepared remarks and before the planned question-and-answer period, the Company announced that management would restart the call in its entirety, including the prepared remarks, at 11:30 a.m. Eastern time. The Company then issued instructions for participating in the rescheduled call through a press release, the Investor Relations section of the Company’s Internet webpage and the SyscoIR App.

Sysco hereby furnishes as Exhibit 99.1 to this Current Report on Form 8-K (this “Form 8-K”) the full transcript of the earnings call (the “Transcript”) in order to ensure complete access to all of management’s remarks. The Transcript contains certain non-GAAP financial measures, with the corresponding, most directly comparable GAAP measures, which are set forth below:

Second Quarter Fiscal 2017 :

First Half Fiscal 2017 :

Three-Year Strategic Plan :

Reconciliations of these non-GAAP measures (other than adjusted return on invested capital (“Adjusted ROIC”)) and discussions of their usefulness, are contained in the accompanying presentation slides (the “Presentation Slides”) furnished as Exhibit 99.2 pursuant to Item 7.01 of this Form 8-K. Sysco management considers Adjusted ROIC to be a measure that provides useful information to management and investors in evaluating the efficiency and effectiveness of the Company’s long-term capital investments. In addition, Sysco has targets and expectations that are based on adjusted results including an Adjusted ROIC target of 15%, Sysco management cannot predict with certainty when the Company will achieve these results or whether the calculation of Sysco’s ROIC in such future period will be on an adjusted basis due to the effect of certain items, which would be excluded from such calculation. Due to these uncertainties, to the extent the Company’s future calculation of ROIC is on an adjusted basis excluding certain items, Sysco cannot provide a quantitative reconciliation of this non-GAAP measure to the most directly comparable GAAP measure without unreasonable effort. However, Sysco management would expect to calculate adjusted ROIC, if applicable, in the same manner as the Company has calculated this historically. All components of Sysco’s Adjusted ROIC calculation would be impacted by certain items. Sysco calculates Adjusted ROIC as adjusted net earnings divided by (i) stockholders’ equity, computed as the average of adjusted stockholders’ equity at the beginning of the year and at the end of each fiscal quarter during the year; and (ii) long-term debt, computed as the average of the long-term debt at the beginning of the year and at the end of each fiscal quarter during the year.

Except for the historical information contained in this Form 8-K, the statements made by Sysco are forward looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Sysco’s future financial performance could differ significantly from the expectations of management and from results expressed or implied in the Transcript. Forward-looking statements in the Transcript are subject to certain risks and uncertainties described in the Transcript and the Presentation Slides. For further information on other risk factors, please refer to the risks discussed on the “Forward-Looking Statements” slide contained in the Presentation Slides and in the “Risk Factors” contained in Sysco’s Annual Report on Form 10-K for the fiscal year ended July 2, 2016.

The information in this Item 2.02 is being furnished, not filed, pursuant to Item 2.02 of Form 8-K. Accordingly, the information in Item 2.02 of this report, including the Transcript attached hereto as Exhibit 99.1, will not be incorporated by reference into any registration statement filed by Sysco under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.