10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 24, 2021.

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     .

Commission File Number: 000-31127

SPARTANNASH COMPANY

(Exact Name of Registrant as Specified in Its Charter)

Michigan	38-0593940
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
850 76th Street, S.W. P.O. Box 8700 Grand Rapids, Michigan	49518
(Address of Principal Executive Offices)	(Zip Code)

(616) 878-2000

(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	SPTN	NASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

As of June 1, 2021, the registrant had 36,240,142 outstanding shares of common stock, no par value.

FORWARD-LOOKING STATEMENTS

The matters discussed in this Quarterly Report on Form 10-Q, in the Company’s press releases and in the Company’s website-accessible conference calls with analysts and investor presentations include “forward-looking statements” about the plans, strategies, objectives, goals or expectations of SpartanNash Company and subsidiaries (“SpartanNash” or “the Company”). These forward-looking statements are identifiable by words or phrases indicating that SpartanNash or management “expects,” “anticipates,” “plans,” “believes,” or “estimates,” or that a particular occurrence or event “will,” “may,” “could,” “should” or “will likely” result, occur or be pursued or “continue” in the future, that the “outlook” or “trend” is toward a particular result or occurrence, that a development is an “opportunity,” “priority,” “strategy,” “focus,” that the Company is “positioned” for a particular result, or similarly stated expectations.

In addition to other risks and uncertainties described in connection with the forward-looking statements contained in this Quarterly Report on Form 10-Q, SpartanNash’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021 and other periodic reports filed with the Securities and Exchange Commission (“SEC”), there are many important factors that could cause actual results to differ materially. These risks and uncertainties include disruptions associated with the COVID-19 pandemic, general business conditions, changes in overall economic conditions that impact consumer spending, the Company’s ability to integrate acquired assets, the impact of competition and other factors which are often beyond the control of the Company, and other risks listed in the “Risk Factors” discussions in Items 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021, and risks and uncertainties not presently known to the Company or that the Company currently deems immaterial.

This section and the discussions contained in Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021 and in Part I, Item 2 “Critical Accounting Policies” of this Quarterly Report on Form 10-Q, are intended to provide meaningful cautionary statements for purposes of the safe harbor provision of the Private Securities Litigation Reform Act of 1995. This should not be construed as a complete list of all the economic, competitive, governmental, technological and other factors that could adversely affect the Company’s expected consolidated financial position, results of operations or liquidity. Additional risks and uncertainties not currently known to SpartanNash or that SpartanNash currently believes are immaterial also may impair its business, operations, liquidity, financial condition and prospects. The Company undertakes no obligation to update or revise its forward-looking statements to reflect developments that occur, or information obtained after the date of this Quarterly Report.

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TABLE OF CONTENTS

		Page
PART I.	FINANCIAL INFORMATION	4
Item 1.	Financial Statements	4
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Earnings	5
	Condensed Consolidated Statements of Comprehensive Income	6
	Condensed Consolidated Statements of Shareholders’ Equity	7
	Condensed Consolidated Statements of Cash Flows	8
	Notes to Condensed Consolidated Financial Statements	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27
Item 4.	Controls and Procedures	27
PART II.	OTHER INFORMATION	28
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 6.	Exhibits	29
	Signatures	30

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PART I

FINANCIAL INFORMATION

ITEM 1. Financial Statements

SPARTANNASH COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, Unaudited)

	April 24,			January 2,
	2021			2021
Assets
Current assets
Cash and cash equivalents	$	23,292		$	19,903
Accounts and notes receivable, net		346,725			357,564
Inventories, net		602,565			541,785
Prepaid expenses and other current assets		64,474			72,229
Property and equipment held for sale		1,948			23,259
Total current assets		1,039,004			1,014,740
Property and equipment, net		564,965			577,059
Goodwill		181,035			181,035
Intangible assets, net		114,538			116,142
Operating lease assets		276,811			289,173
Other assets, net		99,213			99,242
Total assets	$	2,275,566		$	2,277,391
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable	$	441,772		$	464,784
Accrued payroll and benefits		79,245			113,789
Other accrued expenses		58,097			60,060
Current portion of operating lease liabilities		44,898			45,786
Current portion of long-term debt and finance lease liabilities		4,996			5,135
Total current liabilities		629,008			689,554
Long-term liabilities
Deferred income taxes		56,696			45,728
Operating lease liabilities		266,842			278,859
Other long-term liabilities		50,432			46,892
Long-term debt and finance lease liabilities		522,068			481,309
Total long-term liabilities		896,038			852,788
Commitments and contingencies (Note 7)
Shareholders’ equity
Common stock, voting, no par value; 100,000 shares      authorized; 36,266 and 35,851 shares outstanding		494,955			491,819
Preferred stock, no par value, 10,000 shares authorized; no shares outstanding		—			—
Accumulated other comprehensive loss		(2,219	)		(2,276	)
Retained earnings		257,784			245,506
Total shareholders’ equity		750,520			735,049
Total liabilities and shareholders’ equity	$	2,275,566		$	2,277,391

See accompanying notes to condensed consolidated financial statements.

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SPARTANNASH COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(In thousands, except per share amounts)

(Unaudited)

	16 Weeks Ended
	April 24, 2021			April 18, 2020
Net sales	$	2,657,799		$	2,856,456
Cost of sales		2,239,769			2,432,889
Gross profit		418,030			423,567
Operating expenses
Selling, general and administrative		387,937			391,300
Acquisition and integration		59			—
Restructuring and asset impairment, net		(161	)		10,237
Total operating expenses		387,835			401,537
Operating earnings		30,195			22,030
Other expenses and (income)
Interest expense		4,589			7,638
Other, net		(266	)		(1,041	)
Total other expenses, net		4,323			6,597
Earnings before income taxes		25,872			15,433
Income tax expense		6,356			31
Net earnings	$	19,516		$	15,402
Basic net earnings per share:	$	0.55		$	0.43
Diluted net earnings per share:	$	0.54		$	0.43

See accompanying notes to condensed consolidated financial statements.

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SPARTANNASH COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands, Unaudited)

	16 Weeks Ended
	April 24, 2021			April 18, 2020
Net earnings	$	19,516		$	15,402
Other comprehensive income, before tax
Postretirement liability adjustment		76			106
Income tax expense related to items of other comprehensive income		(19	)		(26	)
Total other comprehensive income, after tax		57			80
Comprehensive income	$	19,573		$	15,482

See accompanying notes to condensed consolidated financial statements.

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SPARTANNASH COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands, Unaudited)

							Accumulated
							Other
	Shares			Common			Comprehensive			Retained
	Outstanding			Stock			Loss			Earnings			Total
Balance at January 2, 2021		35,851		$	491,819		$	(2,276	)	$	245,506		$	735,049
Net earnings		—			—			—			19,516			19,516
Other comprehensive income		—			—			57			—			57
Dividends - $0.20 per share		—			—			—			(7,238	)		(7,238	)
Stock-based employee compensation		—			4,185			—			—			4,185
Stock warrant		—			645			—			—			645
Issuances of common stock for stock bonus plan   and associate stock purchase plan		21			385			—			—			385
Issuance of restricted stock		523			—			—			—			—
Cancellations of stock-based awards		(129	)		(2,079	)		—			—			(2,079	)
Balance at April 24, 2021		36,266		$	494,955		$	(2,219	)	$	257,784		$	750,520

							Accumulated
							Other
	Shares			Common			Comprehensive			Retained
	Outstanding			Stock			Loss			Earnings			Total
Balance at December 28, 2019		36,351		$	490,233		$	(1,600	)	$	198,905		$	687,538
Impact of adoption of ASU 2016-13 (Note 2)		—			—			—			(1,612	)		(1,612	)
Net earnings		—			—			—			15,402			15,402
Other comprehensive income		—			—			80			—			80
Dividends - $0.1925 per share		—			—			—			(6,997	)		(6,997	)
Share repurchase		(861	)		(10,000	)		—			—			(10,000	)
Stock-based employee compensation		—			2,342			—			—			2,342
Issuances of common stock for stock bonus plan and associate stock purchase plan		21			291			—			—			291
Issuance of restricted stock		293			—			—			—			—
Cancellations of stock-based awards		(122	)		(1,352	)		—			—			(1,352	)
Balance at April 18, 2020		35,682		$	481,514		$	(1,520	)	$	205,698		$	685,692

See accompanying notes to condensed consolidated financial statements.

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SPARTANNASH COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands, Unaudited)

	16 Weeks Ended
	April 24, 2021			April 18, 2020
Cash flows from operating activities
Net earnings	$	19,516		$	15,402
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities:
Non-cash restructuring, asset impairment, and other charges		(345	)		9,425
Depreciation and amortization		28,091			28,029
Non-cash rent		(944	)		(1,823	)
LIFO expense		1,655			1,583
Postretirement benefits expense (income)		960			(224	)
Deferred taxes on income		10,967			3,068
Stock-based compensation expense		4,185			2,342
Stock warrant		645			—
(Gain) loss on disposals of assets		(182	)		3,911
Other operating activities		468			376
Changes in operating assets and liabilities:
Accounts receivable		11,077			(73,854	)
Inventories		(62,435	)		18,957
Prepaid expenses and other assets		(3,972	)		(5,725	)
Accounts payable		(15,539	)		122,168
Accrued payroll and benefits		(34,130	)		11,569
Income taxes		7,251			(3,862	)
Other accrued expenses and other liabilities		954			(2,046	)
Net cash (used in) provided by operating activities		(31,778	)		129,296
Cash flows from investing activities
Purchases of property and equipment		(22,124	)		(17,893	)
Net proceeds from the sale of assets		25,826			3,609
Loans to customers		(130	)		(612	)
Payments from customers on loans		693			946
Other investing activities		(8	)		(1	)
Net cash provided by (used in) investing activities		4,257			(13,951	)
Cash flows from financing activities
Proceeds from senior secured credit facility		484,142			332,155
Payments on senior secured credit facility		(442,559	)		(423,142	)
Repayment of other long-term debt and finance lease liabilities		(1,514	)		(1,957	)
Share repurchase		—			(10,000	)
Net payments related to stock-based award activities		(2,079	)		(1,352	)
Dividends paid		(7,119	)		(13,904	)
Other financing activities		39			(62	)
Net cash provided by (used in) financing activities		30,910			(118,262	)
Net increase (decrease) in cash and cash equivalents		3,389			(2,917	)
Cash and cash equivalents at beginning of period		19,903			24,172
Cash and cash equivalents at end of period	$	23,292		$	21,255

See accompanying notes to condensed consolidated financial statements.

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SPARTANNASH COMPANY AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 – Summary of Significant Accounting Policies and Basis of Presentation

The accompanying unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of SpartanNash Company and its subsidiaries (“SpartanNash” or “the Company”). Intercompany accounts and transactions have been eliminated. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended January 2, 2021.

In the opinion of management, the accompanying condensed consolidated financial statements, taken as a whole, contain all adjustments, including normal recurring items, necessary to present fairly the financial position of SpartanNash as of April 24, 2021, and the results of its operations and cash flows for the interim periods presented. The preparation of the condensed consolidated financial statements and related notes to the financial statements requires management to make estimates. Estimates are based on historical experience, where applicable, and expectations of future outcomes which management believes are reasonable under the circumstances. Interim results are not necessarily indicative of results for a full year.  

The unaudited information in the condensed consolidated financial statements for the first quarters of 2021 and 2020 include the results of operations of the Company for the 16-week periods ended April 24, 2021 and April 18, 2020, respectively.

Note 2 – Adoption of New Accounting Standards and Recently Issued Accounting Standards  

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses”. The ASU changed the impairment model for most financial assets and certain other instruments. The standard requires entities to use a forward-looking “expected loss” model that replaces the previous “incurred loss” model, which generally results in earlier recognition of credit losses.

In the first quarter of 2020, the Company adopted this standard through the modified retrospective approach, with a cumulative-effect adjustment at the beginning of the fiscal year. As a result of the adoption, the Company has established revised processes and controls to estimate expected losses for trade and other receivables in accordance with the new standard. The Company’s process for estimating losses for trade and other receivables includes an evaluation of both historical collection experience and expectations for current credit risks based on several customer and environmental factors.

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The adoption of the standard resulted in a transition adjustment to 2020 beginning of the year retained earnings of $2.2 million (gross of the deferred tax impact of $0.6 million). The transition adjustment relates to incremental trade and notes receivable allowances due to the earlier recognition of expected losses under the new standard of $1.9 million and $0.3 million, respectively.

Note 3 – Revenue

Disaggregation of Revenue

The following table provides information about disaggregated revenue by type of products and customers for each of the Company’s reportable segments:

	16 Weeks Ended April 24, 2021
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,777	$	288,718	$	282,062	$	1,022,557
Fresh (b)		447,208		283,035		169,692		899,935
Non-food (c)		402,695		128,136		129,057		659,888
Fuel		—		39,181		—		39,181
Other		32,402		374		3,462		36,238
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
Type of customers:
Individuals	$	—	$	739,293	$	—	$	739,293
Manufacturers, brokers and distributors		18,212		—		544,384		562,596
Retailers		1,300,960		—		36,427		1,337,387
Other		14,910		151		3,462		18,523
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
	16 Weeks Ended April 18, 2020
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,321	$	328,326	$	340,296	$	1,119,943
Fresh (b)		467,663		295,003		195,667		958,333
Non-food (c)		424,312		125,845		166,321		716,478
Fuel		—		33,000		—		33,000
Other		26,199		394		2,109		28,702
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
Type of customers:
Individuals	$	—	$	782,333	$	—	$	782,333
Manufacturers, brokers and distributors		38,522		—		658,940		697,462
Retailers		1,309,422		—		43,344		1,352,766
Other		21,551		235		2,109		23,895
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
(a) Center store includes dry grocery, frozen and beverages.
(b) Fresh includes produce, meat, dairy, deli, bakery, prepared proteins, seafood and floral.
(c) Non-food includes general merchandise, health and beauty care, tobacco products and pharmacy.

Contract Assets and Liabilities

Under its contracts with customers, the Company stands ready to deliver product upon receipt of a purchase order. Accordingly, the Company has no performance obligations under its contracts until its customers submit a purchase order. The Company does not receive pre-payment from its customers or enter into commitments to provide goods or services that have terms greater than one year. As the performance obligation is part of a contract that has an original expected duration of less than one year, the Company has applied the practical expedient under ASC 606 to omit disclosures regarding remaining performance obligations.

Revenue recognized from performance obligations related to prior periods (for example, due to changes in estimated rebates and incentives impacting the transaction price) was not material in any period presented.

For volume-based arrangements, the Company estimates the amount of the advanced funds earned by the retailers based on the expected volume of purchases by the retailer, and amortizes the advances as a reduction of the transaction price and revenue earned. These advances are not considered contract assets under ASC 606 as they are not generated through the transfer of goods or services to the retailers. These advances are included in Other assets, net within the condensed consolidated balance sheets.

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When the Company transfers goods or services to a customer, payment is due subject to normal terms and is not conditional on anything other than the passage of time. Typical payment terms range from due upon receipt to 30 days, depending on the customer. At contract inception, the Company expects that the period of time between the transfer of goods to the customer and when the customer pays for those goods will be less than one year, which is consistent with the Company’s standard payment terms. Accordingly, the Company has elected the practical expedient to not adjust for the effects of a significant financing component. As a result, these amounts are recorded as receivables and not contract assets. The Company had no contract assets for any period presented.

The Company does not typically incur incremental costs of obtaining a contract that are contingent upon successful contract execution and would therefore be capitalized.

Allowance for Doubtful Accounts

Changes to the balance of the allowance for doubtful accounts were as follows:

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at January 2, 2021	$	6,232		$	371	$	6,603
Changes in credit loss estimates		(78	)		—		(78	)
Write-offs charged against the allowance		(281	)		—		(281	)
Balance at April 24, 2021	$	5,873		$	371	$	6,244

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at December 28, 2019	$	2,739		$	233	$	2,972
Impact of adoption of new credit loss standard (ASU 2016-13)		1,911			259		2,170
Changes in credit loss estimates		365			—		365
Write-offs charged against the allowance		(249	)		—		(249	)
Balance at April 18, 2020	$	4,766		$	492	$	5,258

Note 4 – Goodwill and Other Intangible Assets

The Company has three reporting units; however, no goodwill exists within the Retail or Military reporting units. The carrying amount of goodwill recorded within the Food Distribution reporting unit was $181.0 million as of April 24, 2021 and January 2, 2021.

The Company has indefinite-lived intangible assets that are not amortized, consisting primarily of indefinite-lived trade names and licenses for the sale of alcoholic beverages. The carrying amount of indefinite-lived intangible assets was $67.6 million as of April 24, 2021 and January 2, 2021.

The Company reviews goodwill and other indefinite-lived intangible assets for impairment annually, during the fourth quarter of each year, and more frequently if circumstances indicate impairment is probable. Such circumstances did not arise in the current fiscal year. Testing goodwill and other indefinite-lived intangible assets for impairment requires management to make significant estimates about the Company’s future performance, cash flows, and other assumptions that can be affected by potential changes in economic, industry or market conditions, business operations, competition, or the Company’s stock price and market capitalization.

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Note 5 – Restructuring and Asset Impairment

The following table provides the activity of reserves for closed properties for the 16-week period ended April 24, 2021. Included in the liability are lease-related ancillary costs from the date of closure to the end of the remaining lease term, as well as related severance. Reserves for closed properties recorded in the condensed consolidated balance sheets are included in “Other accrued expenses” in Current liabilities and “Other long-term liabilities” in Long-term liabilities based on the timing of when the obligations are expected to be paid. Reserves for severance are recorded in “Accrued payroll and benefits”.

	Reserves for Closed Properties
	Lease
	Ancillary
(In thousands)	Costs			Severance			Total
Balance at January 2, 2021	$	3,349		$	114		$	3,463
Provision for closing charges		583			—			583
Provision for severance		—			84			84
Changes in estimates		(59	)		—			(59	)
Accretion expense		31			—			31
Payments		(383	)		(123	)		(506	)
Balance at April 24, 2021	$	3,521		$	75		$	3,596

Restructuring and asset impairment, net in the condensed consolidated statements of earnings consisted of the following:

	16 Weeks Ended
	April 24,			April 18,
(In thousands)	2021			2020
Asset impairment charges (a)	$	756		$	6,733
Provision for closing charges		583			325
Gain on sales of assets related to closed facilities (b)		(1,860	)		(90	)
Provision for severance (c)		84			2,198
Other costs associated with site closures (d)		335			1,003
Changes in estimates		(59	)		68
Total	$	(161	)	$	10,237

(a)  Asset impairment charges in the current year were incurred in the Retail segment and relate to current year store closures and previously closed locations. In the prior year, charges primarily relate to the exit of the Fresh Cut business within the Food Distribution segment.

(b)  Gain on sales of assets in the current year primarily relates to sales of pharmacy customer lists related to store closings in the Retail segment.

(c)  Severance in the prior year was related to the exit of the Fresh Cut business.

(d)  Other costs in the current year primarily relate to store closings. In the prior year, other costs primarily relate to the Fresh Cut business and store closings.

Long-lived assets which are not recoverable are measured at fair value on a nonrecurring basis using Level 3 inputs under the fair value hierarchy, as further described in Note 6. In the current year, assets with a book value of $2.6 million were measured at a fair value of $1.8 million, resulting in impairment charges of $0.8 million. In the prior year, in connection primarily with the Company’s exit of the Fresh Cut operations long-lived assets with a book value of $29.1 million were measured at a fair value of $22.4 million, resulting in impairment charges of $6.7 million. The fair value of long-lived assets is determined by estimating the amount and timing of net future cash flows, including the expected proceeds from the sale of assets, discounted using a risk-adjusted rate of interest. The Company estimates future cash flows based on historical results of operations, external factors expected to impact future performance, experience and knowledge of the geographic area in which the assets are located, and when necessary, uses real estate brokers. Assets classified as held for sale in the condensed consolidated balance sheet are valued at the expected net proceeds. The Fresh Kitchen facility, which was classified as held for sale as of January 2, 2021, was sold in the first quarter of 2021 and the Company received proceeds totaling $20.5 million.

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Note 6 – Fair Value Measurements

ASC 820 prioritizes the inputs to valuation techniques used to measure fair value into the following hierarchy:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability, reflecting the reporting entity’s own assumptions about the assumptions that market participants would use in pricing.

Financial instruments include cash and cash equivalents, accounts and notes receivable, accounts payable and long-term debt. The carrying amounts of cash and cash equivalents, accounts and notes receivable, and accounts payable approximate fair value because of the short-term maturities of these financial instruments. See Notes 4 and 5 for discussion of the fair value measurements related to long- or indefinite-lived asset impairment charges. At April 24, 2021 and January 2, 2021 the book value and estimated fair value of the Company’s debt instruments, excluding debt financing costs, were as follows:

	April 24,		January 2,
(In thousands)	2021		2021
Book value of debt instruments, excluding debt financing costs:
Current maturities of long-term debt and finance lease liabilities	$	4,996	$	5,135
Long-term debt and finance lease liabilities		525,652		485,381
Total book value of debt instruments		530,648		490,516
Fair value of debt instruments, excluding debt financing costs		535,728		497,941
Excess of fair value over book value	$	5,080	$	7,425

The estimated fair value of debt is based on market quotes for instruments with similar terms and remaining maturities (Level 2 inputs and valuation techniques).

Note 7 – Commitments and Contingencies

The Company is engaged from time-to-time in routine legal proceedings incidental to its business. The Company does not believe that these routine legal proceedings, taken as a whole, will have a material impact on its business or financial condition. While the ultimate effect of such actions cannot be predicted with certainty, management believes that their outcome will not result in an adverse effect on the Company’s consolidated financial position, operating results or liquidity. 

The Company contributes to the Central States Southeast and Southwest Pension Fund (“Central States Plan” or “the Plan”), a multi-employer pension plan, based on obligations arising from its collective bargaining agreements. Based on the most recent information available to the Company, management believes that the present value of actuarial accrued liabilities in the Plan significantly exceeds the value of the assets held in trust to pay benefits. Because SpartanNash is one of a number of employers contributing to the Plan, it is difficult to accurately determine the amount of the underfunding. Management is not aware of any significant change in funding levels since January 2, 2021. Any adjustment for withdrawal liability will be recorded when it is probable that a liability exists and can be reasonably determined.

On March 10, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (the “Act”), which provides financial relief to failing multiemployer pension plans. The Central States Plan is expected to apply and qualify for relief under the Act. While the Pension Benefit Guaranty Corporation has yet to issue guidance and regulations related to the Act, the legislation is designed to fund the obligations of qualified plans for the next 30 years. The legislation would alleviate the risk of insolvency of the Plan and related potential adverse impacts to the Company.

Note 8 – Associate Retirement Plans

During each of the 16- week periods ended April 24, 2021, and April 18, 2020, the Company recognized net periodic postretirement benefit costs of $0.2 million related to the SpartanNash Retiree Medical Plan (“Retiree Medical Plan”). In the prior year quarter, the Company realized a gain of $1.0 million related to a refund from the annuity provider associated with the final reconciliation of participant data of the terminated SpartanNash Company Pension Plan (“Pension Plan”). Substantially all of these amounts are included in “Other, net” in the condensed consolidated statements of earnings.

The Company expects to make total contributions of approximately $0.5 million in 2021 to the Retiree Medical Plan and has made $0.1 million in the year-to-date period. The Company’s retirement programs also include defined contribution plans providing contributory benefits, as well as executive compensation plans for a select group of management personnel and/or highly compensated associates.

13

Multi-Employer Plans

In addition to the plans listed above, the Company participates in the Central States Southeast and Southwest Pension Fund, the Michigan Conference of Teamsters and Ohio Conference of Teamsters Health and Welfare plans (collectively referred to as “multi-employer plans”), and other company-sponsored defined contribution plans for most associates covered by collective bargaining agreements.

With respect to the Company’s participation in the Central States Plan, expense is recognized as contributions are payable. The Company’s contributions during the 16-week periods ended April 24, 2021 and April 18, 2020 were $4.6 million, respectively. See Note 7 for further information regarding contingencies related to the Company’s participation in the Central States Plan.

Note 9 – Income Taxes

The effective income tax rate was 24.6% and 0.2% for the 16 weeks ended April 24, 2021 and April 18, 2020, respectively. The differences from the federal statutory rate in the current year were primarily due to state taxes, partially offset by federal tax credits. In the prior year, the difference from the federal statutory rate was primarily the result of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act and federal tax credits, partially offset by state taxes and stock-based compensation.

On March 27, 2020, the U.S. government enacted tax legislation to provide economic stimulus and support businesses and individuals during the COVID-19 pandemic, referred to as the CARES Act. In connection with the CARES Act, the Company recorded net discrete income tax benefits of $4.3 million in first quarter of 2020 associated with the additional deductibility of certain expenses combined with provisions which enable companies to carry back tax losses to years prior to the enactment of the Tax Cuts and Jobs Act (“Tax Reform”), when the federal statutory income tax rate was 35%. Additional tax benefits of $5.0 million were recognized related to the CARES Act in the remainder of 2020. In the first quarter of 2021, the Company received tax refunds totaling $25.7 million related to the amended prior year returns. 

Note 10 – Share-Based Payments

Share-Based Employee Awards

The Company sponsors shareholder-approved stock incentive plans that provide for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, performance shares, performance share units, dividend equivalent rights, and other stock-based and stock-related awards to directors, officers and other key associates.

Share-based compensation expense recognized and included in “Selling, general and administrative expenses” in the condensed consolidated statements of earnings, and related tax impacts were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Restricted stock expense	$	4,185		$	2,342
Income tax (benefit) expense		(979	)		224
Restricted stock expense, net of tax	$	3,206		$	2,566

The following table summarizes activity in the stock incentive plans for the 16 weeks ended April 24, 2021:

				Weighted
	Restricted			Average
	Stock			Grant-Date
	Awards			Fair Value
Outstanding at January 2, 2021		973,948		$	17.72
Granted		522,975			18.83
Vested		(314,105	)		19.32
Cancelled/Forfeited		(15,774	)		15.89
Outstanding at April 24, 2021		1,167,044		$	17.82

As of April 24, 2021, total unrecognized compensation cost related to non-vested restricted stock awards granted under the Company’s stock incentive plans is $11.1 million and is expected to be recognized over a weighted average period of 2.6 years.

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Stock Warrant

On October 7, 2020, in connection with its entry into a commercial agreement with Amazon.com, Inc. (“Amazon”), the Company issued Amazon.com NV Investment Holdings LLC, a subsidiary of Amazon, a warrant to acquire up to an aggregate of 5,437,272 shares of the Company’s common stock (the “Warrant”), subject to certain vesting conditions. Warrant shares equivalent to 2.5% of the Company’s outstanding and issuable shares, or 1,087,455 shares, vested upon the signing of the commercial agreement, and had a grant date fair value of $5.51 per share. Warrant shares equivalent to up to 10.0% of the Company’s outstanding and issuable shares, or 4,349,817 shares, may vest in connection with conditions defined by the terms of the Warrant, as Amazon makes payments to the Company in connection with the commercial supply agreement, in increments of $200 million, and had a grant date fair value of $5.33 per share. Upon vesting, shares may be acquired at an exercise price of $17.7257. The right to purchase shares in connection with the Warrant expires on October 7, 2027.

Share-based payment expense recognized as a reduction of “Net sales” in the condensed consolidated statements of earnings, and related tax benefits were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Warrant expense	$	645		$	—
Tax benefits		(57	)		—
Warrant expense, net of tax	$	588		$	—

The following table summarizes stock warrant activity for the 16 weeks ended April 24, 2021:

	Warrant
Outstanding and nonvested at January 2, 2021		4,349,817
Vested		108,746
Outstanding and nonvested at April 24, 2021		4,241,071

As of April 24, 2021, total unrecognized cost related to non-vested warrant shares was $22.0 million, which may be expensed as vesting conditions are satisfied over the remaining term of the agreement, or 6.5 years. Additionally, 1,196,201 warrant shares are vested and exercisable. As of April 24, 2021, nonvested warrant shares had an intrinsic value of $8.2 million, and vested warrant shares had an intrinsic value of $2.3 million.

Note 11 – Earnings Per Share

Outstanding nonvested restricted stock awards under the 2015 Stock Incentive Plan contain nonforfeitable rights to dividends or dividend equivalents, which participate in undistributed earnings with common stock. These awards are classified as participating securities and are included in the calculation of basic earnings per share. Awards under the 2020 Stock Incentive Plan do not contain nonforfeitable rights to dividends or dividend equivalents and are therefore not classified as participating securities. Weighted average restricted stock awards totaling 151,000 shares were not included in the EPS calculations because they were anti-dilutive for the 16-week period ended April 24, 2021. There were no anti-dilutive awards in the first quarter of 2020. There were no stock warrants outstanding during the period ended April 18, 2020. The dilutive impact of both the restricted stock awards and warrants are presented below, as applicable. The following table sets forth the computation of basic and diluted net earnings per share:

	16 Weeks Ended
(In thousands, except per share amounts)	April 24, 2021			April 18, 2020
Numerator:
Net earnings	$	19,516		$	15,402
Adjustment for earnings attributable to participating securities		(426	)		(385	)
Net earnings used in calculating earnings per share	$	19,090		$	15,017
Denominator:
Weighted average shares outstanding, including participating securities		35,765			36,172
Adjustment for participating securities		(781	)		(904	)
Shares used in calculating basic earnings per share		34,984			35,268
Effect of dilutive restricted stock awards		25			—
Effect of dilutive stock warrant		86			—
Shares used in calculating diluted earnings per share		35,095			35,268
Basic earnings per share	$	0.55		$	0.43
Diluted earnings per share	$	0.54		$	0.43

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Note 12 – Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021		April 18, 2020
Non-cash investing activities:
Capital expenditures included in accounts payable	$	8,392	$	4,643
Operating lease asset additions		424		12,749
Finance lease asset additions		62		1,192
Non-cash financing activities:
Dividends declared but unpaid		131		—
Recognition of operating lease liabilities		424		12,749
Recognition of finance lease liabilities		62		1,192
Other supplemental cash flow information:
Cash paid for interest		3,560		8,187

Note 13 – Reporting Segment Information

The following tables set forth information about the Company by reporting segment:

(In thousands)	Food Distribution			Retail			Military			Total
16 Weeks Ended April 24, 2021
Net sales to external customers	$	1,334,082		$	739,444		$	584,273		$	2,657,799
Inter-segment sales		310,631			173			—			310,804
Acquisition and integration		—			59			—			59
Restructuring and asset impairment		(18	)		(143	)		—			(161	)
Depreciation and amortization		9,790			14,241			4,060			28,091
Operating earnings (loss)		21,146			14,192			(5,143	)		30,195
Capital expenditures		9,956			9,135			3,033			22,124
16 Weeks Ended April 18, 2020
Net sales to external customers	$	1,369,495		$	782,568		$	704,393		$	2,856,456
Inter-segment sales		324,127			—			—			324,127
Restructuring and asset impairment		9,222			1,015			—			10,237
Depreciation and amortization		10,556			13,756			3,717			28,029
Operating earnings (loss)		11,390			12,645			(2,005	)		22,030
Capital expenditures		7,019			9,594			1,280			17,893

	April 24,		January 2,
(In thousands)	2021		2021
Total Assets
Food Distribution	$	1,129,685	$	1,112,961
Retail		751,800		763,876
Military		394,081		400,554
Total	$	2,275,566	$	2,277,391

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Management’s Discussion and Analysis of financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q, the information contained under the caption “Forward-Looking Statements,” which appears at the beginning of this report, and the information in the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021.

Overview

SpartanNash, headquartered in Grand Rapids, Michigan, is a leading multi-regional grocery distributor and grocery retailer whose core businesses include distributing grocery products to a diverse group of independent and chain retailers, its corporate owned retail stores, military commissaries and exchanges in the United States, as well as operating a premier fresh produce distribution network. The Company operates three reportable business segments: Food Distribution, Retail and Military. The Company serves customers in all 50 states.

The Company’s Food Distribution segment provides a wide variety of nationally branded and private brand grocery products and perishable food products to independent grocers, the Company’s corporate owned retail stores, national retailers, food service distributors, and other customers. The Food Distribution segment primarily conducts business in the Midwest and Southeast regions of the United States.

As of the end of the first quarter, the Company’s Retail segment operated 154 corporate owned retail stores in the Midwest region primarily under the banners of Family Fare, Martin’s Super Markets, VG’s Grocery, D&W Fresh Market and Dan’s Supermarket. The Company also offered pharmacy services in 95 of its corporate owned retail stores and operated 36 fuel centers. The retail stores have a “neighborhood market” focus to distinguish them from supercenters and limited assortment stores. The Company’s Customer Growth strategy is focused on meeting changing customer needs and preferences through a data-based decision-making process, while also increasing customer satisfaction through quality, service and convenience.

The Company’s Military segment contracts with manufacturers to distribute a wide variety of grocery products primarily to military commissaries and exchanges located in the United States, the District of Columbia, Europe, Cuba, Puerto Rico, Honduras, Iraq, Kuwait, Bahrain, Qatar and Djibouti. The Company distributes grocery products to 160 military commissaries and over 400 exchanges and, together with its third-party partner, Coastal Pacific Food Distributors, represents the only delivery solution to service the Defense Commissary Agency (“DeCA”) worldwide. The Company is the exclusive worldwide supplier of private brand products to U.S. military commissaries, a partnership with DeCA which began in fiscal 2017.

All fiscal quarters are 12 weeks, except for the Company’s first quarter, which is 16 weeks and will generally include the Easter holiday. Fiscal 2020 contained 53 weeks; therefore, the fourth quarter of fiscal 2020 contained 13 weeks. The fourth quarter includes the Thanksgiving and Christmas holidays, and depending on the fiscal year end, may include the New Year’s holiday.

The majority of the Company’s revenues are not seasonal in nature. However, in certain geographic areas, corporate retail stores and independent retail customers are dependent on tourism, and therefore, are affected by seasons and weather patterns.

2021 First Quarter Highlights

The Company’s top priority continues to be the well-being and safety of its family of associates, customers and communities during the COVID-19 pandemic. SpartanNash continues to recognize its family of associates for their dedication to serve customers and support local communities during this unprecedented time of need. Collaboration across the organization and the strength and resiliency of its people drives execution in a dynamic operating environment as SpartanNash supports consumer demand related to the COVID-19 pandemic.

Key financial and operational highlights for the first quarter include the following:

• Net sales decline of 7.0% to $2.66 billion from $2.86 billion in the prior year quarter, mainly due to cycling the prior year impacts of the COVID-19 pandemic. Food Distribution segment sales declined 2.6% compared to the prior year quarter and increased 14.1% compared to the first quarter of 2019. Retail comparable store sales declined 7.0% in the first quarter, however experienced growth of 9.3% on a two-year basis. In addition, the Company experienced growth in eCommerce sales of more than 8% compared to the prior year quarter, and growth of more than 180% compared to the first quarter of 2019.

• The Company delivered significant improvements in margin across all of its business segments, resulting in a year-over-year increase in consolidated margin rates from 14.8% to 15.7%.

• The Company made important additions to the executive leadership team during the quarter. These strategic appointments included an Executive Vice President and Chief Financial Officer, Jason Monaco; Senior Vice President and Chief Supply Chain Officer, Dave Petko; and Executive Vice President and Chief Strategy Officer, Masiar Tayebi. These additions reflect the Company’s investment in human capital and are critical to establishing the groundwork for executing strategic initiatives.

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The Company has re-affirmed its full year fiscal 2021 outlook. While the Company is re-affirming net sales guidance for fiscal 2021, it now expects that Retail comparable sales will be negative 5.0% to 7.0% for 2021. Food Distribution sales are still expected to decline 1.0% to 3.0% in 2021, while Military Distribution sales are now expected to decline 6.0% to 10.0% in 2021.

Results of Operations

The following table sets forth items from the condensed consolidated statements of earnings as a percentage of net sales and the year-to-year percentage change in the dollar amounts:

	Percentage of Net Sales					Percentage Change
	16 Weeks Ended					16 Weeks Ended
	April 24, 2021			April 18, 2020		April 24, 2021
Net sales		100.0			100.0		(7.0	)
Gross profit		15.7			14.8		(1.3	)
Selling, general and administrative		14.6			13.7		(0.9	)
Acquisition and integration		0.0			—	**
Restructuring charges and asset impairment, net		(0.0	)		0.4		(101.6	)
Operating earnings		1.1			0.8		37.1
Other expenses and (income)		0.2			0.2		(34.5	)
Earnings before income taxes		1.0			0.5		67.6
Income tax expense		0.2			0.0	**
Net earnings		0.7			0.5		26.7

Note: Certain totals do not sum due to rounding.

** Not meaningful

Net Sales – The following table presents net sales by segment and variances in net sales:

	16 Weeks Ended
(In thousands)	April 24, 2021		April 18, 2020		Variance
Food Distribution	$	1,334,082	$	1,369,495	$	(35,413	)
Retail		739,444		782,568		(43,124	)
Military		584,273		704,393		(120,120	)
Total net sales	$	2,657,799	$	2,856,456	$	(198,657	)

Net sales for the quarter ended April 24, 2021 (the “first quarter”) decreased $198.7 million, or 7.0%, to $2.66 billion from $2.86 billion in the quarter ended April 18, 2020 (the “prior year quarter”). The decrease in net sales was due to favorable prior year sales, attributable to increased consumer demand related to COVID-19 in all segments, including ongoing domestic base access and commissary shopping restrictions associated with COVID-19 in the Military segment, partially offset by continued growth with certain existing Food Distribution customers.

Food Distribution net sales decreased $35.4 million, or 2.6%, to $1.33 billion in the first quarter from $1.37 billion in the prior year quarter. The decrease was due to favorable prior year sales attributable to increased consumer demand related to COVID-19, as well as impacts from the Company’s decision to exit Fresh Production operations, which accounted for a $21.7 million, or 1.6% decline in segment revenues in the quarter. The first quarter sales decline was partially offset by growth with certain existing customers.

Retail net sales decreased $43.1 million, or 5.5%, to $739.4 million in the first quarter from $782.6 million in the prior year quarter. The decrease in net sales was primarily due to favorable prior year sales attributable to increased consumer demand related to COVID-19. Comparable store sales declined 7.0% for the quarter compared to the first quarter of 2020 and grew 9.3% on a two-year comparable basis. The Company defines a retail store as comparable when it is in operation for 14 accounting periods (a period equals four weeks), regardless of remodels, expansions, or relocated stores. Acquired stores are included in the comparable sales calculation 13 periods after the acquisition date. Sales are compared to the same store’s operations from the prior year period for purposes of calculation of comparable store sales, or to the same store’s operations from the period two years ago in the case of a two-year comparison. Fuel is excluded from the comparable sales calculation due to volatility in price. Comparable store sales is a widely used metric among retailers, which is useful to management and investors to assess performance. The Company’s definition of comparable store sales may differ from similarly titled measures at other companies.

Military net sales decreased $120.1 million, or 17.1%, to $584.3 million in the first quarter from $704.4 million in the prior year quarter. For the quarter, the decline was largely driven from cycling favorable prior year sales attributable to increased consumer demand related to COVID-19, in addition to the ongoing impact of domestic base access and commissary shopping restrictions which followed the first quarter of the prior year and have continued to contribute to significant declines in commissary sales as a whole.

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Gross Profit – Gross profit represents net sales less cost of sales, which for all non-production operations includes purchase costs, in-bound freight, physical inventory adjustments, markdowns and promotional allowances and excludes warehousing costs, depreciation and other administrative expenses. For the Company’s food processing operations, cost of sales includes direct product and production costs, inbound freight, purchasing and receiving costs, utilities, depreciation, and other indirect production costs and excludes out-bound freight and other administrative expenses. The Company’s gross profit definition may not be identical to similarly titled measures reported by other companies. Vendor allowances that relate to the buying and merchandising activities consist primarily of promotional allowances, which are generally allowances on purchased quantities and, to a lesser extent, slotting allowances, which are billed to vendors for the Company’s merchandising costs, such as setting up warehouse infrastructure. Vendor allowances are recognized as a reduction in cost of sales when the product is sold. Lump sum payments received for multi-year contracts are amortized over the life of the contracts based on contractual terms. The distribution segments include shipping and handling costs in the Selling, general and administrative section of operating expenses in the consolidated statements of earnings.

Gross profit decreased $5.5 million, or 1.3%, to $418.0 million in the first quarter from $423.6 million in the prior year quarter. As a percent of net sales, gross profit was 15.7% compared to 14.8% in the prior year quarter. The first quarter change in the gross profit rate was driven by improvements at all three segments, as well as increases in the proportion of margin accretive Food Distribution and Retail segment sales.

Selling, General and Administrative Expenses – Selling, general and administrative (“SG&A”) expenses consist primarily of salaries and wages, employee benefits, facility costs, shipping and handling, equipment rental, depreciation (to the extent not included in cost of sales), out-bound freight and other administrative expenses.

SG&A expenses for the first quarter decreased $3.4 million, or 0.9%, to $387.9 million in the first quarter from $391.3 million in the prior year quarter, representing 14.6% of net sales in the first quarter compared to 13.7% in the prior year quarter. The increase in expenses as a rate of sales compared to the prior year quarter was due to a higher rate of supply chain expenses in the Food Distribution and Military segments, cycling prior year labor rate leverage in the Retail segment and increases in corporate administrative expenses, partially offset by lower incentive compensation expenses.

Acquisition and Integration – Acquisition and integration expenses for the first quarter were $0.1 million. The expense is associated with the integration of Martin’s Super Markets.

Restructuring and Asset Impairment – First quarter and prior year quarter results included net gains of $0.2 million and charges of $10.2 million, respectively, of restructuring and asset impairment activity. The current quarter activity consists primarily of gains on the sale of pharmacy customer lists, mostly offset by retail store closing and asset impairment charges. The prior year quarter expense consists primarily of asset impairment charges and severance costs related to the closing of the Company’s Fresh Cut facility, as well as retail store closing charges.

Operating Earnings – The following table presents operating earnings (loss) by segment and variances in operating earnings (loss):

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020			Variance
Food Distribution	$	21,146		$	11,390		$	9,756
Retail		14,192			12,645			1,547
Military		(5,143	)		(2,005	)		(3,138	)
Total operating earnings	$	30,195		$	22,030		$	8,165

Operating earnings increased $8.2 million, or 37.1% to $30.2 million in the first quarter from $22.0 million in the prior year quarter. The first quarter increase was attributable to improved margin rates, lower restructuring and impairment charges, and lower incentive compensation costs, partially offset by an increase in the rate of supply chain expenses and the impact of decreased sales volume.

Food Distribution operating earnings increased $9.8 million, or 85.7%, to $21.1 million in the first quarter from $11.4 million in the prior year quarter. The increase in operating earnings for Food Distribution was due to lower asset impairment and restructuring charges as well as favorable margin rates, partly offset by a higher rate of supply chain expenses.

Retail operating earnings increased $1.5 million, or 12.2% to $14.2 million in the first quarter from $12.6 million in the prior year quarter. The increases in operating earnings were primarily attributable to the improvements in margin rates as well as lower incentive compensation expense and were partially offset by the decrease in sales volume, as well as the resulting deleverage of certain expenses, including store labor.

Military operating loss increased $3.1 million, or 156.5% to $5.1 million in the first quarter from $2.0 million in the prior year quarter. The increase in the reported operating loss was due to a higher rate of supply chain expenses and a decrease in sales volume, partially offset by improvements in gross margin rates.

Interest Expense – Interest expense decreased $3.0 million, or 39.9%, to $4.6 million in the first quarter from $7.6 million in the prior year quarter. The decrease in interest expense was due to rate cuts implemented by the Federal Reserve during the prior year, as well as significant decreases in the average debt balance.

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Income Taxes – The effective income tax rates were 24.6% and 0.2% for the first quarter and prior year quarter, respectively. The difference from the federal statutory rate in the current year was due to state taxes, partially offset by federal tax credits. In the prior year, the difference from the federal statutory rate was primarily as a result of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act and federal tax credits, partially offset by state taxes and stock-based compensation.

On March 27, 2020, the U.S. government enacted tax legislation to provide economic stimulus and support businesses and individuals during the COVID-19 pandemic, referred to as the CARES Act. In connection with the CARES Act, the Company recorded a net discrete income tax benefit of $4.3 million in the first quarter of 2020, associated with the additional deductibility of certain expenses combined with provisions which enable companies to carry back tax losses to years prior to the enactment of the Tax Cuts and Jobs Act, when the federal statutory income tax rate was 35%.

Non-GAAP Financial Measures

In addition to reporting financial results in accordance with GAAP, the Company also provides information regarding adjusted operating earnings, adjusted earnings from continuing operations, and adjusted earnings before interest, taxes, depreciation and amortization (“adjusted EBITDA”). These are non-GAAP financial measures, as defined below, and are used by management to allocate resources, assess performance against its peers and evaluate overall performance. The Company believes these measures provide useful information for both management and its investors. The Company believes these non-GAAP measures are useful to investors because they provide additional understanding of the trends and special circumstances that affect its business. These measures provide useful supplemental information that helps investors to establish a basis for expected performance and the ability to evaluate actual results against that expectation. The measures, when considered in connection with GAAP results, can be used to assess the overall performance of the Company as well as assess the Company’s performance against its peers. These measures are also used as a basis for certain compensation programs sponsored by the Company. In addition, securities analysts, fund managers and other shareholders and stakeholders that communicate with the Company request its financial results in these adjusted formats.

Current year adjusted operating earnings, adjusted earnings from continuing operations, and adjusted EBITDA exclude organizational realignment costs and severance associated with cost reduction initiatives. Organizational realignment costs include benefits for associates terminated as part of a leadership transition plan which do not meet the definition of a reduction-in-force. Prior year adjusted operating earnings, adjusted earnings from continuing operations, and adjusted EBITDA exclude “Fresh Cut operating losses” subsequent to the decision to exit these operations during the first quarter, severance associated with cost reduction initiatives, and fees paid to a third-party advisory firm associated with Project One Team, the Company’s initiative to drive growth while increasing efficiency and reducing costs. Pension termination income related to a refund from the annuity provider associated with the final reconciliation of participant data is excluded from adjusted earnings from continuing operations. Each of these items are considered “non-operational” or “non-core” in nature.

Adjusted Operating Earnings

Adjusted operating earnings is a non-GAAP operating financial measure that the Company defines as operating earnings plus or minus adjustments for items that do not reflect the ongoing operating activities of the Company and costs associated with the closing of operational locations.

The Company believes that adjusted operating earnings provide a meaningful representation of its operating performance for the Company as a whole and for its operating segments. The Company considers adjusted operating earnings as an additional way to measure operating performance on an ongoing basis. Adjusted operating earnings is meant to reflect the ongoing operating performance of all of its distribution and retail operations; consequently, it excludes the impact of items that could be considered “non-operating” or “non-core” in nature and also excludes the contributions of activities classified as discontinued operations. Because adjusted operating earnings and adjusted operating earnings by segment are performance measures that management uses to allocate resources, assess performance against its peers and evaluate overall performance, the Company believes it provides useful information for both management and its investors. In addition, securities analysts, fund managers and other shareholders and stakeholders that communicate with the Company request its operating financial results in an adjusted operating earnings format.

Adjusted operating earnings is not a measure of performance under GAAP and should not be considered as a substitute for operating earnings, and other income statement data. The Company’s definition of adjusted operating earnings may not be identical to similarly titled measures reported by other companies.

20

Following is a reconciliation of operating earnings to adjusted operating earnings for the 16 weeks ended April 24, 2021 and April 18, 2020.

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Operating earnings	$	30,195		$	22,030
Adjustments:
Acquisition and integration		59			—
Restructuring and asset impairment, net		(161	)		10,237
Costs associated with Project One Team		—			493
Organizational realignment costs		641			—
Severance associated with cost reduction initiatives		125			5,156
Fresh Cut operating losses		—			2,262
Adjusted operating earnings	$	30,859		$	40,178
Reconciliation of operating earnings (loss) to adjusted operating earnings (loss) by segment:
Food Distribution:
Operating earnings	$	21,146		$	11,390
Adjustments:
Restructuring and asset impairment, net		(18	)		9,222
Costs associated with Project One Team		—			265
Organizational realignment costs		313			—
Severance associated with cost reduction initiatives		99			3,180
Fresh Cut operating losses		—			2,262
Adjusted operating earnings	$	21,540		$	26,319
Retail:
Operating earnings		14,192			12,645
Adjustments:
Acquisition and integration		59			—
Restructuring and asset impairment, net		(143	)		1,015
Costs associated with Project One Team		—			164
Organizational realignment costs		234			—
Severance associated with cost reduction initiatives		29			1,451
Adjusted operating earnings	$	14,371		$	15,275
Military:
Operating loss	$	(5,143	)	$	(2,005	)
Adjustments:
Costs associated with Project One Team		—			64
Organizational realignment costs		94			—
Severance associated with cost reduction initiatives		(3	)		525
Adjusted operating loss	$	(5,052	)	$	(1,416	)

Adjusted Earnings from Continuing Operations

Adjusted earnings from continuing operations is a non-GAAP operating financial measure that the Company defines as net earnings from plus or minus adjustments for items that do not reflect the ongoing operating activities of the Company and costs associated with the closing of operational locations.

The Company believes that adjusted earnings from continuing operations provide a meaningful representation of its operating performance for the Company. The Company considers adjusted earnings from continuing operations as an additional way to measure operating performance on an ongoing basis. Adjusted earnings from continuing operations is meant to reflect the ongoing operating performance of all of its distribution and retail operations; consequently, it excludes the impact of items that could be considered “non-operating” or “non-core” in nature, and excludes the contributions of activities classified as discontinued operations. Because adjusted earnings from continuing operations is a performance measure that management uses to allocate resources, assess performance against its peers and evaluate overall performance, the Company believes it provides useful information for both management and its investors. In addition, securities analysts, fund managers and other shareholders and stakeholders that communicate with the Company request its operating financial results in adjusted earnings from continuing operations format.

21

Adjusted earnings from continuing operations is not a measure of performance under accounting principles generally accepted in the United States of America and should not be considered as a substitute for net earnings, cash flows from operating activities and other income or cash flow statement data. The Company’s definition of adjusted earnings from continuing operations may not be identical to similarly titled measures reported by other companies.

Following is a reconciliation of net earnings to adjusted earnings from continuing operations for the 16 weeks ended April 24, 2021 and April 18, 2020.

	16 Weeks Ended
	April 24, 2021					April 18, 2020
				per diluted					per diluted
(In thousands, except per share amounts)	Earnings			share		Earnings			share
Net earnings	$	19,516		$	0.54	$	15,402		$	0.43
Adjustments:
Acquisition and integration		59					—
Restructuring and asset impairment, net		(161	)				10,237
Fresh Cut operating losses		—					2,262
Costs associated with Project One Team		—					493
Organizational realignment costs		641					—
Severance associated with cost reduction initiatives		125					5,156
Pension termination		—					(1,004	)
Total adjustments		664					17,144
Income tax effect on adjustments (a)		(162	)				(4,095	)
Impact of CARES Act (b)		—					(4,345	)
Total adjustments, net of taxes		502			0.02		8,704			0.24
Adjusted earnings from continuing operations	$	20,018		$	0.56	$	24,106		$	0.67

(a) The income tax effect on adjustments is computed by applying the effective tax rate, before discrete tax items, to the total adjustments for the period.

(b) Represents tax impacts attributable to the Coronavirus Aid, Relief and Economic Security (“CARES”) Act, and related tax planning, primarily related to additional deductions and the utilization of net operating loss carryback.

Adjusted EBITDA

Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“adjusted EBITDA”) is a non-GAAP operating financial measure that the Company defines as net earnings plus interest, discontinued operations, depreciation and amortization, and other non-cash items including share-based payments (equity awards measured in accordance with ASC 718, Stock Compensation, which include both stock-based compensation to employees and stock warrants issued to non-employees) and the LIFO provision, as well as adjustments for items that do not reflect the ongoing operating activities of the Company and costs associated with the closing of operational locations.

The Company believes that adjusted EBITDA provides a meaningful representation of its operating performance for the Company and for its operating segments. The Company considers adjusted EBITDA as an additional way to measure operating performance on an ongoing basis. Adjusted EBITDA is meant to reflect the ongoing operating performance of all of its distribution and retail operations; consequently, it excludes the impact of items that could be considered “non-operating” or “non-core” in nature, and also excludes the contributions of activities classified as discontinued operations. Because adjusted EBITDA and adjusted EBITDA by segment are performance measures that management uses to allocate resources, assess performance against its peers and evaluate overall performance, the Company believes it provides useful information for both management and its investors. In addition, securities analysts, fund managers and other shareholders and stakeholders that communicate with the Company request its operating financial results in adjusted EBITDA format.

Adjusted EBITDA and adjusted EBITDA by segment are not measures of performance under GAAP and should not be considered as a substitute for net earnings, cash flows from operating activities and other income or cash flow statement data. The Company’s definitions of adjusted EBITDA and adjusted EBITDA by segment may not be identical to similarly titled measures reported by other companies.

22

Following is a reconciliation of net earnings to adjusted EBITDA for the 16 weeks ended April 24, 2021 and April 18, 2020.

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Net earnings	$	19,516		$	15,402
Income tax expense		6,356			31
Other expenses, net		4,323			6,597
Operating earnings		30,195			22,030
Adjustments:
LIFO expense		1,655			1,583
Depreciation and amortization		28,091			27,656
Acquisition and integration		59			—
Restructuring and asset impairment, net		(161	)		10,237
Fresh Cut operating losses		—			2,262
Stock-based compensation		4,190			2,243
Stock warrant		645			—
Non-cash rent		(895	)		(1,594	)
Costs associated with Project One Team		—			493
Organizational realignment costs		641			—
Severance associated with cost reduction initiatives		125			5,156
(Gain) loss on disposal of assets		(182	)		3,911
Other non-cash charges		480			1
Adjusted EBITDA	$	64,843		$	73,978

23

Following is a reconciliation of operating earnings (loss) to adjusted EBITDA by segment for the 16 weeks ended April 24, 2021 and April 18, 2020.

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Food Distribution:
Operating earnings	$	21,146		$	11,390
Adjustments:
LIFO expense		794			794
Depreciation and amortization		9,790			10,183
Restructuring and asset impairment, net		(18	)		9,222
Fresh Cut operating losses		—			2,262
Stock-based compensation		1,929			1,005
Stock warrant		645			—
Non-cash rent		774			58
Costs associated with Project One Team		—			265
Organizational realignment costs		313			—
Severance associated with cost reduction initiatives		99			3,180
(Gain) loss on disposal of assets		(37	)		2,140
Other non-cash charges (gains)		234			(1	)
Adjusted EBITDA	$	35,669		$	40,498
Retail:
Operating earnings	$	14,192		$	12,645
Adjustments:
LIFO expense		415			343
Depreciation and amortization		14,241			13,756
Acquisition and integration		59			—
Restructuring and asset impairment, net		(143	)		1,015
Stock-based compensation		1,480			750
Non-cash rent		(1,552	)		(1,534	)
Costs associated with Project One Team		—			164
Organizational realignment costs		234			—
Severance associated with cost reduction initiatives		29			1,451
(Gain) loss on disposal of assets		(123	)		1,805
Other non-cash charges		175			—
Adjusted EBITDA	$	29,007		$	30,395
Military:
Operating loss	$	(5,143	)	$	(2,005	)
Adjustments:
LIFO expense		446			446
Depreciation and amortization		4,060			3,717
Stock-based compensation		781			488
Non-cash rent		(117	)		(118	)
Costs associated with Project One Team		—			64
Organizational realignment costs		94			—
Severance associated with cost reduction initiatives		(3	)		525
Gain on disposal of assets		(22	)		(34	)
Other non-cash charges		71			2
Adjusted EBITDA	$	167		$	3,085

24

Liquidity and Capital Resources

Cash Flow Information

The following table summarizes the Company’s consolidated statements of cash flows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Cash flow activities
Net cash (used in) provided by operating activities	$	(31,778	)	$	129,296
Net cash provided by (used in) investing activities		4,257			(13,951	)
Net cash provided by (used in) financing activities		30,910			(118,262	)
Net increase (decrease) in cash and cash equivalents		3,389			(2,917	)
Cash and cash equivalents at beginning of the period		19,903			24,172
Cash and cash equivalents at end of the period	$	23,292		$	21,255

Net cash provided by operating activities. Net cash provided by operating activities decreased during the current year-to-date period from the prior year-to-date period by approximately $161.1 million largely due to changes in operating asset and liability balances, primarily from increases in working capital, and decreases in accrued compensation. In the prior year, significant increases in sales volume related to the COVID-19 pandemic resulted in decreases in inventory levels, which benefited prior year operating cash flows. In the current year, investments in working capital, including re-building inventory levels to serve current customer demand, as well as the payout of incentive compensation amounts earned in the prior year unfavorably impacted operating cash flows.

Net cash used in investing activities. Net cash used in investing activities decreased $18.2 million in the current year compared to the prior year primarily due to proceeds on the sale of fixed assets in the current year.

Capital expenditures were $22.1 million in the current year and cloud computing application development spend, which is included in operating activities, was $1.9 million, compared to capital expenditures of $17.9 million and cloud computing application development spend of $1.6 million in the prior year. The Company expects full fiscal year 2021 capital expenditures and cloud computing application development spend to range from $80.0 million to $90.0 million. The Food Distribution, Retail and Military segments utilized 45.0%, 41.3% and 13.7% of capital expenditures, respectively, in the current year.

Net cash used in financing activities. Net cash used in financing activities decreased $149.2 million in the current year compared to the prior year primarily due to borrowings on the senior credit facility compared to net payments in the prior year.

Debt Management

Total debt, including finance lease liabilities, was $527.1 million and $486.4 million as of April 24, 2021 and January 2, 2021, respectively. The increase in total debt was due to increased borrowings on the senior credit facility, which were used to fund operating activities in the quarter.

Liquidity

The Company’s principal sources of liquidity are cash flows generated from operations and its senior secured credit facility. As of April 24, 2021, the senior secured credit facility had outstanding borrowings of $481.8 million. Additional available borrowings under the Company’s credit facility are based on stipulated advance rates on eligible assets, as defined in the Credit Agreement. The Credit Agreement requires that the Company maintain excess availability of 10% of the borrowing base, as such term is defined in the Credit Agreement. The Company had excess availability after the 10% covenant of $363.4 million at April 24, 2021. Payment of dividends and repurchases of outstanding shares are permitted, provided that certain levels of excess availability are maintained. The credit facility provides for the issuance of letters of credit, of which $15.6 million were outstanding as of April 24, 2021. The credit facility matures December 18, 2023 and is secured by substantially all of the Company’s assets.

The Company believes that cash generated from operating activities and available borrowings under the credit facility will be sufficient to meet anticipated requirements for working capital, capital expenditures, dividend payments, and debt service obligations for the foreseeable future. However, there can be no assurance that the business will continue to generate cash flow at or above current levels or that the Company will maintain its ability to borrow under the Credit Agreement.

The Company’s current ratio (current assets to current liabilities) was 1.65-to-1 at April 24, 2021 compared to 1.47-to-1 at January 2, 2021, and its investment in working capital was $410.0 million at April 24, 2021 compared to $325.2 million at January 2, 2021. The net long-term debt to total capital ratio was 0.40-to-1 at April 24, 2021 compared to 0.39-to-1 at January 2, 2021.

25

Net long-term debt is a non-GAAP financial measure that is defined as long-term debt and finance lease liabilities, plus current portion of long-term debt and finance lease liabilities, less cash and cash equivalents. The ratio of net debt to capital is a non-GAAP financial measure that is calculated by dividing net long-term debt, as defined previously, by total capital (net long-term debt plus total shareholders’ equity). The Company believes both management and its investors find the information useful because it reflects the amount of long-term debt obligations that are not covered by available cash and temporary investments. Total net long-term debt is not a substitute for GAAP financial measures and may differ from similarly titled measures of other companies.

Following is a reconciliation of “Long-term debt and finance lease liabilities” to Net long-term debt as of April 24, 2021 and January 2, 2021.

	April 24,			January 2,
(In thousands)	2021			2020
Current portion of long-term debt and finance lease liabilities	$	4,996		$	5,135
Long-term debt and finance lease liabilities		522,068			481,309
Total debt		527,064			486,444
Cash and cash equivalents		(23,292	)		(19,903	)
Net long-term debt	$	503,772		$	466,541

For information on contractual obligations, see the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021. At April 24, 2021, there have been no material changes to the Company’s significant contractual obligations outside the ordinary course of business.

Cash Dividends

During the quarter ended April 24, 2021, the Company declared $7.2 million in dividends. A 3.9% increase in the quarterly dividend rate from $0.1925 per share to $0.20 per share was approved by the Board of Directors and announced on March 5, 2021. Although the Company expects to continue to pay a quarterly cash dividend, adoption of a dividend policy does not commit the Board of Directors to declare future dividends. Each future dividend will be considered and declared by the Board of Directors at its discretion. Whether the Board of Directors continues to declare dividends depends on a number of factors, including the Company’s future financial condition, anticipated profitability and cash flows and compliance with the terms of its credit facilities.

Under the senior revolving credit facility, the Company is generally permitted to pay dividends in any fiscal year up to an amount such that all cash dividends, together with any cash distributions and share repurchases, do not exceed $35.0 million. Additionally, the Company is generally permitted to pay cash dividends and repurchase shares in excess of $35.0 million in any fiscal year so long as its Excess Availability, as defined in the senior revolving credit facility, is in excess of 10% of the Total Borrowing Base, as defined in the senior revolving credit facility, before and after giving effect to the repurchases and dividends.

Off-Balance Sheet Arrangements

The Company has also made certain commercial commitments that extend beyond April 24, 2021. These commitments consist primarily of purchase commitments (as disclosed in the Company’s Annual Report on Form 10-K for the year ended January 2, 2021), standby letters of credit of $15.6 million as of April 24, 2021, and interest on long-term debt and finance lease liabilities.

Critical Accounting Policies

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and the related disclosure of contingent assets and liabilities. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that may not be readily apparent from other sources. Based on the Company’s ongoing review, the Company makes adjustments it considers appropriate under the facts and circumstances. This discussion and analysis of the Company’s financial condition and results of operations is based upon the Company’s consolidated financial statements. The Company believes these accounting policies and others set forth in Item 7 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021 should be reviewed as they are integral to the understanding the Company’s financial condition and results of operations. The Company has discussed the development, selection and disclosure of these accounting policies with the Audit Committee of the Board of Directors. The accompanying financial statements are prepared using the same critical accounting policies discussed in the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021.

26

Recently Issued Accounting Standards

Refer to Note 2 in the notes to the condensed consolidated financial statements for further information.

ITEM 3. Quantitative and Qualitative Disclosure about Market Risk

There have been no material changes in market risk of SpartanNash from the information provided in Part II, Item 7A, “Quantitative and Qualitative Disclosure About Market Risk,” of the Company’s Annual Report on Form 10-K for the fiscal year ended January 2, 2021.

ITEM 4. Controls and Procedures

An evaluation of the effectiveness of the design and operation of SpartanNash Company’s disclosure controls and procedures (as currently defined in Rule 13a-15(e) under the Securities Exchange Act of 1934) was performed as of April 24, 2021 (the “Evaluation Date”). This evaluation was performed under the supervision and with the participation of SpartanNash Company’s management, including its Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). As of the Evaluation Date, SpartanNash Company’s management, including the CEO and CFO, concluded that SpartanNash’s disclosure controls and procedures were effective as of the Evaluation Date to ensure that material information required to be disclosed in the reports that the Company files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities and Exchange Act of 1934 is accumulated and communicated to management, including its principal executive and principal financial officer, as appropriate, to allow for timely decisions regarding required disclosure. During the first quarter of 2021 there were no changes in SpartanNash’s internal control over financial reporting that materially affected, or were reasonably likely to materially affect, SpartanNash’s internal control over financial reporting.

27

PART II

OTHER INFORMATION

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information regarding SpartanNash’s purchases of its own common stock during the 16-week period ended April 24, 2021. These may include: (1) shares of SpartanNash common stock delivered in satisfaction of the exercise price and/or tax withholding obligations by holders of employee stock options who exercised options, and (2) shares submitted for cancellation to satisfy tax withholding obligations that occur upon the vesting of the restricted shares. The value of the shares delivered or withheld is determined by the applicable stock compensation plan. For the first quarter of 2021, all employee transactions related to shares submitted for cancellation to satisfy tax withholding obligations that occur upon the vesting of the restricted shares.

During the fourth quarter of 2017, the Board authorized a publicly announced $50 million share repurchase program, expiring in 2022. There were no share repurchases made under this program during the first quarter of 2021. At April 24, 2021, $35.0 million remains available under the program.

			Average
	Total Number		Price Paid
Fiscal Period	of Shares Purchased		per Share
January 2 - January 30, 2021
Employee Transactions		—	$	—
Repurchase Program		—	$	—
January 31 - February 27, 2021
Employee Transactions		—	$	—
Repurchase Program		—	$	—
February 28 - March 27, 2021
Employee Transactions		112,660	$	18.45
Repurchase Program		—	$	—
March 28 - April 24, 2021
Employee Transactions		—	$	—
Repurchase Program		—	$	—
Total for quarter ended April 24, 2021
Employee Transactions		112,660	$	18.45
Repurchase Program		—	$	—

28

ITEM 6. Exhibits

The following documents are filed as exhibits to this Quarterly Report on Form 10-Q:

Exhibit Number	Document
3.1	Restated Articles of Incorporation of SpartanNash Company, as amended. Previously filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 15, 2017. Incorporated herein by reference.
3.2	Bylaws of SpartanNash Company, as amended. Previously filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, filed on March 1, 2017. Incorporated herein by reference.
10.1	Form of Restricted Stock Award to Non-Employee Directors.
10.2	Form of Restricted Stock Award to Associates.
10.3	2021 Long-Term Incentive Plan Document.
10.4	2021 Annual Cash Incentive Plan Document.
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
104	The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 24, 2021, has been formatted in Inline XBRL.

29

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	SPARTANNASH COMPANY (Registrant)
Date:  June 3, 2021	By	/s/ Jason Monaco
		Jason Monaco Executive Vice President and Chief Financial Officer

30

EX-10.1

Exhibit 10.1

2020 STOCK INCENTIVE PLAN

RESTRICTED STOCK AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS

GRANTED TO	GRANT DATE	NUMBER OF SHARES OF RESTRICTED STOCK	Grant NUMBER
###PARTICIPANT_NAME###	###GRANT_DATE###	###TOTAL_AWARDS###	###EMPLOYEE_GRANT_NUMBER###

This Restricted Stock Award Agreement (the “Agreement”) is made as of the date specified in the individual grant summary, by and between SpartanNash Company, a Michigan corporation (together with its subsidiaries, “SpartanNash”) and the person specified in the individual grant summary, a non‑employee Director of SpartanNash (the “Director” or “you”).

SpartanNash has adopted the 2020 Stock Incentive Plan (the “Plan”) which permits the grant of an award of Shares of Restricted Stock.  Capitalized terms not defined in this Agreement shall have the meaning ascribed to such terms in the Plan.

In consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration the parties hereto agree as follows:

1.Grant of Restricted Stock. SpartanNash hereby grants to you the number of Shares of Restricted Stock specified in the grant summary above for no cash consideration.  The Restricted Stock shall be subject to the terms and conditions in this Agreement and the Plan. You acknowledge receipt of a copy of the Plan Prospectus.  The date of grant shall be as specified on your individual grant summary above (“Grant Date”).

2.Vesting of Restricted Stock. The Restricted Stock is subject to the following transfer and forfeiture conditions (the “Restrictions”), which will lapse, if at all, as described below.  Except as otherwise provided in the Plan or this Agreement, neither the Shares of Restricted Stock nor any dividends paid on such Shares of Restricted Stock, may be sold, assigned, hypothecated or transferred (including without limitation, transfer by gift or donation) until the applicable vesting date[s] provided below (the “Restricted Period”). If the application of the vesting percentages below results in the vesting of a fractional Share of Restricted Stock, the number of Shares vested shall be rounded to the nearest whole number.

Vesting Dates:Cumulative Shares Vested:
March 4, 2022100%

Except as provided in Section 3 below, Unvested Restricted Stock shall be cancelled and forfeited if, at any time within the Restricted Period, your service on the Board terminates for any reason.

3.Accelerated Vesting.

a.Upon termination of your service within the Restricted Period by reason of death, Disability (as defined in the Plan) or Retirement (as defined in the Plan), the Restricted Period shall end upon such termination, and the Restricted Stock will vest and no longer be subject to forfeiture.

1

Exhibit 10.1

b.In the event of a Change in Control (as defined in the Plan), if this Award Agreement is not assumed by the surviving entity or otherwise equitably converted or substituted in connection with the Change in Control in a manner approved by the Committee or the Board, then the Shares of Restricted Stock shall immediately become fully vested and delivered to you.  If this Award Agreement is assumed by the surviving entity or otherwise equitably converted or substituted in connection with the Change in Control in a manner approved by the Committee or the Board, and if on or after the effective date of the Change in Control, your service with the Board ends (either by resignation or removal under circumstances other than for Cause, as defined in the Plan), the Shares of Restricted Stock shall immediately become fully vested and delivered to you.

6.Miscellaneous.

a.You shall have the right to vote the Shares of Restricted Stock.  During the Restricted Period, you will accrue dividend equivalent amounts equal in value to the dividends you would have received in the absence of any Restrictions.  The dividend equivalents, and any other non‑cash dividends or distributions paid, with respect to a given Share of unvested Restricted Stock shall be subject to the same Restrictions as those relating to that Share of Restricted Stock granted under this Agreement.  After the Restricted Period ends with respect to that Share of Restricted Stock, you will receive cash equal to the value of the dividend equivalents that were accrued with respect to that Share, and you will have all shareholder rights, including the right to transfer the Share, subject to such conditions as SpartanNash may reasonably specify to ensure compliance with federal and state securities laws.

b.Shares of Restricted Stock issued hereunder shall at all times remain subject to any SpartanNash recoupment or recovery policy, as well as any policy on hedging and pledging, as such policies may be amended from time to time.

c.Shares of Restricted Stock shall be evidenced by appropriate entry on the books of SpartanNash or a duly authorized transfer agent of SpartanNash (without a paper certificate).

d.Neither the Plan nor this Agreement shall (i) be deemed to give you a right to remain a Director of SpartanNash, (ii) restrict the right of SpartanNash to discharge you, with or without cause, or (iii) be deemed to be a written contract of employment or service.

e.SpartanNash, in its sole discretion, may decide to deliver any documents related to the Restricted Stock or other awards granted to you under the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on‑line or electronic system established and maintained by SpartanNash or a third party designated by SpartanNash.  The third party administrator may send user ID, password and trading PIN information to new participants directly via regular mail.

f.This Restricted Stock grant shall be effective only after you agree to the terms and conditions of this Agreement. You shall not disclose either the contents or any of the terms and conditions of the Restricted Stock to any other person and agrees that SpartanNash shall have the right, in its sole discretion, to immediately terminate the Restricted Stock in the event of such disclosure by you.

g.This Agreement shall be construed under and governed by the internal laws of the State of Michigan without regard to the application of any choice-of-law rules that would result in the application of another state’s laws.  In any action brought by SpartanNash under or relating to this Agreement, you consent to exclusive jurisdiction and venue in the federal and state courts in,

2

Exhibit 10.1

at the election of SpartanNash, (i) the State of Michigan and (ii) any state and county in which SpartanNash contends that you have breached this Agreement.  In any action brought by you under or relating to this Agreement, SpartanNash consents to the exclusive jurisdiction and venue in the federal and state courts of the State of Michigan, County of Kent.

h.The invalidity or enforceability of any provision of the Plan or this Agreement will not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement will be severable and enforceable to the extent permitted by law.

By execution of this Agreement as of the Grant Date, you hereby accept and agree to be bound by all of the terms and conditions of this Agreement and the Plan.

DIRECTOR:

SIGNED BY ELECTRONIC SIGNATURE*

* By electronically accepting the RESTRICTED STOCK, YOU agree that (i) such acceptance constitutes YOUR electronic signature in execution of this Agreement; (ii) YOU agree to be bound by the provisions of the Plan AND the Agreement; (iii) YOU haVE reviewed the Plan AND the Agreement in their entirety, haVE had an opportunity to obtain the advice of counsel prior to accepting the RESTRICTED STOCK and fully understand all of the provisions of the Plan AND the Agreement; (iv) YOU haVE been provided with a copy or electronic access to a copy of the U.S. prospectus for the Plan; and (v) YOU hereby agree to accept as binding, conclusive and final all decisions or interpretations of the committee upon any questions arising under the Plan AND the Agreement.

3

EX-10.2

Exhibit 10.2

2020 STOCK INCENTIVE PLAN
RESTRICTED STOCK AWARD AGREEMENT

GRANTED TO	GRANT DATE	NUMBER OF SHARES OF RESTRICTED STOCK	GRant NUMBER
###PARTICIPANT_NAME###	###GRANT_DATE###	###TOTAL_AWARDS###	###EMPLOYEE_GRANT_NUMBER###

This Restricted Stock Award Agreement (the “Agreement”) is made as of the date specified in the individual grant summary, by and between SpartanNash Company, a Michigan corporation (together with its subsidiaries, “SpartanNash”), and the person specified in the individual grant summary, an employee of SpartanNash (the “Employee” or “you”).  For purposes of the Agreement, the “Employer” means SpartanNash or any Affiliate that employs you.

SpartanNash has adopted the 2020 Stock Incentive Plan (the “Plan”) which permits the grant of an award of Shares of Restricted Stock.  Capitalized terms not defined in this Agreement shall have the meaning ascribed to such terms in the Plan.

In consideration of the mutual covenants hereinafter set forth and for other good and valuable consideration the parties hereto agree as follows:

1. Grant of Restricted Stock.  SpartanNash hereby grants to you the number of Shares of Restricted Stock specified in the grant summary above for no cash consideration.  The Restricted Stock shall be subject to the terms and conditions in this Agreement and the Plan. You acknowledge receipt of a copy of the Plan Prospectus.  The date of grant shall be as specified on your individual grant summary above (“Grant Date”).

2. Vesting of Restricted Stock.  The Restricted Stock is subject to the following transfer and forfeiture conditions (the “Restrictions”), which will lapse, if at all, as described below.  Except as otherwise provided in the Plan or this Agreement, neither the Shares of Restricted Stock nor any dividends paid on such Shares of Restricted Stock, may be sold, assigned, hypothecated or transferred (including without limitation, transfer by gift or donation) until the applicable vesting dates provided below (the “Restricted Period”). If the application of the vesting percentages below results in the vesting of a fractional Share of Restricted Stock, the number of Shares vested shall be rounded to the nearest whole number.

Vesting Dates:Cumulative Shares Vested:
March 4, 202233.33%
March 1, 202366.67%
March 1, 2024 100.00%

Except as provided in Section 3 below, Unvested Restricted Stock shall be cancelled and forfeited if, at any time within the Restricted Period, your employment terminates for any reason.  For purposes of this letter agreement, a “termination of employment” with SpartanNash means the termination of your employment with SpartanNash and all Affiliates.  For avoidance of doubt, if you are employed by an Affiliate that is sold or otherwise ceases to be an Affiliate of SpartanNash, you shall incur a termination of employment under this Agreement.

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Exhibit 10.2

3. Accelerated or Continued Vesting.

a. Upon termination of your employment within the Restricted Period by reason of death or Disability (as defined in the Plan), the Restricted Period shall end upon such termination due to death or Disability, and the Restricted Stock will vest and no longer be subject to forfeiture.  

b. Upon termination of your employment within the Restricted Period due to Retirement, if you continue to comply with the restrictive covenants in Section 4 below and Exhibit A, the Shares of Restricted Stock will continue to vest in accordance with the terms of this Agreement as if you had remained in employment with the Employer.

c. In the event of a Change in Control (as defined in the Plan), if this Award Agreement is not assumed by the surviving entity or otherwise equitably converted or substituted in connection with the Change in Control in a manner approved by the Committee or the Board, then the Shares of Restricted Stock shall immediately become fully vested and delivered to you.  If this Award Agreement is assumed by the surviving entity or otherwise equitably converted or substituted in connection with the Change in Control in manner approved by the Committee or the Board, and if within two years after the effective date of the Change in Control, your employment with the surviving entity and all of its affiliates (the “employer”) is involuntarily terminated without Cause, then the Shares of Restricted Stock shall immediately become fully vested and delivered to you.

4. Non‑Compete Restrictions.  As a condition of and in consideration for receiving this Restricted Stock Award, you agree to comply with the restrictive covenants regarding non‑competition, non‑solicitation and other matters set forth on Exhibit A to this Agreement.

5. Miscellaneous.

a. You shall have the right to vote the Shares of Restricted Stock.  During the Restricted Period, you will accrue dividend equivalent amounts equal in value to the dividends you would have received in the absence of any Restrictions.  The dividend equivalents, and any other non‑cash dividends or distributions paid, with respect to a given Share of unvested Restricted Stock shall be subject to the same Restrictions as those relating to that Share of Restricted Stock granted under this Agreement.  After the Restricted Period ends with respect to that Share of Restricted Stock, you will receive cash equal to the value of the dividend equivalents that were accrued with respect to that Share, and you will have all shareholder rights, including the right to transfer the Share, subject to such conditions as SpartanNash may reasonably specify to ensure compliance with federal and state securities laws.

b. Shares of Restricted Stock issued hereunder shall at all times remain subject to any SpartanNash recoupment or recovery policy, as well as any policy on hedging and pledging, as such policies may be amended from time to time.

c. Shares of Restricted Stock shall be evidenced by appropriate entry on the books of SpartanNash or a duly authorized transfer agent of SpartanNash (without a paper certificate).

d. Neither the Plan nor this Agreement shall (i) be deemed to give you a right to remain an employee of SpartanNash, (ii) restrict the right of SpartanNash to discharge you, with or without cause, or (iii) be deemed to be a written contract of employment.

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Exhibit 10.2

e. In order to provide SpartanNash with the opportunity to claim the benefit of any income tax deduction which may be available to it and in order to comply with all applicable laws or regulations, SpartanNash may take such actions as it deems appropriate to ensure that, if necessary, all required federal, state, local or foreign payroll, employment, income or other withholding taxes are withheld or collected from you (“Tax‑Related Items”).  Unless the Committee determines otherwise, such withholding shall be accomplished by withholding of Shares that would otherwise be released upon vesting having a Fair Market Value equal to the Tax‑Related Items.

f. SpartanNash, in its sole discretion, may decide to deliver any documents related to the Restricted Stock or other awards granted to you under the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on‑line or electronic system established and maintained by SpartanNash or a third party designated by SpartanNash.  The third-party administrator may send user ID, password and trading PIN information to new participants directly via regular mail.

g. This Restricted Stock grant shall be effective only after you agree to the terms and conditions of this Agreement (including the restrictive covenants in Exhibit A).  You shall not disclose either the contents or any of the terms and conditions of the Restricted Stock to any other person and agrees that SpartanNash shall have the right, in its sole discretion, to immediately terminate the Restricted Stock in the event of such disclosure.

h. This Agreement shall be construed under and governed by the internal laws of the State of Michigan without regard to the application of any choice‑of‑law rules that would result in the application of another state’s laws.  In any action brought by SpartanNash under or relating to this Agreement, you consent to exclusive jurisdiction and venue in the federal and state courts in, at the election of SpartanNash, (i) the State of Michigan and (ii) any state and county in which SpartanNash contends that you have breached this Agreement.  In any action brought by you under or relating to this Agreement, SpartanNash consents to the exclusive jurisdiction and venue in the federal and state courts of the State of Michigan, County of Kent.

i. The invalidity or enforceability of any provision of the Plan or this Agreement will not affect the validity or enforceability of any other provision of the Plan or this Agreement, and each provision of the Plan and this Agreement will be severable and enforceable to the extent permitted by law.

By execution of this Agreement as of the Grant Date, you hereby accept and agree to be bound by all of the terms and conditions of this Agreement and the Plan.

EMPLOYEE:

SIGNED BY ELECTRONIC SIGNATURE*

* By electronically accepting the RESTRICTED STOCK, YOU agree that (i) such acceptance constitutes YOUR electronic signature in execution of this Agreement; (ii) YOU agree to be bound by the provisions of the Plan AND the Agreement; (iii) YOU haVE reviewed the Plan AND the Agreement in their entirety, haVE had an opportunity to obtain the advice of counsel prior to accepting the RESTRICTED STOCK and fully understand all of the provisions of the Plan AND the Agreement; (iv) YOU HAVE been provided with a copy or electronic access to a copy of the U.S. prospectus for the Plan; and (v) YOU hereby agree to accept as binding, conclusive and final all decisions or interpretations of the committee upon any questions arising under the Plan AND the Agreement.

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Exhibit 10.2

Exhibit A
SpartanNash Company
Post‑Employment Competition Agreement

1.Introduction

SpartanNash faces intense competition in all of its lines of business. Your employment with SpartanNash has required, and will continue to require, that you work with SpartanNash’s non‑public, proprietary, confidential or trade secret information (all such information, “Confidential Information”), which is vitally important to SpartanNash’s success. You have also participated in and developed relationships with SpartanNash customers in the course of your employment.

It is important that SpartanNash take steps to protect its Confidential Information and business relationships, even after your employment with SpartanNash concludes for any reason. Your disclosure of Confidential Information or interference with SpartanNash’s relationships could do serious damage to the business, finances, or reputation of SpartanNash. For these reasons, SpartanNash requires that you agree to the restrictions set forth below as consideration for, and as a condition of receipt of, your Restricted Stock Award.

2.Important Definitions

As used in this document:

“Agreement” means this Restricted Stock Award Agreement, including the post‑employment competition agreement in this Exhibit A.

“Business” means the Military Segment (defined below), the Food Distribution Segment (defined below) and the Retail Segment (defined below):

• The “Military Segment” means:  the manufacturing, procurement, sale or distribution of Products (defined below) within the military resale system, including, but not limited to, the United States military commissaries and exchanges, the Defense Commissary Agency, AAFES, NEXCOM, CGX, MCX, and any third‑party distributors, brokers, partners or manufacturers with which SpartanNash conducted business or was preparing to conduct business in the Military Segment at any time during the 24‑month period preceding the termination of your employment for any reason;

• The “Food Distribution Segment” means:  the manufacture, sale, or distribution of Products (defined below), or provision of any value‑added services, to any independent grocery store, SpartanNash‑owned grocery stores, “meal kit” provider, reseller, national account, or any other retailer of Products (whether brick‑and‑mortar or e‑commerce) with whom SpartanNash conducted business or was preparing to conduct business at any time during the 24‑month period preceding the termination of your employment for any reason; and

• The “Retail Segment” means:  the operation of any retail grocery store or other business that obtains, or plans to obtain, twenty percent (20%) or more of its gross revenue from retail sales of Products (as defined below).

“Covered Customer” means any Person to whom SpartanNash provided goods or services at any time during the 24‑month period preceding the termination of your employment for any reason, with which or with whom you first had contact directly or indirectly as part of your job responsibilities (including oversight responsibility) with SpartanNash or about which or whom you learned Confidential Information.

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4813-7743-0175\5

Exhibit 10.2

“Person” means any natural person, corporation, general partnership, limited partnership, limited liability company or partnership, joint venture, proprietorship, other business organization, business trust, union, association or governmental or regulatory entities, department, agency or authority.

“Products” means grocery and related products including, nationally branded and private label grocery products and perishable food products (including dry groceries, produce, dairy products, meat, delicatessen items, bakery goods, frozen food, seafood, floral products, beverages, tobacco products, fresh protein‑based foods, prepared meals, and value‑added products such as fresh‑cut fruits and vegetables and prepared salads), general merchandise, health and beauty care products, pharmacy products (prescription and non‑prescription drugs), fuel and other items offered by SpartanNash.

“Restricted Area” means (i) with respect to the Military Segment, the United States, Europe, Cuba, Puerto Rico, Bahrain, Egypt and any other country in the world where SpartanNash engages in the Military Segment or was preparing to engage in the Military Segment, in each case, at any time during the 24‑month period preceding the termination of your employment for any reason; (ii) with respect to the Food Distribution Segment, any U.S. state or territory and any other country in the world where SpartanNash engages in the Food Distribution Segment or was preparing to engage in the Food Distribution Segment, in each case, at any time during the 24‑month period preceding the termination of your employment for any reason; or (iii) with respect to the Retail Segment, in Iowa, Michigan, Minnesota, Nebraska, North Dakota, Ohio, South Dakota, and Wisconsin, as well as any other state in the United States where SpartanNash engages in the Retail Segment or was preparing to engage in the Retail Segment, in each case, at any time during the 24‑month period preceding the termination of your employment for any reason.

“SpartanNash” means SpartanNash Company and any of its subsidiaries.

3.Your Agreements

By accepting the Restricted Stock Award, you agree that, while you are employed with SpartanNash and for twelve (12) months following the termination of your employment for any reason, you will not, directly or indirectly:

a. be employed or engaged by, own any interest in, manage, control, participate in, serve on the board of directors of, consult with, provide advice to, contribute to, lend money to or otherwise finance, hold a security interest in, render services for, or provide assistance to, any Person that engages or is preparing to engage, anywhere within the Restricted Area, in any Business with respect to which you had responsibility at any time within the 24‑month period preceding the termination of your employment for any reason, or with respect to which you possess any Confidential Information; provided, however, that you may make passive investments of not more than one percent (1%) of the capital stock or other ownership or equity interest, or voting power, in a public company, registered under the Securities Exchange Act of 1934, as amended;

b. (i) solicit or conduct business with any Covered Customer or any current, former or prospective supplier; or (ii) otherwise induce any current, former or prospective customer, supplier, contractor, or other third party to stop doing business with SpartanNash, adversely change the terms or amount of its business with SpartanNash, refuse to do business with SpartanNash; or (iii) otherwise interfere with any SpartanNash business relationships; or

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4813-7743-0175\5

Exhibit 10.2

c. hire, engage, or solicit for employment or engagement any individual who was employed or engaged by SpartanNash at any time within the 24‑month period preceding the termination of your employment for any reason, or encourage or persuade any such individual to end his or her relationship with SpartanNash.

You agree that the restrictions above are necessary to ensure the protection and continuity of the business and goodwill of SpartanNash, and that the restrictions are reasonable as to geography, duration and scope.

4.Other Terms and Conditions

a. Coordination with Other Agreements. This document, together with the 2020 SpartanNash Stock Incentive Plan and any award letter issued thereunder, sets forth the entire agreement between you and SpartanNash with respect to its subject matter, and merges and supersedes all prior discussions, negotiations, representations, proposals, agreements and understandings of every kind and nature between you and SpartanNash with respect to its subject matter; except that, this Agreement does not impair, diminish, restrict or waive any other restrictive covenant, nondisclosure obligation or confidentiality obligation you have to SpartanNash under any other agreement, policy, plan or program of SpartanNash, all of which remain in effect and constitute separate, enforceable obligations. You and SpartanNash represent that, in executing this Agreement, you and SpartanNash have not relied upon any representations or statements made, other than those set forth in this document, with regard to the subject matter, basis or effect of this Agreement.

b. Severability; “Blue Penciling”.  If any one or more of the provisions contained in this Agreement shall be held to be excessively broad as to duration, activity or subject, then any such provision will be construed by limiting and reducing it so as to be enforceable to the maximum extent allowed by applicable law and then so enforced.  If any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired.  A determination in any jurisdiction that this Agreement, in whole or in part, is invalid, illegal or unenforceable will not in any way affect or impair the validity, legality or enforceability of this Agreement in any other jurisdiction.

c. Waiver.  SpartanNash’s failure to enforce any term, provision or covenant of this Agreement will not be construed as a waiver.  Waiver by SpartanNash of any breach or default by you or any other person will not operate as a waiver of any other breach or default.

d. Successors and Assigns.  This Agreement shall inure to the benefit of and be binding upon SpartanNash, any successor organization which shall succeed to SpartanNash by acquisition, merger, consolidation or operation of law, or by acquisition of assets of SpartanNash and any assigns of SpartanNash.  You may not assign your obligations under this Agreement.

e. Modification; Amendment.  This Agreement may not be changed orally, but may be changed only in a writing signed by you and an officer of SpartanNash holding the title of Senior Vice President or any more senior position.

f. Governing Law.  This Agreement shall be construed under and governed by the internal laws of the State of Michigan without regard to the application of any choice‑of‑law rules that would result in the application of another state’s laws.  In any action brought by SpartanNash under or relating to this Agreement, you consent to exclusive jurisdiction and venue in the federal

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4813-7743-0175\5

Exhibit 10.2

and state courts in, at the election of SpartanNash, (i) the State of Michigan and (ii) any state and county in which SpartanNash contends that you have breached this Agreement.  In any action brought by you under or relating to this Agreement, SpartanNash consents to the exclusive jurisdiction and venue in the federal and state courts of the State of Michigan, County of Kent.

g. Relief.  In addition, you agree that SpartanNash would suffer irreparable harm if you were to breach, or threaten to breach, your agreements in Section 3 above and that SpartanNash would by reason of such breach, or threatened breach, be entitled to injunctive relief in an appropriate court, without the need to post any bond, and you consent to the entry of injunctive relief prohibiting you from breaching your agreements in Section 3 above.  You also agree that SpartanNash may claim and recover money damages in addition to injunctive relief.  Furthermore, in the event you were to breach, or threaten to breach, any of your agreements in Section 3 above, all Shares of the Restricted Stock subject to the Restrictions will be forfeited.

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4813-7743-0175\5

EX-10.3

Exhibit 10.3

2021Long-Term Incentive Plan

This document sets forth the SpartanNash Company Long-Term Incentive Plan for awards made during the fiscal year ending January 1, 2022 and covering the three fiscal year period ending December 30, 2023 (“2021 LTIP”).

1.Authority and Administration. This 2021 LTIP is authorized and administered by the Compensation Committee of the Board of Directors of SpartanNash Company (the “Committee”). For Participants in positions at the Vice President level and above, the target 2021 LTIP award value will be split equally between two award components: equity, in the form of SpartanNash common stock, and cash. For Participants at the director level, the 2021 LTIP will have only an equity component.  The Committee retains the discretion to deliver a 2021 LTIP award comprised of all stock or cash in lieu of an award comprised of stock and cash.  Awards will be subject to plan documents as follows:

a) Equity component.The equity component of the 2021 LTIP will be granted under and subject to the Company’s Stock Incentive Plan of 2020. The terms and conditions of vesting of all equity awards, including upon termination in the event of death, retirement, disability, or change in control, are set forth in the applicable Stock Incentive Plan and the individual award letters.

b) Cash Component. The cash component of the 2021 LTIP will be governed by this document.

2.Equity Component. The equity component of the 2021 LTIP will consist of restricted stock that vests in three equal annual installments. Specifically, 33.3% of the shares will vest at least 12 months from the grant date, with the final installment vesting in March 2024. The terms and conditions, including treatment upon termination of employment, of the grant are set forth in an award agreement that will be issued to each recipient.  

3.Cash Component. This section explains the cash component of the 2021 LTIP.

a)Target Award Amount. Each Participant’s threshold, target and maximum 2021 LTIP award opportunity will be communicated to him or her separately in writing. Each 2021 LTIP award will be paid to the extent SpartanNash achieves at least the threshold level of performance for the applicable performance measurement, and the Participant otherwise satisfies the requirements of the LTIP and the applicable Plan.

1

Exhibit 10.3

b)Performance Period and Measurements.

i. Performance Measurement. The “Performance Period” for the 2021 LTIP will begin on January 3, 2021 and end on December 31, 2022.  

ii. Metrics. The two-year performance payout under the 2021 LTIP will be determined by SpartanNash’s performance with respect to the metrics below, each of which will be weighted by the corresponding percentage:

Performance Measurement	Percentage of Long-Term CashIncentive Award
Consolidated Adjusted EBITDA 1		70%
Plan-based ROIC2		30%

¹ Consolidated Adjusted EBITDA is a non-GAAP operating financial measure that is defined as net earnings from continuing operations plus depreciation and amortization, and other non-cash items including imputed interest, deferred (stock) compensation, the LIFO provision, as well as adjustments for unusual items that do not reflect the ongoing operating activities of SpartanNash and costs associated with the closing of operational locations, interest expense and the provision for income taxes to the extent deducted in the computation of net earnings.  

² Plan-based ROIC is calculated by dividing the tax affected operating profit adjusted for income and expenses consistently with the annual incentive plan for the last year of the measurement period and LIFO expense by a 5 quarter average of total invested capital (total assets plus LIFO reserve less cash and non-interest bearing current liabilities), calculated using the last 5 quarters of the measurement period.

Performance Goals and Payouts. Consolidated Adjusted EBITDA performance goal will include the two year cumulative EBITDA attained during the performance period. The Plan-based ROIC will be set based on budgeted ROIC for the 2022 fiscal year. 2021 LTIP award payouts will be determined based on the following payout schedule for both EBITDA and ROIC:

Performance Level	% of Target	Payout
	Below 90%	0%
Threshold	90.0%	10.0%
-	92.5%	32.5%
-	95.0%	55.0%
-	97.5%	77.5%
Target	100.0%	100.0%
-	102.5%	125.0%
-	105.0%	150.0%
-	107.5%	175.0%
Maximum	>=110%	200.0%

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Exhibit 10.3

If SpartanNash’s actual performance achieved for Consolidated Adjusted EBITDA or Plan-based ROIC exceeds the threshold level and falls between specified levels in the scale, then the percentage of the Target Award that will be paid will be determined by interpolation.

c) Additional Vesting Period. Upon completion of the two year performance period, the Cash Component achieved will be determined. The Cash Component payout will be subject to an additional 12 month vesting period. The Cash Component will only be paid out at the end of three year fiscal period described above.

d) Exclusions. The evaluation of these metrics will exclude (a) asset write downs, (b) litigation or claim judgments or settlements, (c) changes in tax laws, accounting principles, or other laws or provisions affecting reported results, (d) any reorganization and restructuring programs, (e) extraordinary non-recurring items as described in ASC 225-20 Presentation-Income Statement – Extraordinary and Unusual Items and/or in management’s discussion and analysis of financial condition and results of operations appearing in the Company’s annual report to shareholders for the applicable fiscal year(s), (f) acquisitions, divestitures or accounting changes, (g) foreign exchange gains and losses, and (h) other special charges or extraordinary items.

e) Effect of Termination of Employment without a Change in Control. Except as set forth in paragraph (f) below: (a) if a Participant’s employment with SpartanNash terminates for any reason other than Retirement, Death, or Total Disability before the end of a Performance Period, any unearned portion of the 2021 LTIP award will be forfeited; and (b) if a Participant’s employment terminates for Retirement, Death or Total Disability, eligibility for payout of an 2021 LTIP award will be determined as follows:

i. Death or Total Disability.If more than 12 months remain in the Performance Period, the Participant’s Target Award will be paid on a pro-rata basis based on the number of full weeks of employment during the Performance Period. The Incentive Award will be paid no later than the 15th day of the third month following the date of death or total disability. If 12 months or less remain in the Performance Period, then following the completion of the Performance Period, any earned LTIP award will be paid based on actual performance results on a pro-rata basis based on the number of full weeks of employment during the Performance Period. The Incentive Award will be paid no later than the 15th day of the third month following the date of the end of the Performance Period.

3

Exhibit 10.3

ii. Retirement. In the event of termination due to Retirement, the LTIP award, if any, will be the amount the Participant would have earned had he or she remained employed with SpartanNash until the end of the Performance Period based on actual performance results, paid on a pro-rated basis for the number of full weeks of employment during the Performance Period. The Incentive Award will be paid no later than the 15th day of the third month following the date of the end of the Performance Period.

iii. After the Performance Period. For termination due to death, Total Disability, or Retirement occurring during the vesting period but before the payout date, the earned LTIP award (if any) will be paid in fullno later than the 15th day of the third month following the date of such termination. For any other separation of employment occurring after the performance period but before the payout date, the 2021 LTIP award will be forfeited.

f) Change in Control.

i. Before the end of the Performance Period. Upon a Change in Control of SpartanNash (as defined in the Plan) before the end of the Performance Period, a Participant that is employed by SpartanNash on the effective date of the Change in Control will earn a 2021 LTIP award equal to the greater of the Target Award or the projected 2021 LTIP award (with the projected 2021 LTIP award to be calculated by estimating the Company’s expected performance for the Performance Period based on the Company’s performance in the then-current fiscal year as of the date of the Change in Control projected out through the end of the Performance Period), to be paid on a pro-rata basis for the number of full weeks completed in the Performance Period prior to the Change in Control. The Incentive Award will be paid no later than the 15^th day of the third month following the Change in Control.

ii. After Performance Period. Upon a Change in Control following the Performance Period, any earned but unpaid 2021 LTIP award will be payable in full upon the earliest to occur of the termination of employment for any reason, or a date selected by the
Company that is no later than the 15^th day of the third month following the Change in Control.

g) Executive Severance Agreement. The 2021 LTIP award opportunity described in this 2021 LTIP is not subject to the provisions of any Executive Severance Agreement with the Company. In the event of a Change in Control, a Participant’s right to receive any portion of the LTIP

4

Exhibit 10.3

award described in this2021 LTIP will be governed exclusively by the terms and conditions of the LTIP.

4.Clawback. All 2021 LTIP awards will be subject to the Company’s “clawback” policy providing for the recovery of incentive compensation, as amended by from time to time.

5.Delegation of Authority. The Compensation Committee of the Board of Directors has delegated to the Chief Human Resources Officer and her designees the authority to administer and interpret the 2021 LTIP, provided that such administration and interpretation is not contrary to the applicable Stock Incentive Plan, this 2021 LTIP, or any determination of the Compensation Committee.

6.Post-Employment Agreements. As a condition of and in consideration for participation in the 2021 LTIP, an associate must agree to the post-employment covenants regarding non-competition, non-solicitation and other matters set forth on Exhibit A to this document. Any associate participating in the 2021 LTIP must provide a signed acknowledgement of agreement.  

7.Other Rules of Participation.

a) The cash component of the 2021 LTIP is subject to the General Terms and Conditions set forth on Exhibit B to this Agreement.

b) Associates who are selected to receive a 2021 LTIP award under this plan will receive a notification of their designation as a 2021 LTIP Participant (“Participant”). Only associates who are in eligible roles on January 3 2021, or who are hired or promoted into a full-time eligible role on or before October 1, 2021 may be considered for a 2021 LTIP award.

c) If a Participant is on a non-FMLA leave during the Performance Period, then the 2021 LTIP award payout, if any, will be prorated based on the number of weeks worked during the Performance Period.

d) Associates who are on leave at the beginning of the Performance Period and terminate employment prior to returning to work are not eligible to receive an LTIP award.

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Exhibit 10.3

Exhibit A

SpartanNash Company

Post-Employment Competition Agreement

1. Introduction

SpartanNash faces intense competition in all of its lines of business. Your employment with SpartanNash has required, and will continue to require, that you work with SpartanNash’s non-public, proprietary, confidential or trade secret information (all such information, “Confidential Information”), which is vitally important to SpartanNash’s success. You have also participated in and developed relationships with SpartanNash customers in the course of your employment.  

It is important that SpartanNash take steps to protect its Confidential Information and business relationships, even after your employment with SpartanNash concludes for any reason. Your disclosure of Confidential Information or interference with SpartanNash’s relationships could do serious damage to the business, finances, or reputation of SpartanNash. For these reasons, SpartanNash requires that you agree to the restrictions set forth below as consideration for, and as a condition of receipt of, your 2021 Long Term Incentive Award opportunity (“LTI Award”).

2. Important Definitions

As used in this document:  

“Agreement” means this post-employment competition agreement.

“Business” means the Military Segment (defined below), the Food Distribution Segment (defined below) and the Retail Segment (defined below):

• The “Military Segment” means:  the manufacturing, procurement, sale or distribution of Products (defined below) within the military resale system, including, but not limited to, the United States military commissaries and exchanges, the Defense Commissary Agency, AAFES, NEXCOM, CGX, MCX, and any third-party distributors, brokers, partners or manufacturers with which SpartanNash conducted business or was preparing to conduct business in the Military Segment at any time during the 24-month period preceding the termination of your employment for any reason;

• The “Food Distribution Segment” means:  the manufacture, sale, or distribution of Products (defined below), or provision of any value-added services, to any independent grocery store, SpartanNash-owned grocery stores, “meal kit” provider, reseller, national account, or any other retailer of Products (whether brick-and-mortar or e-commerce) with whom SpartanNash conducted business or was preparing to conduct business at any time during the 24-month period preceding the termination of your employment for any reason; and

6

Exhibit 10.3

• The “Retail Segment” means:  the operation of any retail grocery store or other business that obtains, or plans to obtain, twenty percent (20%) or more of its gross revenue from retail sales of Products (as defined below).

“Covered Customer” means any Person to whom SpartanNash provided good or services at any time during the 24-month period preceding the termination of your employment for any reason, with which or with whom you first had contact directly or indirectly as part of your job responsibilities (including oversight responsibility) with SpartanNash or about which or whom you learned Confidential Information.

“Person” means any natural person, corporation, general partnership, limited partnership, limited liability company or partnership, joint venture, proprietorship, other business organization, business trust, union, association or governmental or regulatory entities, department, agency or authority.

“Products” means grocery and related products including, nationally branded and private label grocery products and perishable food products (including dry groceries, produce, dairy products, meat, delicatessen items, bakery goods, frozen food, seafood, floral products, beverages, tobacco products, fresh protein-based foods, prepared meals, and value-added products such as fresh-cut fruits and vegetables and prepared salads), general merchandise, health and beauty care products, pharmacy products (prescription and non-prescription drugs), fuel and other items offered by SpartanNash.

“Restricted Area” means (i) with respect to the Military Segment, the United States, Europe, Cuba, Puerto Rico, Bahrain, Egypt and any other country in the world where SpartanNash engages in the Military Segment or was preparing to engage in the Military Segment, in each case, at any time during the 24-month period preceding the termination of your employment for any reason; (ii) with respect to the Food Distribution Segment, any U.S. state or territory and any other country in the world where SpartanNash engages in the Food Distribution Segment or was preparing to engage in the Food Distribution Segment, in each case, at any time during the 24-month period preceding the termination of your employment for any reason; or (iii) with respect to the Retail Segment, in  Iowa, Michigan, Minnesota, Nebraska, North Dakota, Ohio, South Dakota, and Wisconsin, as well as any other state in the United States where SpartanNash engages in the Retail Segment or was preparing to engage in the Retail Segment, in each case, at any time during the 24-month period preceding the termination of your employment for any reason.

“SpartanNash” means SpartanNash Company and any of its subsidiaries.

3. Your Agreements

By accepting the LTI Award, you agree that, while you are employed with SpartanNash and for twelve (12) months following the termination of your employment for any reason, you will not, directly or indirectly:

a. be employed or engaged by, own any interest in, manage, control, participate in, serve on the board of directors of, consult with, provide advice to, contribute

7

Exhibit 10.3

to, lend money to or otherwise finance, hold a security interest in, render services for, or provide assistance to,any Person that engages or is preparing to engage, anywhere within the Restricted Area, in any Business with respect to which you had responsibility at any time within the 24-month period preceding the termination of your employment for any reason, or with respect to which you possess any Confidential Information; provided, however, that you may make passive investments of not more than one percent (1%) of the capital stock or other ownership or equity interest, or voting power, in a public company, registered under the Securities Exchange Act of 1934, as amended;

b. (i) solicit or conduct business with any Covered Customer or any current, former or prospective supplier; or (ii) otherwise induce any current, former or prospective customer, supplier, contractor, or other third party to stop doing business with SpartanNash, adversely change the terms or amount of its business with SpartanNash, refuse to do business with SpartanNash; or (iii) otherwise interfere with any SpartanNash business relationships; or

c. hire, engage, or solicit for employment or engagement any individual who was employed or engaged by SpartanNash at any time within the 24-month period preceding the termination of your employment for any reason, or encourage or persuade any such individual to end his or her relationship with SpartanNash.

You agree that the restrictions above are necessary to ensure the protection and continuity of the business and goodwill of SpartanNash, and that the restrictions are reasonable as to geography, duration and scope.

4. Other Terms and Conditions

a. Coordination with Other Agreements.This document, together with the SpartanNash Stock Incentive Plan of 2020 and any award letter issued thereunder,sets forth the entire agreement between you and SpartanNash with respect to its subject matter, and merges and supersedes all prior discussions, negotiations, representations, proposals, agreements and understandings of every kind and nature between you and SpartanNash with respect to its subject matter; exceptthat, this Agreement does not impair, diminish, restrict or waive any other restrictive covenant, nondisclosure obligation or confidentiality obligation you have to SpartanNash under any other agreement, policy, plan or program of SpartanNash, all of which remain in effect and constitute separate, enforceable obligations. You and SpartanNash represent that, in executing this Agreement, you and SpartanNash have not relied upon any representations or statements made, other than those set forth in this document, with regard to the subject matter, basis or effect of this Agreement.

b. Severability; “Blue Penciling.”  If any one or more of the provisions contained in this Agreement shall be held to be excessively broad as to duration, activity or subject, then any such provision will be construed by limiting and reducing it so as to be enforceable to the maximum extent allowed by applicable law and then so

8

Exhibit 10.3

enforced.  If any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired.  A determination in any jurisdiction that this Agreement, in whole or in part, is invalid, illegal or unenforceable will not in any way affect or impair the validity, legality or enforceability of this Agreement in any other jurisdiction.

c. Waiver.  SpartanNash’s failure to enforce any term, provision or covenant of this Agreement will not be construed as a waiver.  Waiver by SpartanNash of any breach or default by you or any other person will not operate as a waiver of any other breach or default.

d. Successors and Assigns.  This Agreement shall inure to the benefit of and be binding upon SpartanNash, any successor organization which shall succeed to SpartanNash by acquisition, merger, consolidation or operation of law, or by acquisition of assets of SpartanNash and any assigns of SpartanNash.  You may not assign your obligations under this Agreement.

e. Modification; Amendment.  This Agreement may not be changed orally, but may be changed only in a writing signed by you and an officer of SpartanNash holding the title of Senior Vice President or any more senior position.

f. Governing Law.  This Agreement shall be construed under and governed by the internal laws of the State of Michigan without regard to the application of any choice-of-law rules that would result in the application of another state’s laws.  In any action brought by SpartanNash under or relating to this Agreement, you consent to exclusive jurisdiction and venue in the federal and state courts in, at the election of SpartanNash, (i) the State of Michigan and (ii) any state and county in which SpartanNash contends that you have breached this Agreement.  In any action brought by you under or relating to this Agreement, SpartanNash consents to the exclusive jurisdiction and venue in the federal and state courts of the State of Michigan, County of Kent.  

g. Relief.  In addition, you agree that SpartanNash would suffer irreparable harm if you were to breach, or threaten to breach, your agreements in Section 3 above and that SpartanNash would by reason of such breach, or threatened breach, be entitled to injunctive relief in an appropriate court, without the need to post any bond, and you consent to the entry of injunctive relief prohibiting you from breaching your agreements in Section 3 above.  You also agree that SpartanNash may claim and recover money damages in addition to injunctive relief.  Furthermore, in the event you were to breach, or threaten to breach, any of your agreements in Section 3 above, any unvested or unpaid portion of the LTI Award will be forfeited.

9

Exhibit 10.3

Exhibit B

General Terms and Conditions Applicable to the Cash Component

1. Definitions.  The following terms shall have the definitions stated, unless the context requires a different meaning. Other defined terms shall have the meanings ascribed to them herein.

a. “Beneficiary” means the individual, trust or other entity designated by the Participant to receive any Incentive Award payable with respect to the Participant under the LTIP after the Participant’s death. A Participant may designate or change a Beneficiary by filing a signed designation with the Committee in a form approved by the Company. A Participant’s will or other estate planning document is not effective for this purpose. If a designation has not been completed properly and filed with the Committee or is ineffective for any other reason, the Beneficiary shall be the Participant’s Surviving Spouse. If there is no effective designation and the Participant does not have a Surviving Spouse, the remaining Incentive Award under this LTIP, if any, shall be paid to the Participant’s estate.

b. “Board” means the Board of Directors of the Company.

c. “Change in Control” has the meaning given to it in the applicable SpartanNash Company Stock Incentive Plan of 2020.

d. “Code” means the Internal Revenue Code of 1986, as amended.

e. “Company” means SpartanNash Company, a Michigan corporation, and its Subsidiaries.

f. “Incentive Award” means a bonus awarded and paid in cash to a Participant for services to the Company or a Business Unit that is based upon achievement of specified goals.

g. “Participant” means any person participating in the cash portion of the LTIP.  

h. “Retirement” means termination of employment as a result of retirement on or after the earlier of the date the Participant reaches (a) age 65; or (b) age 55, but only if such Participant has completed at least ten Years of Vested Service (as defined below) since the later of the Participant’s most recent date of hire or, if the Participant became an associate of the Company in connection with a merger or acquisition, the date of the Participant’s hire by the entity that is the subject of such merger or acquisition.

i. “Surviving Spouse” means the husband or wife of the Participant at the time of the Participant’s death who survives the Participant. If the Participant and the spouse die under circumstances that make the order of their deaths uncertain, it shall be presumed for purposes of this LTIP that the Participant survived the spouse.

j. “Total Disability” means the condition of a Participant who is and remains eligible for total and permanent disability benefits under § 223 of the Social Security Act, as amended.

10

Exhibit 10.3

k. “Year of Vested Service” means a calendar year in which a Participant is credited with at least 1,000 hours of employment with the Company or its Subsidiaries. For the purposes of this definition, “hours of employment” include actual hours of paid work, paid leave or other time off, and hours of work missed due to military service provided that the Participant returns to work while his or her rehire rights are protected by law.

2. Determination of Achievement. The Committee will determine achievement with respect to corporate performance goals by reference to such information as the Committee determines in its discretion.

3. Adjustments to Awards. Adjustments to Incentive Awards may be made when deemed appropriate by the Committee.The Committee may establish any specific conditions under which an Incentive Award may be reduced, forfeited, or amended. The Committee delegates to the Chief Executive Officer the authority to determine that a Participant’s award will be reduced or withheld if the Chief Executive Officer determines that the reduction or withholding is warranted by the Participant’s performance. All decisions of the Committee shall be final and binding on all Participants and their respective heirs, representatives and Beneficiaries.

4. Payment of Incentive Award; Form of Payment. The dollar amount of the Incentive Award for a Performance Period shall be paid to the Participant as soon as feasible following the completion of the Incentive Award calculations for the Performance Period; provided, however, such Incentive Award shall be paid no later than the 15^th day of the third month following the later of the end of the Performance Period in which the goals for the Incentive Award have been met and the date the Participant vests in the Incentive Award. In the event of the Participant’s death, Total Disability, or a Change in Control, payment shall be made no later than the 15^th day of the third month following the date on which the Participant’s rights in the Incentive Award vest or, if already vested, the 15^th day of the third month following the date of death, Total Disability, or Change in Control.

5. No Continuing Participation. An Associate’s designation as a participant for a Performance Period will not continue in effect for any subsequent Performance Period unless and until the Committee designates the Associate as a Participant in the subsequent Performance Period. The Committee may terminate participation by any Participant at any time with or without cause.

6. Benefits Not Guaranteed; No Rights to Award. Neither the establishment and maintenance of the LTIP nor participation in the LTIP shall provide any guarantee or other assurance that Incentive Awards will be payable under the LTIP. No Participant or other person shall have any claim to be granted any award or benefit under the LTIP and there is no obligation of uniformity of treatment of Participants under the LTIP. The terms and conditions of any

11

Exhibit 10.3

award or benefit of the same type and the determination of the Committee to grant a waiver or modification of any award or benefit and the terms and conditions thereof need not be the same with respect to each Participant.

7. No Right to Participate. Nothing in this LTIP shall be deemed or interpreted to provide a Participant or any non-participating Associate with any contractual right to participate in or receive benefits under the LTIP. No designation of a person as a Participant for all or any part of the Performance Period shall create a right to any Incentive Award, compensation or other benefits of the LTIP for any other Performance Period.

8. No Employment Right. Participation in this LTIP shall not be construed as constituting a commitment, guarantee, agreement, or understanding of any kind that the Company or any subsidiary will continue to employ any individual and this LTIP shall not be construed or applied as any type of employment contract or obligation. Nothing herein shall abridge or diminish the rights of the Company or any subsidiary to determine the terms and conditions of employment of any Participant or other person or to terminate the employment of any Participant or other person with or without cause at any time.

9. Not an ERISA Plan. The LTIP is an incentive compensation program for participants. Because the LTIP does not provide welfare benefits and does not provide for the deferral of compensation until termination of employment, it is established with the intent and understanding that it is not an employee benefit plan within the meaning of the federal Employee Retirement Income Security Act of 1974, as amended.

10. No Assignment or Transfer. Neither a Participant nor any Beneficiary or other representative of a Participant shall have any right to assign, transfer, attach, or pledge any bonus amount or credit, potential payment, or right to future payments of any bonus amount or credit, or any other benefit provided under this LTIP. Payment of any amount due or to become due under this LTIP shall not be subject to the claims of creditors of the Participant or to execution by attachment or garnishment or any other legal or equitable proceeding or process, unless otherwise specifically ordered by any court of competent jurisdiction.

11. Withholding and Payroll Taxes. The Company shall deduct from any payment made under this LTIP all amounts required by federal, state and local tax laws to be withheld and shall subject any payments made under the LTIP to all applicable payroll taxes and assessments.

12. Incapacitated Payee. If the Committee determines that a person entitled to a payment hereunder is incapacitated, it may cause benefits to be paid to another person for the use or benefit of the Participant or the Participant’s Beneficiary at

12

Exhibit 10.3

the time or times otherwise payable hereunder, in total discharge of the LTIP’s obligations to the Participant or Beneficiary.

13. Governing Law. The validity, construction and effect of the LTIP and any rules and regulations relating to the LTIP shall be determined in accordance with the laws of the State of Michigan and applicable federal law.

14. Construction. The singular includes the plural and the plural includes the singular. Capitalized terms, except those at the beginning of a sentence or part of a heading, have the meaning defined in the LTIP. The LTIP is intended to be exempt from Section 409A of the Code by providing for short-term deferrals as described in Treasury Regulations § 1.409A-1(b)(4) and shall be interpreted and administered to achieve that purpose.

15. Severability. In the event any provision of the LTIP shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of the LTIP and the LTIP shall be construed and enforced as if the illegal or invalid provision had not been included.

16. No Limit on Other Compensation Arrangements. Nothing contained in the LTIP shall prevent the Company or any subsidiary from adopting or continuing in effect other or additional compensation arrangements, including the grant of stock options and other stock-based awards, and such arrangements may be either generally applicable or applicable only in specific cases.

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EX-10.4

Exhibit 10.4

000100_2018_AIP_Plan

2021Annual Incentive Plan

This document sets forth the SpartanNash Company Annual Incentive Plan “AIP” for awards made during the fiscal year ending January 1, 2022 (“Fiscal Year”).

1.Authority and Administration. This AIP is authorized and administered by the Compensation Committee of the Board of Directors of SpartanNash Company (the “Committee”).

2.Target Award Amount. Each Participant’s threshold, target and maximum AIP award opportunity will be communicated to him or her separately in writing. AIP award opportunities will be expressed as a percentage of base compensation. For the purposes of this AIP, “base compensation” means (a) an associate’s annual base salary actually paid during the Fiscal Year for salaried (exempt) associates, and (b) all earnings (including regular time, overtime and vacation) paid for the Fiscal Year for hourly (non-exempt) associates.

3.Performance Metrics. No portion of an AIP award will be earned unless SpartanNash achieves the threshold level of performance of Earnings before Interest Taxes Depreciation and Amortization (EBITDA)¹. If the threshold level of adjusted EBITDA is achieved, each AIP award will be paid to the extent SpartanNash achieves at least the threshold level of performance for the applicable performance measurement, the Participant’s business unit achieves financial goals (as applicable). In addition, the Participant must otherwise satisfy the requirements of this AIP and the applicable Plan. Each Participant will be notified in writing of the Performance Metrics s/he must achieve against.  

4.Payout Scale for Corporate Metrics. For corporate performance metrics,AIP awards payouts will be earned according to the payout scales below. SpartanNash must achieve the threshold level of performance for EBITDA for any payout of any portion of an AIP award.  

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EBITDA Payout Scale:

Performance Level	Adjusted EBITDA % of Budget	Payout % of Target
	Below 93.9%	0%
Threshold	93.9%	25.0%
-	95.9%	50.0%
-	98.0%	75.0%
Target	100.0%	100.0%
-	102.0%	125.0%
-	104.1%	150.0%
-	106.1%	175.0%
Maximum	>=108.1%	200.0%

Net Sales Payout Scale:

Performance level	Net Sales % of Budget	Payout % of Target
-	<95.00%	0.0%
Threshold	95.00%	20.0%
-	96.25%	40.0%
-	97.50%	60.0%
-	98.75%	80.0%
Target	100.00%	100.0%
-	101.25%	125.0%
-	102.50%	150.0%
-	103.75%	175.0%
Maximum	>=105.00%	200.0%

5.Business Unit Goals. Each Participant may have a combination of Corporate metrics and business unit financial goals as noted in the relevant appendices to this Plan Document. For business unit goals, the Board of Directors will establish goals for the CEO; the CEO will establish goals for SVPs and EVPs, and SVPs/EVPs will establish goals for VP level associates and below. Target payouts and scales will vary by business unit and individual.

a) No business unit financial goals may be paid unless SpartanNash achieves the threshold level of EBITDA performance.

b) Any business unit goal will be capped at 200% maximum payout.

6.Clawback. All payouts under the AIP are subject to the Company’s “clawback” policy for the recovery of incentive compensation, as such policy may be amended from time to time.

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7.Termination.Except as provided in any Employment Agreement or Executive Severance Agreement:

a) If a Participant terminates employment during the Fiscal Year due to Retirement, Total Disability or death, then any earned portion of an AIP award will be prorated based on base compensation paid during the time the Participant was employed during the Fiscal Year.

b) A Participant whose employment is terminated as part of an involuntary reduction in force (“RIF”), or whose position is eliminated, is eligible to receive a prorated payout based on the base compensation paid during the plan year prior to the termination date.

c) Upon a Change in Control before the end of the Fiscal Year, associates will earn an incentive payout equal to the greater of the target award or the projected award, with the projected award to be determined by estimating the actual performance as of the end of the Fiscal Year based on actual performance in the Fiscal Year as of the date of the Change in Control and payment will be made no later than the 15^th day of the third month following the Change in Control. The amount of incentive payout will be prorated based on the number of completed weeks in the Fiscal Year prior to the Change in Control. If a Change in Control occurs after the end of the Fiscal Year but prior to payout, any earned incentive award would be paid no later than the 15^th day of the third month following the Change in Control.

8. Plan Eligibility.

a) An associate must be hired or promoted into an eligible role on or before October 1 of the Fiscal Year to be a Participant.

b) A Participant must be actively employed on the last day of the Fiscal Year and on the payout date to be eligible for an AIP award payout unless employment has terminated subject to paragraph 7 above.

c) AIP awards will be prorated for Participants who are promoted into an AIP eligible position after the beginning of the Fiscal Year and have a minimum of three months of plan participation. Proration is based on the compensation paid in the Fiscal Year the associate worked in an AIP eligible position. Working any day in a week will count towards proration for AIP purposes.

d) A Participant who moves from one AIP eligible position to another with a greater AIP target opportunity (or vice versa), or from an AIP eligible position to an ineligible position, will receive a prorated payout (if one is earned) that multiplies the target(s) by the compensation paid during the time the Participant worked in the position eligible for that target opportunity.

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e) A Participant on a non-FMLA leave will receive a prorated portion of any earned AIP award based on actual weeks worked during the Fiscal Year. Associates who are on any type of leave at the beginning of the Fiscal Year and who terminate employment prior to returning to work will not be eligible for an award.

9. General Terms and Conditions.

a) Definitions.  The following terms shall have the definitions stated. Other defined terms shall have the meanings ascribed to them above.

i. “Beneficiary” means the individual, trust or other entity designated by the Participant to receive any Incentive Award payable with respect to the Participant under the AIP after the Participant’s death. A Participant may designate or change a Beneficiary by filing a signed designation with the Committee in a form approved by the Company. A Participant’s will or other estate planning document is not effective for this purpose. If a designation has not been completed properly and filed with the Committee or is ineffective for any other reason, the Beneficiary shall be the Participant’s Surviving Spouse. If there is no effective designation and the Participant does not have a Surviving Spouse, the remaining Incentive Award under this AIP, if any, shall be paid to the Participant’s estate.

ii. “Board” means the Board of Directors of the Company.

iii. “Business Unit” means any subsidiary, department, division, profit center or other operational unit of the Company or any subsidiary as to which the Committee shall establish a Goal under the AIP applicable in a Fiscal Year.

iv. “Change in Control” has the meaning given to it in the SpartanNash Company Supplemental Executive Retirement Plan.

v. “Code” means the Internal Revenue Code of 1986, as amended.

vi. “Company” means SpartanNash Company, a Michigan corporation, and its Subsidiaries.

vii. “Incentive Award” means a bonus awarded and paid in cash to a Participant for services to the Company or a Business Unit that is based upon achievement of specified goals.

viii. “Participant” means any person participating in the AIP.  

ix. “Retirement” means termination of employment as a result of retirement on or after the earlier of the date the Participant reaches (a) age 65; or (b) age 55, but only if such Participant has completed at least ten Years of Vested Service (as defined below) since the later of the Participant’s most recent date of hire or, if the Participant became an associate of the Company in connection with a merger or acquisition, the date of the Participant’s hire by the entity that is the subject of such merger or acquisition.

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x. “Surviving Spouse” means the husband or wife of the Participant at the time of the Participant’s death who survives the Participant. If the Participant and the spouse die under circumstances that make the order of their deaths uncertain, it shall be presumed for purposes of this AIP that the Participant survived the spouse.

xi. “Total Disability” means the condition of a Participant who is and remains eligible for total and permanent disability benefits under § 223 of the Social Security Act, as amended.

xii. “Year of Vested Service” means a calendar year in which a Participant is credited with at least 1,000 hours of employment with the Company or its Subsidiaries. For the purposes of this definition, “hours of employment” include actual hours of paid work, paid leave or other time off, and hours of work missed due to military service provided that the Participant returns to work while his or her rehire rights are protected by law.

b) Determination of Achievement. The Committee will determine achievement with respect to corporate performance goals by reference to such information as the Committee determines in its discretion.

c) Adjustments to Awards. Adjustments to Incentive Awards may be made when deemed appropriate by the Committee.The Committee may establish any specific conditions under which an Incentive Award may be reduced, forfeited, or amended. The Committee delegates to the Chief Executive Officer the authority to determine that a Participant’s award will be reduced or withheld if the Chief Executive Officer determines that the reduction or withholding is warranted by the Participant’s performance. All decisions of the Committee shall be final and binding on all Participants and their respective heirs, representatives and Beneficiaries.

d) Payment of Incentive Award; Form of Payment. The dollar amount of the Incentive Award for a Fiscal Year shall be paid to the Participant as soon as feasible following the completion and approval of the Incentive Award calculations for the Fiscal Year; provided, however, such Incentive Award shall be paid no later than the 15^th day of the third month following the later of the end of the Fiscal Year in which the goals for the Incentive Award have been met and the date the Participant vests in the Incentive Award. In the event of the Participant’s death, Total Disability, or a Change in Control, payment shall be made no later than the 15^th day of the third month following the date on which the Participant’s rights in the Incentive Award vest or, if already vested, the 15^th day of the third month following the date of death, Total Disability, or Change in Control.

e) Stock in Lieu of Cash. To the extent authorized by the Committee and the Chief Human Resources Officer, a Participant may elect to receive a portion of his or her Incentive Award to be paid in cash under this AIP in the form of Common Stock under a plan or program established for that purpose, provided that the Participant is an eligible  participant under such plan.

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f) No Continuing Participation. An Associate’s designation as a participant for a Fiscal Year will not continue in effect for any subsequent Fiscal Year unless and until the Committee designates the Associate as a Participant in the subsequent Fiscal Year. The Committee may terminate participation by any Participant at any time with or without cause.

g) Benefits Not Guaranteed; No Rights to Award. Neither the establishment and maintenance of the AIP nor participation in the AIP shall provide any guarantee or other assurance that Incentive Awards will be payable under the AIP. No Participant or other person shall have any claim to be granted any award or benefit under the AIP and there is no obligation of uniformity of treatment of Participants under the AIP. The terms and conditions of any award or benefit of the same type and the determination of the Committee to grant a waiver or modification of any award or benefit and the terms and conditions thereof need not be the same with respect to each Participant.

h) No Right to Participate. Nothing in this AIP shall be deemed or interpreted to provide a Participant or any non-participating Associate with any contractual right to participate in or receive benefits under the AIP. No designation of a person as a Participant for all or any part of the Fiscal Year shall create a right to any Incentive Award, compensation or other benefits of the AIP for any other Fiscal Year.

i) No Employment Right. Participation in this AIP shall not be construed as constituting a commitment, guarantee, agreement, or understanding of any kind that the Company or any subsidiary will continue to employ any individual and this AIP shall not be construed or applied as any type of employment contract or obligation. Nothing herein shall abridge or diminish the rights of the Company or any subsidiary to determine the terms and conditions of employment of any Participant or other person or to terminate the employment of any Participant or other person with or without cause at any time.

j) Not an ERISA Plan. The AIP is an incentive compensation program for participants. Because the AIP does not provide welfare benefits and does not provide for the deferral of compensation until termination of employment, it is established with the intent and understanding that it is not an employee benefit plan within the meaning of the federal Employee Retirement Income Security Act of 1974, as amended.

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k) No Assignment or Transfer. Neither a Participant nor any Beneficiary or other representative of a Participant shall have any right to assign, transfer, attach, or pledge any bonus amount or credit, potential payment, or right to future payments of any bonus amount or credit, or any other benefit provided under this AIP. Payment of any amount due or to become due under this AIP shall not be subject to the claims of creditors of the Participant or to execution by attachment or garnishment or any other legal or equitable proceeding or process, unless otherwise specifically ordered by any court of competent jurisdiction.

l) Withholding and Payroll Taxes. The Company shall deduct from any payment made under this AIP all amounts required by federal, state and local tax laws to be withheld and shall subject any payments made under the AIP to all applicable payroll taxes and assessments.

m) Incapacitated Payee. If the Committee determines that a person entitled to a payment hereunder is incapacitated, it may cause benefits to be paid to another person for the use or benefit of the Participant or the Participant’s Beneficiary at the time or times otherwise payable hereunder, in total discharge of the AIP’s obligations to the Participant or Beneficiary.

n) Governing Law. The validity, construction and effect of the AIP and any rules and regulations relating to the AIP shall be determined in accordance with the laws of the State of Michigan and applicable federal law.

o) Construction. The singular includes the plural and the plural includes the singular. Capitalized terms, except those at the beginning of a sentence or part of a heading, have the meaning defined in the AIP. The AIP is intended to be exempt from Section 409A of the Code by providing for short-term deferrals as described in Treasury Regulations § 1.409A-1(b)(4) and shall be interpreted and administered to achieve that purpose.

p) Severability. In the event any provision of the AIP shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining provisions of the AIP and the AIP shall be construed and enforced as if the illegal or invalid provision had not been included.

q) No Limit on Other Compensation Arrangements. Nothing contained in the AIP shall prevent the Company or any subsidiary from adopting or continuing in effect other or additional compensation arrangements, including the grant of stock options and other stock-based awards, and such arrangements may be either generally applicable or applicable only in specific cases.

7

Exhibit 10.4

¹  EBITDA is adjusted for (a) asset write downs. (b) litigation or claim judgments or settlements, (c) changes in tax laws, accounting principles, or other laws or provisions affecting reported results, (d) any reorganization and restructuring programs, (e) extraordinary non-recurring items as described in ASC 225-20 Presentation-Income Statement – Extraordinary and Unusual Items and/or in management’s discussion and analysis of financial condition and results of operations appearing in the Company’s annual report to shareholders for the applicable fiscal year(s), (f) acquisitions, divestitures or accounting changes, (g) foreign exchange gains and losses, and (h) other special charges or extraordinary items.

Appendix for MDV Participants

Each participant whose management and performance is based on the Military Business Unit will have a combination of corporate and business unit financial goals. 60% of AIP payout will be based on Corporate and 40% will be based on MDV business unit results.

MDV Business Unit Goals are as follows:

70% of Business Unit Bonus Attainment
% of Budget	1 Year EBITDA (Military)	Payout
93.9%	$34,883	25%
95.9%	$35,626	50%
98.0%	$36,406	75%
100.0%	$37,149	100%
102.0%	$37,892	125%
104.1%	$38,672	150%
106.1%	$39,415	175%
108.1%	$40,158	200%
30% of Business Unit Bonus Attainment
% of Budget	1 Year Net Sales (Military)	Payout
95.0%	$1,928,201	20%
96.25%	$1,953,572	40%
97.5%	$1,978,943	60%
98.75%	$2,004,314	80%
100.0%	$2,029,685	100%
101.25%	$2,055,056	125%
102.5%	$2,080,427	150%
103.75%	$2,105,798	175%
105.0%	$2,131,169	200%

8

Appendix for Food Distribution Participants

Each participant whose management and performance is based on the Distribution Business Unit will have a combination of corporate and business unit financial goals. 60% of AIP payout will be based on Corporate and 40% will be based on Food Distribution business unit results. This does not include participants in the Supply Chain who are subject to specific distribution center(s) or transportation results.  

Distribution Business Unit Goals are as follows:

70% of Business Unit Bonus Attainment
% of Budget	1 Year EBITDA (Distribution)	Payout
93.9%	$178,424	25%
95.9%	$182,224	50%
98.0%	$186,215	75%
100.0%	$190,015	100%
102.0%	$193,815	125%
104.1%	$197,806	150%
106.1%	$201,606	175%
108.1%	$205,406	200%
30% of Business Unit Bonus Attainment
% of Budget	1 Year Net Sales (Distribution)	Payout
95.0%	$4,304,777	20%
96.25%	$4,361,419	40%
97.5%	$4,418,060	60%
98.75%	$4,474,702	80%
100.0%	$4,531,344	100%
101.25%	$4,587,986	125%
102.5%	$4,644,628	150%
103.75%	$4,701,269	175%
105.0%	$4,757,911	200%

9

Appendix for Corporate Retail Participants

Each participant whose management and performance is based on the Retail Business Unit will have a combination of corporate and business unit financial goals. 60% of AIP payout will be based on Corporate and 40% will be based on Retail business unit results. This does not include participants in the retail stores who are subject to specific results based on retail store(s) results.  

Retail Business Unit Goals are as follows:

70% of Business Unit Bonus Attainment
% of Budget	1 Year EBITDA (Retail)	Payout
93.9%	$101,942	25%
95.9%	$104,113	50%
98.0%	$106,393	75%
100.0%	$108,564	100%
102.0%	$110,735	125%
104.1%	$113,015	150%
106.1%	$115,186	175%
108.1%	$117,358	200%
30% of Business Unit Bonus Attainment
% of Budget	1 Year Net Sales (Retail)	Payout
95.0%	$2,271,922	20%
96.25%	$2,301,816	40%
97.5%	$2,331,710	60%
98.75%	$2,361,603	80%
100.0%	$2,391,497	100%
101.25%	$2,421,391	125%
102.5%	$2,451,284	150%
103.75%	$2,481,178	175%
105.0%	$2,511,072	200%

10

Appendix for Retail Store Participants

Retail VPs, District Managers, Store Directors, Assistant Store Directors, Department Managers and other eligible Retail Store Associates

Participants whose management and performance is based on the retail store metrics will have a combination of corporate and retail store financial goals. 20% of AIP payout will be based on Corporate results and 80% will be based on retail store results.

Each retail store will have its own budget for Earnings and Sales. Retail Store EBIT must have a minimum attainment of 80% for the Sales goal to pay out. District Managers and VP’s responsible for groups of stores will have their bonus attainment based on the collective attainment of the stores they are responsible for.

Retail Store Goal payout scales are as follows:

Retail Store EBIT - 60% of BU Goal
% of Budget**	Payout
80.0%	10.0%
85.0%	32.5%
90.0%	55.0%
95.0%	77.5%
100.0%	100.0%
104.0%	124.5%
108.0%	149.1%
112.0%	173.6%
116.3%	200.0%
** If actual EBIT is negative, no additional incentive is earned above 100%
If actual EBIT is between $0 - $100,000, payout is capped at 149.1%
If actual EBIT is greater than $100,000, payout up to 200% can be earned

Net Retail Store Sales - 40% of BU Goal
% of Budget	Payout
95.0%	20.0%
96.3%	40.0%
97.5%	60.0%
98.8%	80.0%
100.0%	100.0%
101.3%	125.0%
102.5%	150.0%
103.8%	175.0%
105.0%	200.0%

11

Appendix for Distribution Center and Transportation Participants

DC Directors, Maintenance, Inventory Control, Transportation and DC Operations Managers and Supervisors and other eligible DC participants

Participants whose management and performance is based on specific Distribution Center metrics will have a combination of corporate and DC specific goals. 20% of AIP payout will be based on Corporate results and 80% will be based on DC results.

Each DC will have its own budget for Earnings and Turnover Rate. Participants responsible for groups of DC’s will have their bonus attainment based on the collective attainment of the DC’s they are responsible for.

Distribution Center Goal payout scales are as follows:

Distribution Center EBIT - 50% of BU Goal
% of Budget**	Payout
80.0%	10.0%
85.0%	32.5%
90.0%	55.0%
95.0%	77.5%
100.0%	100.0%
104.0%	124.5%
108.0%	149.1%
112.0%	173.6%
116.3%	200.0%
** If actual EBIT is negative, no additional incentive is earned above 100%
If actual EBIT is between $0 - $100,000, payout is capped at 149.1%
If actual EBIT is greater than $100,000, payout up to 200% can be earned

Distribution Center Turnover Rate - 50% of BU Goal
% of Budget	Payout
80.0%	10.0%
85.0%	32.5%
90.0%	55.0%
95.0%	77.5%
100.0%	100.0%
104.0%	124.5%
108.0%	149.1%
112.0%	173.6%
116.3%	200.0%

12

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Tony B. Sarsam, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of SpartanNash Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s Board of Directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 3, 2021	/s/ Tony B. Sarsam
	Tony B. Sarsam President and Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Jason Monaco, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of SpartanNash Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s Board of Directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: June 3, 2021	/s/ Jason Monaco
	Jason Monaco Executive Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION

Pursuant to 18 U.S.C. § 1350, each of the undersigned hereby certifies in his capacity as an officer of SpartanNash Company (the “Company”) that the Quarterly Report of the Company on Form 10-Q for the accounting period ended April 24, 2021 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such report fairly presents, in all material respects, the financial condition of the Company at the end of such period and the results of operations of the Company for such period.

This Certificate is given pursuant to 18 U.S.C. § 1350 and for no other purpose.

Dated: June 3, 2021	/s/ Tony B. Sarsam
	Tony B. Sarsam President and Chief Executive Officer (Principal Executive Officer)
Dated: June 3, 2021	/s/ Jason Monaco
	Jason Monaco Executive Vice President and Chief Financial Officer (Principal Financial Officer)

A signed original of this written statement has been provided to SpartanNash Company and will be retained by SpartanNash Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	4 Months Ended
	Apr. 24, 2021	Jun. 01, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Apr. 24, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Trading Symbol	SPTN
Entity Registrant Name	SPARTANNASH COMPANY
Entity Central Index Key	0000877422
Current Fiscal Year End Date	--01-02
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		36,240,142
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity File Number	000-31127
Entity Tax Identification Number	38-0593940
Entity Address, Address Line One	850 76th Street, S.W.
Entity Address, Address Line Two	P.O. Box 8700
Entity Address, City or Town	Grand Rapids
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	49518
City Area Code	616
Local Phone Number	878-2000
Document Quarterly Report	true
Document Transition Report	false
Entity Incorporation, State or Country Code	MI
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, no par value
Security Exchange Name	NASDAQ

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Apr. 24, 2021	Jan. 02, 2021
Current assets
Cash and cash equivalents	$ 23,292	$ 19,903
Accounts and notes receivable, net	346,725	357,564
Inventories, net	602,565	541,785
Prepaid expenses and other current assets	64,474	72,229
Property and equipment held for sale	1,948	23,259
Total current assets	1,039,004	1,014,740
Property and equipment, net	564,965	577,059
Goodwill	181,035	181,035
Intangible assets, net	114,538	116,142
Operating lease assets	276,811	289,173
Other assets, net	99,213	99,242
Total assets	2,275,566	2,277,391
Current liabilities
Accounts payable	441,772	464,784
Accrued payroll and benefits	79,245	113,789
Other accrued expenses	58,097	60,060
Current portion of operating lease liabilities	44,898	45,786
Current portion of long-term debt and finance lease liabilities	4,996	5,135
Total current liabilities	629,008	689,554
Long-term liabilities
Deferred income taxes	56,696	45,728
Operating lease liabilities	266,842	278,859
Other long-term liabilities	50,432	46,892
Long-term debt and finance lease liabilities	522,068	481,309
Total long-term liabilities	896,038	852,788
Commitments and contingencies (Note 7)
Shareholders’ equity
Common stock, voting, no par value; 100,000 shares authorized; 36,266 and 35,851 shares outstanding	494,955	491,819
Preferred stock, no par value, 10,000 shares authorized; no shares outstanding
Accumulated other comprehensive loss	(2,219)	(2,276)
Retained earnings	257,784	245,506
Total shareholders’ equity	750,520	735,049
Total liabilities and shareholders’ equity	$ 2,275,566	$ 2,277,391

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Apr. 24, 2021	Jan. 02, 2021
Statement Of Financial Position [Abstract]
Common stock, par value
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares outstanding	36,266,000	35,851,000
Preferred stock, par value
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares outstanding	0	0

XML

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Income Statement [Abstract]
Net sales	$ 2,657,799	$ 2,856,456
Cost of sales	2,239,769	2,432,889
Gross profit	418,030	423,567
Operating expenses
Selling, general and administrative	387,937	391,300
Acquisition and integration	59
Restructuring and asset impairment, net	(161)	10,237
Total operating expenses	387,835	401,537
Operating earnings	30,195	22,030
Other expenses and (income)
Interest expense	4,589	7,638
Other, net	(266)	(1,041)
Total other expenses, net	4,323	6,597
Earnings before income taxes	25,872	15,433
Income tax expense	6,356	31
Net earnings	$ 19,516	$ 15,402
Basic net earnings per share:	$ 0.55	$ 0.43
Diluted net earnings per share:	$ 0.54	$ 0.43

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Statement Of Income And Comprehensive Income [Abstract]
Net earnings	$ 19,516	$ 15,402
Other comprehensive income, before tax
Postretirement liability adjustment	76	106
Income tax expense related to items of other comprehensive income	(19)	(26)
Total other comprehensive income, after tax	57	80
Comprehensive income	$ 19,573	$ 15,482

XML

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Impact of Adoption of New Standard [Member]	Common Stock [Member]	Accumulated Other Comprehensive Loss [Member]	Retained Earnings [Member]	Retained Earnings [Member] Impact of Adoption of New Standard [Member]
Balance, value at Dec. 28, 2019	$ 687,538	$ (1,612)	$ 490,233	$ (1,600)	$ 198,905	$ (1,612)
Balance, shares at Dec. 28, 2019			36,351
Accounting Standards Update [Extensible List]		ASU 2016-13 [Member]
Net earnings	15,402				15,402
Other comprehensive income	80			80
Dividends	(6,997)				(6,997)
Share repurchase, value	(10,000)		$ (10,000)
Share repurchase, shares			(861)
Stock-based employee compensation	2,342		$ 2,342
Issuances of common stock for stock bonus plan and associate stock purchase plan	291		$ 291
Issuances of common stock for stock bonus plan and associate stock purchase plan, shares			21
Issuances of restricted stock, shares			293
Cancellations of stock-based awards, value	(1,352)		$ (1,352)
Cancellations of stock-based awards, shares			(122)
Balance, value at Apr. 18, 2020	685,692		$ 481,514	(1,520)	205,698
Balance, shares at Apr. 18, 2020			35,682
Balance, value at Jan. 02, 2021	$ 735,049		$ 491,819	(2,276)	245,506
Balance, shares at Jan. 02, 2021	35,851		35,851
Accounting Standards Update [Extensible List]	ASU 2016-13 [Member]
Net earnings	$ 19,516				19,516
Other comprehensive income	57			57
Dividends	(7,238)				(7,238)
Stock-based employee compensation	4,185		$ 4,185
Stock warrant	645		645
Issuances of common stock for stock bonus plan and associate stock purchase plan	385		$ 385
Issuances of common stock for stock bonus plan and associate stock purchase plan, shares			21
Issuances of restricted stock, shares			523
Cancellations of stock-based awards, value	(2,079)		$ (2,079)
Cancellations of stock-based awards, shares			(129)
Balance, value at Apr. 24, 2021	$ 750,520		$ 494,955	$ (2,219)	$ 257,784
Balance, shares at Apr. 24, 2021	36,266		36,266

XML

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Statement Of Stockholders Equity [Abstract]
Dividends per share	$ 0.20	$ 0.1925

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Oct. 03, 2020	Oct. 05, 2019
Cash flows from operating activities
Net earnings	$ 19,516	$ 15,402
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities:
Non-cash restructuring, asset impairment, and other charges	(345)	9,425
Depreciation and amortization	28,091	28,029
Non-cash rent	(944)	(1,823)
LIFO expense	1,655	1,583
Postretirement benefits expense (income)	960	(224)
Deferred taxes on income	10,967	3,068
Stock-based compensation expense	4,185	2,342
Stock warrant	645
(Gain) loss on disposals of assets	(182)	3,911
Other operating activities	468	376
Changes in operating assets and liabilities:
Accounts receivable	11,077	(73,854)
Inventories	(62,435)	18,957
Prepaid expenses and other assets	(3,972)	(5,725)
Accounts payable	(15,539)	122,168
Accrued payroll and benefits	(34,130)	11,569
Income taxes	7,251	(3,862)
Other accrued expenses and other liabilities	954	(2,046)
Net cash (used in) provided by operating activities	(31,778)	129,296
Cash flows from investing activities
Purchases of property and equipment	(22,124)	(17,893)
Net proceeds from the sale of assets	25,826	3,609
Loans to customers	(130)	(612)
Payments from customers on loans	693	946
Other investing activities	(8)	(1)
Net cash provided by (used in) investing activities	4,257	(13,951)
Cash flows from financing activities
Proceeds from senior secured credit facility	484,142	332,155
Payments on senior secured credit facility	(442,559)	(423,142)
Repayment of other long-term debt and finance lease liabilities	(1,514)	(1,957)
Share repurchase		(10,000)
Net payments related to stock-based award activities	(2,079)	(1,352)
Dividends paid	(7,119)	(13,904)
Other financing activities	39	(62)
Net cash provided by (used in) financing activities	30,910	(118,262)
Net increase (decrease) in cash and cash equivalents	3,389	(2,917)
Cash and cash equivalents at beginning of period	19,903	24,172
Cash and cash equivalents at end of period	$ 23,292	$ 21,255

XML

Summary of Significant Accounting Policies and Basis of Presentation

4 Months Ended

Apr. 24, 2021

Accounting Policies [Abstract]

Summary of Significant Accounting Policies and Basis of Presentation

Note 1 – Summary of Significant Accounting Policies and Basis of Presentation

The accompanying unaudited condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of SpartanNash Company and its subsidiaries (“SpartanNash” or “the Company”). Intercompany accounts and transactions have been eliminated. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for the year ended January 2, 2021.

In the opinion of management, the accompanying condensed consolidated financial statements, taken as a whole, contain all adjustments, including normal recurring items, necessary to present fairly the financial position of SpartanNash as of April 24, 2021, and the results of its operations and cash flows for the interim periods presented. The preparation of the condensed consolidated financial statements and related notes to the financial statements requires management to make estimates. Estimates are based on historical experience, where applicable, and expectations of future outcomes which management believes are reasonable under the circumstances. Interim results are not necessarily indicative of results for a full year.  

The unaudited information in the condensed consolidated financial statements for the first quarters of 2021 and 2020 include the results of operations of the Company for the 16-week periods ended April 24, 2021 and April 18, 2020, respectively.

XML

Adoption of New Accounting Standards and Recently Issued Accounting Standards

4 Months Ended

Apr. 24, 2021

Accounting Changes And Error Corrections [Abstract]

Adoption of New Accounting Standards and Recently Issued Accounting Standards

Note 2 – Adoption of New Accounting Standards and Recently Issued Accounting Standards  

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses”. The ASU changed the impairment model for most financial assets and certain other instruments. The standard requires entities to use a forward-looking “expected loss” model that replaces the previous “incurred loss” model, which generally results in earlier recognition of credit losses.

In the first quarter of 2020, the Company adopted this standard through the modified retrospective approach, with a cumulative-effect adjustment at the beginning of the fiscal year. As a result of the adoption, the Company has established revised processes and controls to estimate expected losses for trade and other receivables in accordance with the new standard. The Company’s process for estimating losses for trade and other receivables includes an evaluation of both historical collection experience and expectations for current credit risks based on several customer and environmental factors.

The adoption of the standard resulted in a transition adjustment to 2020 beginning of the year retained earnings of $2.2 million (gross of the deferred tax impact of $0.6 million). The transition adjustment relates to incremental trade and notes receivable allowances due to the earlier recognition of expected losses under the new standard of $1.9 million and $0.3 million, respectively.

XML

Revenue

4 Months Ended

Apr. 24, 2021

Revenue From Contract With Customer [Abstract]

Revenue

Note 3 – Revenue

Disaggregation of Revenue

The following table provides information about disaggregated revenue by type of products and customers for each of the Company’s reportable segments:

	16 Weeks Ended April 24, 2021
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,777	$	288,718	$	282,062	$	1,022,557
Fresh (b)		447,208		283,035		169,692		899,935
Non-food (c)		402,695		128,136		129,057		659,888
Fuel		—		39,181		—		39,181
Other		32,402		374		3,462		36,238
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
Type of customers:
Individuals	$	—	$	739,293	$	—	$	739,293
Manufacturers, brokers and distributors		18,212		—		544,384		562,596
Retailers		1,300,960		—		36,427		1,337,387
Other		14,910		151		3,462		18,523
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
	16 Weeks Ended April 18, 2020
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,321	$	328,326	$	340,296	$	1,119,943
Fresh (b)		467,663		295,003		195,667		958,333
Non-food (c)		424,312		125,845		166,321		716,478
Fuel		—		33,000		—		33,000
Other		26,199		394		2,109		28,702
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
Type of customers:
Individuals	$	—	$	782,333	$	—	$	782,333
Manufacturers, brokers and distributors		38,522		—		658,940		697,462
Retailers		1,309,422		—		43,344		1,352,766
Other		21,551		235		2,109		23,895
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
(a) Center store includes dry grocery, frozen and beverages.
(b) Fresh includes produce, meat, dairy, deli, bakery, prepared proteins, seafood and floral.
(c) Non-food includes general merchandise, health and beauty care, tobacco products and pharmacy.

Contract Assets and Liabilities

Under its contracts with customers, the Company stands ready to deliver product upon receipt of a purchase order. Accordingly, the Company has no performance obligations under its contracts until its customers submit a purchase order. The Company does not receive pre-payment from its customers or enter into commitments to provide goods or services that have terms greater than one year. As the performance obligation is part of a contract that has an original expected duration of less than one year, the Company has applied the practical expedient under ASC 606 to omit disclosures regarding remaining performance obligations.

Revenue recognized from performance obligations related to prior periods (for example, due to changes in estimated rebates and incentives impacting the transaction price) was not material in any period presented.

For volume-based arrangements, the Company estimates the amount of the advanced funds earned by the retailers based on the expected volume of purchases by the retailer, and amortizes the advances as a reduction of the transaction price and revenue earned. These advances are not considered contract assets under ASC 606 as they are not generated through the transfer of goods or services to the retailers. These advances are included in Other assets, net within the condensed consolidated balance sheets.

When the Company transfers goods or services to a customer, payment is due subject to normal terms and is not conditional on anything other than the passage of time. Typical payment terms range from due upon receipt to 30 days, depending on the customer. At contract inception, the Company expects that the period of time between the transfer of goods to the customer and when the customer pays for those goods will be less than one year, which is consistent with the Company’s standard payment terms. Accordingly, the Company has elected the practical expedient to not adjust for the effects of a significant financing component. As a result, these amounts are recorded as receivables and not contract assets. The Company had no contract assets for any period presented.

The Company does not typically incur incremental costs of obtaining a contract that are contingent upon successful contract execution and would therefore be capitalized.

Allowance for Doubtful Accounts

Changes to the balance of the allowance for doubtful accounts were as follows:

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at January 2, 2021	$	6,232		$	371	$	6,603
Changes in credit loss estimates		(78	)		—		(78	)
Write-offs charged against the allowance		(281	)		—		(281	)
Balance at April 24, 2021	$	5,873		$	371	$	6,244

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at December 28, 2019	$	2,739		$	233	$	2,972
Impact of adoption of new credit loss standard (ASU 2016-13)		1,911			259		2,170
Changes in credit loss estimates		365			—		365
Write-offs charged against the allowance		(249	)		—		(249	)
Balance at April 18, 2020	$	4,766		$	492	$	5,258

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Goodwill and Other Intangible Assets

4 Months Ended

Apr. 24, 2021

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Note 4 – Goodwill and Other Intangible Assets

The Company has three reporting units; however, no goodwill exists within the Retail or Military reporting units. The carrying amount of goodwill recorded within the Food Distribution reporting unit was $181.0 million as of April 24, 2021 and January 2, 2021.

The Company has indefinite-lived intangible assets that are not amortized, consisting primarily of indefinite-lived trade names and licenses for the sale of alcoholic beverages. The carrying amount of indefinite-lived intangible assets was $67.6 million as of April 24, 2021 and January 2, 2021.

The Company reviews goodwill and other indefinite-lived intangible assets for impairment annually, during the fourth quarter of each year, and more frequently if circumstances indicate impairment is probable. Such circumstances did not arise in the current fiscal year. Testing goodwill and other indefinite-lived intangible assets for impairment requires management to make significant estimates about the Company’s future performance, cash flows, and other assumptions that can be affected by potential changes in economic, industry or market conditions, business operations, competition, or the Company’s stock price and market capitalization.

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Restructuring and Asset Impairment

4 Months Ended

Apr. 24, 2021

Restructuring And Related Activities [Abstract]

Restructuring and Asset Impairment

Note 5 – Restructuring and Asset Impairment

The following table provides the activity of reserves for closed properties for the 16-week period ended April 24, 2021. Included in the liability are lease-related ancillary costs from the date of closure to the end of the remaining lease term, as well as related severance. Reserves for closed properties recorded in the condensed consolidated balance sheets are included in “Other accrued expenses” in Current liabilities and “Other long-term liabilities” in Long-term liabilities based on the timing of when the obligations are expected to be paid. Reserves for severance are recorded in “Accrued payroll and benefits”.

	Reserves for Closed Properties
	Lease
	Ancillary
(In thousands)	Costs			Severance			Total
Balance at January 2, 2021	$	3,349		$	114		$	3,463
Provision for closing charges		583			—			583
Provision for severance		—			84			84
Changes in estimates		(59	)		—			(59	)
Accretion expense		31			—			31
Payments		(383	)		(123	)		(506	)
Balance at April 24, 2021	$	3,521		$	75		$	3,596

Restructuring and asset impairment, net in the condensed consolidated statements of earnings consisted of the following:

	16 Weeks Ended
	April 24,			April 18,
(In thousands)	2021			2020
Asset impairment charges (a)	$	756		$	6,733
Provision for closing charges		583			325
Gain on sales of assets related to closed facilities (b)		(1,860	)		(90	)
Provision for severance (c)		84			2,198
Other costs associated with site closures (d)		335			1,003
Changes in estimates		(59	)		68
Total	$	(161	)	$	10,237

(a)  Asset impairment charges in the current year were incurred in the Retail segment and relate to current year store closures and previously closed locations. In the prior year, charges primarily relate to the exit of the Fresh Cut business within the Food Distribution segment.

(b)  Gain on sales of assets in the current year primarily relates to sales of pharmacy customer lists related to store closings in the Retail segment.

(c)  Severance in the prior year was related to the exit of the Fresh Cut business.

(d)  Other costs in the current year primarily relate to store closings. In the prior year, other costs primarily relate to the Fresh Cut business and store closings.

Long-lived assets which are not recoverable are measured at fair value on a nonrecurring basis using Level 3 inputs under the fair value hierarchy, as further described in Note 6. In the current year, assets with a book value of $2.6 million were measured at a fair value of $1.8 million, resulting in impairment charges of $0.8 million. In the prior year, in connection primarily with the Company’s exit of the Fresh Cut operations long-lived assets with a book value of $29.1 million were measured at a fair value of $22.4 million, resulting in impairment charges of $6.7 million. The fair value of long-lived assets is determined by estimating the amount and timing of net future cash flows, including the expected proceeds from the sale of assets, discounted using a risk-adjusted rate of interest. The Company estimates future cash flows based on historical results of operations, external factors expected to impact future performance, experience and knowledge of the geographic area in which the assets are located, and when necessary, uses real estate brokers. Assets classified as held for sale in the condensed consolidated balance sheet are valued at the expected net proceeds. The Fresh Kitchen facility, which was classified as held for sale as of January 2, 2021, was sold in the first quarter of 2021 and the Company received proceeds totaling $20.5 million.

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Fair Value Measurements

4 Months Ended

Apr. 24, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 6 – Fair Value Measurements

ASC 820 prioritizes the inputs to valuation techniques used to measure fair value into the following hierarchy:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability, reflecting the reporting entity’s own assumptions about the assumptions that market participants would use in pricing.

Financial instruments include cash and cash equivalents, accounts and notes receivable, accounts payable and long-term debt. The carrying amounts of cash and cash equivalents, accounts and notes receivable, and accounts payable approximate fair value because of the short-term maturities of these financial instruments. See Notes 4 and 5 for discussion of the fair value measurements related to long- or indefinite-lived asset impairment charges. At April 24, 2021 and January 2, 2021 the book value and estimated fair value of the Company’s debt instruments, excluding debt financing costs, were as follows:

	April 24,		January 2,
(In thousands)	2021		2021
Book value of debt instruments, excluding debt financing costs:
Current maturities of long-term debt and finance lease liabilities	$	4,996	$	5,135
Long-term debt and finance lease liabilities		525,652		485,381
Total book value of debt instruments		530,648		490,516
Fair value of debt instruments, excluding debt financing costs		535,728		497,941
Excess of fair value over book value	$	5,080	$	7,425

The estimated fair value of debt is based on market quotes for instruments with similar terms and remaining maturities (Level 2 inputs and valuation techniques).

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Commitments and Contingencies

4 Months Ended

Apr. 24, 2021

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 7 – Commitments and Contingencies

The Company is engaged from time-to-time in routine legal proceedings incidental to its business. The Company does not believe that these routine legal proceedings, taken as a whole, will have a material impact on its business or financial condition. While the ultimate effect of such actions cannot be predicted with certainty, management believes that their outcome will not result in an adverse effect on the Company’s consolidated financial position, operating results or liquidity. 

The Company contributes to the Central States Southeast and Southwest Pension Fund (“Central States Plan” or “the Plan”), a multi-employer pension plan, based on obligations arising from its collective bargaining agreements. Based on the most recent information available to the Company, management believes that the present value of actuarial accrued liabilities in the Plan significantly exceeds the value of the assets held in trust to pay benefits. Because SpartanNash is one of a number of employers contributing to the Plan, it is difficult to accurately determine the amount of the underfunding. Management is not aware of any significant change in funding levels since January 2, 2021. Any adjustment for withdrawal liability will be recorded when it is probable that a liability exists and can be reasonably determined.

On March 10, 2021, the United States Congress passed the American Rescue Plan Act of 2021 (the “Act”), which provides financial relief to failing multiemployer pension plans. The Central States Plan is expected to apply and qualify for relief under the Act. While the Pension Benefit Guaranty Corporation has yet to issue guidance and regulations related to the Act, the legislation is designed to fund the obligations of qualified plans for the next 30 years. The legislation would alleviate the risk of insolvency of the Plan and related potential adverse impacts to the Company.

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Associate Retirement Plans

4 Months Ended

Apr. 24, 2021

Compensation And Retirement Disclosure [Abstract]

Associate Retirement Plans

Note 8 – Associate Retirement Plans

During each of the 16- week periods ended April 24, 2021, and April 18, 2020, the Company recognized net periodic postretirement benefit costs of $0.2 million related to the SpartanNash Retiree Medical Plan (“Retiree Medical Plan”). In the prior year quarter, the Company realized a gain of $1.0 million related to a refund from the annuity provider associated with the final reconciliation of participant data of the terminated SpartanNash Company Pension Plan (“Pension Plan”). Substantially all of these amounts are included in “Other, net” in the condensed consolidated statements of earnings.

The Company expects to make total contributions of approximately $0.5 million in 2021 to the Retiree Medical Plan and has made $0.1 million in the year-to-date period. The Company’s retirement programs also include defined contribution plans providing contributory benefits, as well as executive compensation plans for a select group of management personnel and/or highly compensated associates.

Multi-Employer Plans

In addition to the plans listed above, the Company participates in the Central States Southeast and Southwest Pension Fund, the Michigan Conference of Teamsters and Ohio Conference of Teamsters Health and Welfare plans (collectively referred to as “multi-employer plans”), and other company-sponsored defined contribution plans for most associates covered by collective bargaining agreements.

With respect to the Company’s participation in the Central States Plan, expense is recognized as contributions are payable. The Company’s contributions during the 16-week periods ended April 24, 2021 and April 18, 2020 were $4.6 million, respectively. See Note 7 for further information regarding contingencies related to the Company’s participation in the Central States Plan.

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Income Taxes

4 Months Ended

Apr. 24, 2021

Income Tax Disclosure [Abstract]

Income Taxes

Note 9 – Income Taxes

The effective income tax rate was 24.6% and 0.2% for the 16 weeks ended April 24, 2021 and April 18, 2020, respectively. The differences from the federal statutory rate in the current year were primarily due to state taxes, partially offset by federal tax credits. In the prior year, the difference from the federal statutory rate was primarily the result of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act and federal tax credits, partially offset by state taxes and stock-based compensation.

On March 27, 2020, the U.S. government enacted tax legislation to provide economic stimulus and support businesses and individuals during the COVID-19 pandemic, referred to as the CARES Act. In connection with the CARES Act, the Company recorded net discrete income tax benefits of $4.3 million in first quarter of 2020 associated with the additional deductibility of certain expenses combined with provisions which enable companies to carry back tax losses to years prior to the enactment of the Tax Cuts and Jobs Act (“Tax Reform”), when the federal statutory income tax rate was 35%. Additional tax benefits of $5.0 million were recognized related to the CARES Act in the remainder of 2020. In the first quarter of 2021, the Company received tax refunds totaling $25.7 million related to the amended prior year returns. 

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Share-Based Payments

4 Months Ended

Apr. 24, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Share-Based Payments

Note 10 – Share-Based Payments

Share-Based Employee Awards

The Company sponsors shareholder-approved stock incentive plans that provide for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, performance shares, performance share units, dividend equivalent rights, and other stock-based and stock-related awards to directors, officers and other key associates.

Share-based compensation expense recognized and included in “Selling, general and administrative expenses” in the condensed consolidated statements of earnings, and related tax impacts were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Restricted stock expense	$	4,185		$	2,342
Income tax (benefit) expense		(979	)		224
Restricted stock expense, net of tax	$	3,206		$	2,566

The following table summarizes activity in the stock incentive plans for the 16 weeks ended April 24, 2021:

				Weighted
	Restricted			Average
	Stock			Grant-Date
	Awards			Fair Value
Outstanding at January 2, 2021		973,948		$	17.72
Granted		522,975			18.83
Vested		(314,105	)		19.32
Cancelled/Forfeited		(15,774	)		15.89
Outstanding at April 24, 2021		1,167,044		$	17.82

As of April 24, 2021, total unrecognized compensation cost related to non-vested restricted stock awards granted under the Company’s stock incentive plans is $11.1 million and is expected to be recognized over a weighted average period of 2.6 years.

Stock Warrant

On October 7, 2020, in connection with its entry into a commercial agreement with Amazon.com, Inc. (“Amazon”), the Company issued Amazon.com NV Investment Holdings LLC, a subsidiary of Amazon, a warrant to acquire up to an aggregate of 5,437,272 shares of the Company’s common stock (the “Warrant”), subject to certain vesting conditions. Warrant shares equivalent to 2.5% of the Company’s outstanding and issuable shares, or 1,087,455 shares, vested upon the signing of the commercial agreement, and had a grant date fair value of $5.51 per share. Warrant shares equivalent to up to 10.0% of the Company’s outstanding and issuable shares, or 4,349,817 shares, may vest in connection with conditions defined by the terms of the Warrant, as Amazon makes payments to the Company in connection with the commercial supply agreement, in increments of $200 million, and had a grant date fair value of $5.33 per share. Upon vesting, shares may be acquired at an exercise price of $17.7257. The right to purchase shares in connection with the Warrant expires on October 7, 2027.

Share-based payment expense recognized as a reduction of “Net sales” in the condensed consolidated statements of earnings, and related tax benefits were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Warrant expense	$	645		$	—
Tax benefits		(57	)		—
Warrant expense, net of tax	$	588		$	—

The following table summarizes stock warrant activity for the 16 weeks ended April 24, 2021:

	Warrant
Outstanding and nonvested at January 2, 2021		4,349,817
Vested		108,746
Outstanding and nonvested at April 24, 2021		4,241,071

As of April 24, 2021, total unrecognized cost related to non-vested warrant shares was $22.0 million, which may be expensed as vesting conditions are satisfied over the remaining term of the agreement, or 6.5 years. Additionally, 1,196,201 warrant shares are vested and exercisable. As of April 24, 2021, nonvested warrant shares had an intrinsic value of $8.2 million, and vested warrant shares had an intrinsic value of $2.3 million.

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Earnings Per Share

4 Months Ended

Apr. 24, 2021

Earnings Per Share [Abstract]

Earnings Per Share

Note 11 – Earnings Per Share

Outstanding nonvested restricted stock awards under the 2015 Stock Incentive Plan contain nonforfeitable rights to dividends or dividend equivalents, which participate in undistributed earnings with common stock. These awards are classified as participating securities and are included in the calculation of basic earnings per share. Awards under the 2020 Stock Incentive Plan do not contain nonforfeitable rights to dividends or dividend equivalents and are therefore not classified as participating securities. Weighted average restricted stock awards totaling 151,000 shares were not included in the EPS calculations because they were anti-dilutive for the 16-week period ended April 24, 2021. There were no anti-dilutive awards in the first quarter of 2020. There were no stock warrants outstanding during the period ended April 18, 2020. The dilutive impact of both the restricted stock awards and warrants are presented below, as applicable. The following table sets forth the computation of basic and diluted net earnings per share:

	16 Weeks Ended
(In thousands, except per share amounts)	April 24, 2021			April 18, 2020
Numerator:
Net earnings	$	19,516		$	15,402
Adjustment for earnings attributable to participating securities		(426	)		(385	)
Net earnings used in calculating earnings per share	$	19,090		$	15,017
Denominator:
Weighted average shares outstanding, including participating securities		35,765			36,172
Adjustment for participating securities		(781	)		(904	)
Shares used in calculating basic earnings per share		34,984			35,268
Effect of dilutive restricted stock awards		25			—
Effect of dilutive stock warrant		86			—
Shares used in calculating diluted earnings per share		35,095			35,268
Basic earnings per share	$	0.55		$	0.43
Diluted earnings per share	$	0.54		$	0.43

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Supplemental Cash Flow Information

4 Months Ended

Apr. 24, 2021

Supplemental Cash Flow Elements [Abstract]

Supplemental Cash Flow Information

Note 12 – Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021		April 18, 2020
Non-cash investing activities:
Capital expenditures included in accounts payable	$	8,392	$	4,643
Operating lease asset additions		424		12,749
Finance lease asset additions		62		1,192
Non-cash financing activities:
Dividends declared but unpaid		131		—
Recognition of operating lease liabilities		424		12,749
Recognition of finance lease liabilities		62		1,192
Other supplemental cash flow information:
Cash paid for interest		3,560		8,187

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Reporting Segment Information

4 Months Ended

Apr. 24, 2021

Segment Reporting [Abstract]

Reporting Segment Information

Note 13 – Reporting Segment Information

The following tables set forth information about the Company by reporting segment:

(In thousands)	Food Distribution			Retail			Military			Total
16 Weeks Ended April 24, 2021
Net sales to external customers	$	1,334,082		$	739,444		$	584,273		$	2,657,799
Inter-segment sales		310,631			173			—			310,804
Acquisition and integration		—			59			—			59
Restructuring and asset impairment		(18	)		(143	)		—			(161	)
Depreciation and amortization		9,790			14,241			4,060			28,091
Operating earnings (loss)		21,146			14,192			(5,143	)		30,195
Capital expenditures		9,956			9,135			3,033			22,124
16 Weeks Ended April 18, 2020
Net sales to external customers	$	1,369,495		$	782,568		$	704,393		$	2,856,456
Inter-segment sales		324,127			—			—			324,127
Restructuring and asset impairment		9,222			1,015			—			10,237
Depreciation and amortization		10,556			13,756			3,717			28,029
Operating earnings (loss)		11,390			12,645			(2,005	)		22,030
Capital expenditures		7,019			9,594			1,280			17,893

	April 24,		January 2,
(In thousands)	2021		2021
Total Assets
Food Distribution	$	1,129,685	$	1,112,961
Retail		751,800		763,876
Military		394,081		400,554
Total	$	2,275,566	$	2,277,391

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Summary of Significant Accounting Policies and Basis of Presentation (Policies)

4 Months Ended

Apr. 24, 2021

Accounting Policies [Abstract]

Adoption of New Accounting Standards and Recently Issued Accounting Standards

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses”. The ASU changed the impairment model for most financial assets and certain other instruments. The standard requires entities to use a forward-looking “expected loss” model that replaces the previous “incurred loss” model, which generally results in earlier recognition of credit losses.

In the first quarter of 2020, the Company adopted this standard through the modified retrospective approach, with a cumulative-effect adjustment at the beginning of the fiscal year. As a result of the adoption, the Company has established revised processes and controls to estimate expected losses for trade and other receivables in accordance with the new standard. The Company’s process for estimating losses for trade and other receivables includes an evaluation of both historical collection experience and expectations for current credit risks based on several customer and environmental factors.

The adoption of the standard resulted in a transition adjustment to 2020 beginning of the year retained earnings of $2.2 million (gross of the deferred tax impact of $0.6 million). The transition adjustment relates to incremental trade and notes receivable allowances due to the earlier recognition of expected losses under the new standard of $1.9 million and $0.3 million, respectively.

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Revenue (Tables)

4 Months Ended

Apr. 24, 2021

Revenue From Contract With Customer [Abstract]

Summary of Information about Disaggregated Revenue of Reportable Segments

The following table provides information about disaggregated revenue by type of products and customers for each of the Company’s reportable segments:

	16 Weeks Ended April 24, 2021
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,777	$	288,718	$	282,062	$	1,022,557
Fresh (b)		447,208		283,035		169,692		899,935
Non-food (c)		402,695		128,136		129,057		659,888
Fuel		—		39,181		—		39,181
Other		32,402		374		3,462		36,238
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
Type of customers:
Individuals	$	—	$	739,293	$	—	$	739,293
Manufacturers, brokers and distributors		18,212		—		544,384		562,596
Retailers		1,300,960		—		36,427		1,337,387
Other		14,910		151		3,462		18,523
Total	$	1,334,082	$	739,444	$	584,273	$	2,657,799
	16 Weeks Ended April 18, 2020
(In thousands)	Food Distribution		Retail		Military		Total
Type of products:
Center store (a)	$	451,321	$	328,326	$	340,296	$	1,119,943
Fresh (b)		467,663		295,003		195,667		958,333
Non-food (c)		424,312		125,845		166,321		716,478
Fuel		—		33,000		—		33,000
Other		26,199		394		2,109		28,702
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
Type of customers:
Individuals	$	—	$	782,333	$	—	$	782,333
Manufacturers, brokers and distributors		38,522		—		658,940		697,462
Retailers		1,309,422		—		43,344		1,352,766
Other		21,551		235		2,109		23,895
Total	$	1,369,495	$	782,568	$	704,393	$	2,856,456
(a) Center store includes dry grocery, frozen and beverages.
(b) Fresh includes produce, meat, dairy, deli, bakery, prepared proteins, seafood and floral.
(c) Non-food includes general merchandise, health and beauty care, tobacco products and pharmacy.

Summary of Changes in Allowance for Doubtful Accounts

Allowance for Doubtful Accounts

Changes to the balance of the allowance for doubtful accounts were as follows:

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at January 2, 2021	$	6,232		$	371	$	6,603
Changes in credit loss estimates		(78	)		—		(78	)
Write-offs charged against the allowance		(281	)		—		(281	)
Balance at April 24, 2021	$	5,873		$	371	$	6,244

	Allowance for Doubtful Accounts
	Current Accounts			Long-term
(In thousands)	and Notes Receivable			Notes Receivable		Total
Balance at December 28, 2019	$	2,739		$	233	$	2,972
Impact of adoption of new credit loss standard (ASU 2016-13)		1,911			259		2,170
Changes in credit loss estimates		365			—		365
Write-offs charged against the allowance		(249	)		—		(249	)
Balance at April 18, 2020	$	4,766		$	492	$	5,258

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Restructuring and Asset Impairment (Tables)

4 Months Ended

Apr. 24, 2021

Restructuring And Related Activities [Abstract]

Schedule of Activity of Reserves for Closed Properties

The following table provides the activity of reserves for closed properties for the 16-week period ended April 24, 2021. Included in the liability are lease-related ancillary costs from the date of closure to the end of the remaining lease term, as well as related severance. Reserves for closed properties recorded in the condensed consolidated balance sheets are included in “Other accrued expenses” in Current liabilities and “Other long-term liabilities” in Long-term liabilities based on the timing of when the obligations are expected to be paid. Reserves for severance are recorded in “Accrued payroll and benefits”.

	Reserves for Closed Properties
	Lease
	Ancillary
(In thousands)	Costs			Severance			Total
Balance at January 2, 2021	$	3,349		$	114		$	3,463
Provision for closing charges		583			—			583
Provision for severance		—			84			84
Changes in estimates		(59	)		—			(59	)
Accretion expense		31			—			31
Payments		(383	)		(123	)		(506	)
Balance at April 24, 2021	$	3,521		$	75		$	3,596

Schedule of Restructuring and Asset Impairment, Net

Restructuring and asset impairment, net in the condensed consolidated statements of earnings consisted of the following:

	16 Weeks Ended
	April 24,			April 18,
(In thousands)	2021			2020
Asset impairment charges (a)	$	756		$	6,733
Provision for closing charges		583			325
Gain on sales of assets related to closed facilities (b)		(1,860	)		(90	)
Provision for severance (c)		84			2,198
Other costs associated with site closures (d)		335			1,003
Changes in estimates		(59	)		68
Total	$	(161	)	$	10,237

(a)  Asset impairment charges in the current year were incurred in the Retail segment and relate to current year store closures and previously closed locations. In the prior year, charges primarily relate to the exit of the Fresh Cut business within the Food Distribution segment.

(b)  Gain on sales of assets in the current year primarily relates to sales of pharmacy customer lists related to store closings in the Retail segment.

(c)  Severance in the prior year was related to the exit of the Fresh Cut business.

(d)  Other costs in the current year primarily relate to store closings. In the prior year, other costs primarily relate to the Fresh Cut business and store closings.

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Fair Value Measurements (Tables)

4 Months Ended

Apr. 24, 2021

Fair Value Disclosures [Abstract]

Schedule of Book Value and Estimated Fair Value of Debt Instruments, Excluding Debt Financing Costs

At April 24, 2021 and January 2, 2021 the book value and estimated fair value of the Company’s debt instruments, excluding debt financing costs, were as follows:

	April 24,		January 2,
(In thousands)	2021		2021
Book value of debt instruments, excluding debt financing costs:
Current maturities of long-term debt and finance lease liabilities	$	4,996	$	5,135
Long-term debt and finance lease liabilities		525,652		485,381
Total book value of debt instruments		530,648		490,516
Fair value of debt instruments, excluding debt financing costs		535,728		497,941
Excess of fair value over book value	$	5,080	$	7,425

XML

Share-Based Payments (Tables)

4 Months Ended

Apr. 24, 2021

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Allocation of Stock-Based Compensation Expense in Condensed Consolidated Statements of Operations

Share-based compensation expense recognized and included in “Selling, general and administrative expenses” in the condensed consolidated statements of earnings, and related tax impacts were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Restricted stock expense	$	4,185		$	2,342
Income tax (benefit) expense		(979	)		224
Restricted stock expense, net of tax	$	3,206		$	2,566

Summary of Stock Incentive Plans Activity

The following table summarizes activity in the stock incentive plans for the 16 weeks ended April 24, 2021:

				Weighted
	Restricted			Average
	Stock			Grant-Date
	Awards			Fair Value
Outstanding at January 2, 2021		973,948		$	17.72
Granted		522,975			18.83
Vested		(314,105	)		19.32
Cancelled/Forfeited		(15,774	)		15.89
Outstanding at April 24, 2021		1,167,044		$	17.82

Summary of Share-based Payment Expense Recognized as a Reduction of Net Sales in Condensed Consolidated Statements of Operations

Share-based payment expense recognized as a reduction of “Net sales” in the condensed consolidated statements of earnings, and related tax benefits were as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021			April 18, 2020
Warrant expense	$	645		$	—
Tax benefits		(57	)		—
Warrant expense, net of tax	$	588		$	—

Summary of Stock Warrant Activity

The following table summarizes stock warrant activity for the 16 weeks ended April 24, 2021:

	Warrant
Outstanding and nonvested at January 2, 2021		4,349,817
Vested		108,746
Outstanding and nonvested at April 24, 2021		4,241,071

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Earnings Per Share (Tables)

4 Months Ended

Apr. 24, 2021

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted net earnings per share:

	16 Weeks Ended
(In thousands, except per share amounts)	April 24, 2021			April 18, 2020
Numerator:
Net earnings	$	19,516		$	15,402
Adjustment for earnings attributable to participating securities		(426	)		(385	)
Net earnings used in calculating earnings per share	$	19,090		$	15,017
Denominator:
Weighted average shares outstanding, including participating securities		35,765			36,172
Adjustment for participating securities		(781	)		(904	)
Shares used in calculating basic earnings per share		34,984			35,268
Effect of dilutive restricted stock awards		25			—
Effect of dilutive stock warrant		86			—
Shares used in calculating diluted earnings per share		35,095			35,268
Basic earnings per share	$	0.55		$	0.43
Diluted earnings per share	$	0.54		$	0.43

XML

Supplemental Cash Flow Information (Tables)

4 Months Ended

Apr. 24, 2021

Supplemental Cash Flow Elements [Abstract]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information is as follows:

	16 Weeks Ended
(In thousands)	April 24, 2021		April 18, 2020
Non-cash investing activities:
Capital expenditures included in accounts payable	$	8,392	$	4,643
Operating lease asset additions		424		12,749
Finance lease asset additions		62		1,192
Non-cash financing activities:
Dividends declared but unpaid		131		—
Recognition of operating lease liabilities		424		12,749
Recognition of finance lease liabilities		62		1,192
Other supplemental cash flow information:
Cash paid for interest		3,560		8,187

XML

Reporting Segment Information (Tables)

4 Months Ended

Apr. 24, 2021

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Operating Segment

The following tables set forth information about the Company by reporting segment:

(In thousands)	Food Distribution			Retail			Military			Total
16 Weeks Ended April 24, 2021
Net sales to external customers	$	1,334,082		$	739,444		$	584,273		$	2,657,799
Inter-segment sales		310,631			173			—			310,804
Acquisition and integration		—			59			—			59
Restructuring and asset impairment		(18	)		(143	)		—			(161	)
Depreciation and amortization		9,790			14,241			4,060			28,091
Operating earnings (loss)		21,146			14,192			(5,143	)		30,195
Capital expenditures		9,956			9,135			3,033			22,124
16 Weeks Ended April 18, 2020
Net sales to external customers	$	1,369,495		$	782,568		$	704,393		$	2,856,456
Inter-segment sales		324,127			—			—			324,127
Restructuring and asset impairment		9,222			1,015			—			10,237
Depreciation and amortization		10,556			13,756			3,717			28,029
Operating earnings (loss)		11,390			12,645			(2,005	)		22,030
Capital expenditures		7,019			9,594			1,280			17,893

	April 24,		January 2,
(In thousands)	2021		2021
Total Assets
Food Distribution	$	1,129,685	$	1,112,961
Retail		751,800		763,876
Military		394,081		400,554
Total	$	2,275,566	$	2,277,391

XML

Adoption of New Accounting Standards and Recently Issued Accounting Standards - Additional Information (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020	Jan. 02, 2021	Dec. 29, 2019
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Change in accounting principle, accounting standards update, adoption date	Dec. 29, 2019
Change in accounting principle, accounting standards update, adopted [true false]	true
Change in accounting principle, accounting standards update, immaterial effect [true false]	false
Accounting Standards Update [Extensible List]	Accounting Standards Update 2016-13 [Member]
Retained earnings	$ 257,784		$ 245,506
Accounting Standards Update 2016-13 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Retained earnings				$ 2,200
Deferred income tax	600
Accounting Standards Update 2016-13 [Member] | Current Accounts and Notes Receivable [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Transition adjustment due to adoption of new credit loss standard	1,900	$ 1,911
Accounting Standards Update 2016-13 [Member] | Long Term Notes Receivable [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Transition adjustment due to adoption of new credit loss standard	$ 300	$ 259

XML

Revenue - Summary of Information about Disaggregated Revenue of Reportable Segments (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Disaggregation Of Revenue [Line Items]
Net sales	$ 2,657,799	$ 2,856,456
Center store [Member]
Disaggregation Of Revenue [Line Items]
Net sales	1,022,557	1,119,943
Fresh [Member]
Disaggregation Of Revenue [Line Items]
Net sales	899,935	958,333
Non-food [Member]
Disaggregation Of Revenue [Line Items]
Net sales	659,888	716,478
Other Products [Member]
Disaggregation Of Revenue [Line Items]
Net sales	36,238	28,702
Fuel [Member]
Disaggregation Of Revenue [Line Items]
Net sales	39,181	33,000
Food Distribution [Member]
Disaggregation Of Revenue [Line Items]
Net sales	1,334,082	1,369,495
Food Distribution [Member] | Center store [Member]
Disaggregation Of Revenue [Line Items]
Net sales	451,777	451,321
Food Distribution [Member] | Fresh [Member]
Disaggregation Of Revenue [Line Items]
Net sales	447,208	467,663
Food Distribution [Member] | Non-food [Member]
Disaggregation Of Revenue [Line Items]
Net sales	402,695	424,312
Food Distribution [Member] | Other Products [Member]
Disaggregation Of Revenue [Line Items]
Net sales	32,402	26,199
Retail [Member]
Disaggregation Of Revenue [Line Items]
Net sales	739,444	782,568
Retail [Member] | Center store [Member]
Disaggregation Of Revenue [Line Items]
Net sales	288,718	328,326
Retail [Member] | Fresh [Member]
Disaggregation Of Revenue [Line Items]
Net sales	283,035	295,003
Retail [Member] | Non-food [Member]
Disaggregation Of Revenue [Line Items]
Net sales	128,136	125,845
Retail [Member] | Other Products [Member]
Disaggregation Of Revenue [Line Items]
Net sales	374	394
Retail [Member] | Fuel [Member]
Disaggregation Of Revenue [Line Items]
Net sales	39,181	33,000
Military [Member]
Disaggregation Of Revenue [Line Items]
Net sales	584,273	704,393
Military [Member] | Center store [Member]
Disaggregation Of Revenue [Line Items]
Net sales	282,062	340,296
Military [Member] | Fresh [Member]
Disaggregation Of Revenue [Line Items]
Net sales	169,692	195,667
Military [Member] | Non-food [Member]
Disaggregation Of Revenue [Line Items]
Net sales	129,057	166,321
Military [Member] | Other Products [Member]
Disaggregation Of Revenue [Line Items]
Net sales	3,462	2,109
Individuals Customer [Member]
Disaggregation Of Revenue [Line Items]
Net sales	739,293	782,333
Individuals Customer [Member] | Retail [Member]
Disaggregation Of Revenue [Line Items]
Net sales	739,293	782,333
Manufacturers, brokers and distributors [Member]
Disaggregation Of Revenue [Line Items]
Net sales	562,596	697,462
Manufacturers, brokers and distributors [Member] | Food Distribution [Member]
Disaggregation Of Revenue [Line Items]
Net sales	18,212	38,522
Manufacturers, brokers and distributors [Member] | Military [Member]
Disaggregation Of Revenue [Line Items]
Net sales	544,384	658,940
Retailers [Member]
Disaggregation Of Revenue [Line Items]
Net sales	1,337,387	1,352,766
Retailers [Member] | Food Distribution [Member]
Disaggregation Of Revenue [Line Items]
Net sales	1,300,960	1,309,422
Retailers [Member] | Military [Member]
Disaggregation Of Revenue [Line Items]
Net sales	36,427	43,344
Other Customers [Member]
Disaggregation Of Revenue [Line Items]
Net sales	18,523	23,895
Other Customers [Member] | Food Distribution [Member]
Disaggregation Of Revenue [Line Items]
Net sales	14,910	21,551
Other Customers [Member] | Retail [Member]
Disaggregation Of Revenue [Line Items]
Net sales	151	235
Other Customers [Member] | Military [Member]
Disaggregation Of Revenue [Line Items]
Net sales	$ 3,462	$ 2,109

XML

Revenue - Additional Information (Detail)	4 Months Ended
	Apr. 24, 2021 USD ($)
Disaggregation Of Revenue [Line Items]
Revenue recognition performance obligation	$ 0
Revenue, remaining performance obligation, optional exemption, performance obligation	true
Revenue recognition contract terms	30 days
Contract assets	$ 0
Maximum [Member]
Disaggregation Of Revenue [Line Items]
Revenue recognition contract terms	1 year

XML

Revenue - Summary of Changes in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Beginning balance	$ 6,603	$ 2,972
Changes in credit loss estimates	(78)	365
Write-offs charged against the allowance	(281)	(249)
Ending balance	6,244	5,258
ASU 2016-13 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Impact of adoption of new credit loss standard (ASU 2016-13)		2,170
Current Accounts and Notes Receivable [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Beginning balance	6,232	2,739
Changes in credit loss estimates	(78)	365
Write-offs charged against the allowance	(281)	(249)
Ending balance	5,873	4,766
Current Accounts and Notes Receivable [Member] | ASU 2016-13 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Impact of adoption of new credit loss standard (ASU 2016-13)	1,900	1,911
Long Term Notes Receivable [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Balance at January 2, 2021	371	233
Balance at April 24, 2021	371	492
Long Term Notes Receivable [Member] | ASU 2016-13 [Member]
New Accounting Pronouncements Or Change In Accounting Principle [Line Items]
Impact of adoption of new credit loss standard (ASU 2016-13)	$ 300	$ 259

XML

Goodwill and Other Intangible Assets - Additional Information (Detail)	4 Months Ended
	Apr. 24, 2021 USD ($) Segment	Jan. 02, 2021 USD ($)
Goodwill [Line Items]
Number of reporting units | Segment	3
Goodwill	$ 181,035,000	$ 181,035,000
Indefinite-lived intangible assets	67,600,000	67,600,000
Retail [Member]
Goodwill [Line Items]
Goodwill	0
Military [Member]
Goodwill [Line Items]
Goodwill	0
Food Distribution [Member]
Goodwill [Line Items]
Goodwill	$ 181,000,000.0	$ 181,000,000.0

XML

Restructuring and Asset Impairment - Schedule of Activity of Reserves for Closed Properties (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Restructuring Cost And Reserve [Line Items]
Beginning balance	$ 3,463
Provision for severance	84	$ 2,198
Changes in estimates	(59)
Accretion expense	31
Payments	(506)
Ending balance	3,596
Business Restructuring Reserves [Member]
Restructuring Cost And Reserve [Line Items]
Provision for closing charges	583
Lease and Ancillary Costs [Member]
Restructuring Cost And Reserve [Line Items]
Beginning balance	3,349
Changes in estimates	(59)
Accretion expense	31
Payments	(383)
Ending balance	3,521
Lease and Ancillary Costs [Member] | Business Restructuring Reserves [Member]
Restructuring Cost And Reserve [Line Items]
Provision for closing charges	583	$ 325
Severance [Member]
Restructuring Cost And Reserve [Line Items]
Beginning balance	114
Provision for severance	84
Payments	(123)
Ending balance	$ 75

XML

Restructuring and Asset Impairment - Schedule of Restructuring and Asset Impairment, Net (Detail) - USD ($) $ in Thousands	4 Months Ended		9 Months Ended
	Apr. 24, 2021	Apr. 18, 2020	Oct. 03, 2020	Oct. 05, 2019
Restructuring Cost And Reserve [Line Items]
Asset impairment charges	$ 756	$ 6,733
Gain on sales of assets related to closed facilities			$ (182)	$ 3,911
Provision for severance	84	2,198
Other costs associated with site closures	335	1,003
Changes in estimates	(59)	68
Restructuring and asset impairment	(161)	10,237
Business Restructuring Reserves [Member]
Restructuring Cost And Reserve [Line Items]
Provision for closing charges	583
Business Restructuring Reserves [Member] | Lease and Ancillary Costs [Member]
Restructuring Cost And Reserve [Line Items]
Provision for closing charges	583	325
Facility Closing [Member]
Restructuring Cost And Reserve [Line Items]
Gain on sales of assets related to closed facilities	$ (1,860)	$ (90)

XML

Restructuring and Asset Impairment - Additional Information (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Restructuring Cost And Reserve [Line Items]
Impairment charges	$ 756	$ 6,733
The Fresh Kitchen Facility [Member]
Restructuring Cost And Reserve [Line Items]
Proceeds from sale of assets held for sale	20,500
Fair Value Measurements Nonrecurring [Member] | Significant unobservable inputs (Level 3) [Member]
Restructuring Cost And Reserve [Line Items]
Long-lived assets	2,600	29,100
Long-lived assets measured fair value on nonrecurring basis	1,800	22,400
Impairment charges	$ 800	$ 6,700

XML

Fair Value Measurements - Schedule of Book Value and Estimated Fair Value of Debt Instruments, Excluding Debt Financing Costs (Detail) - USD ($) $ in Thousands	Apr. 24, 2021	Jan. 02, 2021
Book value of debt instruments, excluding debt financing costs:
Current maturities of long-term debt and finance lease liabilities	$ 4,996	$ 5,135
Long-term debt and finance lease liabilities	525,652	485,381
Total book value of debt instruments	530,648	490,516
Fair value of debt instruments, excluding debt financing costs	535,728	497,941
Excess of fair value over book value	$ 5,080	$ 7,425

XML

Commitments and Contingencies - Additional Information (Detail)	Apr. 24, 2021 Employer
Commitments And Contingencies Disclosure [Abstract]
Number of employers contributing to plan	1

XML

Associate Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Defined Benefit Plan Disclosure [Line Items]
Pension contributions during last plan year	$ 4.6	$ 4.6
Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Net periodic benefit (income) expense		1.0
Retiree Medical Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Expected Company contribution for remainder of fiscal year	0.5
Standard pension funding carryover	0.1
SpartanNash Retiree Medical Plan Plan [Member] | Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Net periodic benefit (income) expense	$ 0.2	$ 0.2

XML

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	4 Months Ended		8 Months Ended	12 Months Ended
	Apr. 24, 2021	Apr. 18, 2020	Jan. 02, 2021	Dec. 30, 2017
Income Tax Disclosure [Abstract]
Effective income tax rate	24.60%	0.20%
Net discrete income tax benefits of CARES Act		$ 4.3
Federal statutory income tax rate				35.00%
Additional tax benefit recognized of CARES Act			$ 5.0
Proceeds from income tax refunds related to amended prior year returns	$ 25.7

XML

Share-Based Payments - Summary of Allocation of Stock-Based Compensation Expense in Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Employee Service Share Based Compensation Aggregate Disclosures [Abstract]
Restricted stock expense	$ 4,185	$ 2,342
Income tax (benefit) expense	(979)	224
Restricted stock expense, net of tax	$ 3,206	$ 2,566

XML

Share-Based Payments - Summary of Stock Incentive Plans Activity (Detail) - Restricted Stock Awards [Member]	4 Months Ended
	Apr. 24, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted Stock Awards, Outstanding, Beginning balance | shares	973,948
Restricted Stock Awards, Granted | shares	522,975
Restricted Stock Awards, Vested | shares	(314,105)
Restricted Stock Awards, Cancelled/Forfeited | shares	(15,774)
Restricted Stock Awards, Outstanding, Ending balance | shares	1,167,044
Weighted Average Grant-Date Fair Value, Beginning balance | $ / shares	$ 17.72
Weighted Average Grant-Date Fair Value, Granted | $ / shares	18.83
Weighted Average Grant-Date Fair Value, Vested | $ / shares	19.32
Weighted Average Grant-Date Fair Value, Cancelled/Forfeited | $ / shares	15.89
Weighted Average Grant-Date Fair Value, Ending balance | $ / shares	$ 17.82

XML

Share-Based Payments - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions		4 Months Ended
	Oct. 07, 2020	Apr. 24, 2021	Jan. 02, 2021	Oct. 03, 2020	Apr. 18, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock warrant, outstanding and nonvested		4,241,071	4,349,817		0
Unrecognized cost related to non-vested warrant shares		$ 22.0
Non-vested warrant shares expensed as vesting conditions are satisfied over the remaining term		6 years 6 months
Warrant shares, vested and exercisable		1,196,201
Non-vested warrant shares, intrinsic value		$ 8.2
Vested warrant shares, intrinsic value		$ 2.3
NV Investment Holdings [Member] | Commercial Agreement [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Warrant to acquire number of securities, common stock shares	5,437,272
Exercise price	$ 17.7257
Warrant commercial supply agreement	$ 200.0
Right to purchase warrant, expiration date	Oct. 07, 2027
NV Investment Holdings [Member] | Commercial Agreement [Member] | Warrants One [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of warrant, outstanding and issuable shares	2.50%
Warrant to purchase number of securities, common stock shares vested	1,087,455
Warrant grant date fair value per share	$ 5.51
NV Investment Holdings [Member] | Commercial Agreement [Member] | Warrants Two [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of warrant, outstanding and issuable shares	10.00%
Warrant grant date fair value per share	$ 5.33
Stock warrant, outstanding and nonvested	4,349,817
Restricted Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost				$ 11.1
Unrecognized compensation cost, weighted average period of recognition		2 years 7 months 6 days

XML

Share-Based Payments - Summary of Share-based Payment Expense Recognized as a Reduction of Net Sales in Condensed Consolidated Statements of Operations (Detail) $ in Thousands	4 Months Ended
	Apr. 24, 2021 USD ($)
Employee Service Share Based Compensation Aggregate Disclosures [Abstract]
Warrant expense	$ 645
Tax benefits	(57)
Warrant expense, net of tax	$ 588

XML

Share-Based Payments - Summary of Stock Warrant Activity (Detail)	4 Months Ended
	Apr. 24, 2021 shares
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock warrant, outstanding and nonvested	4,349,817
Vested	108,746
Stock warrant, outstanding and nonvested	4,241,071

XML

Earnings Per Share - Additional Information (Detail) - shares	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020	Jan. 02, 2021
Earnings Per Share [Abstract]
Weighted average restricted stock awards not included in EPS calculations	151,000	0
Stock warrant, outstanding and nonvested	4,241,071	0	4,349,817

XML

Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Numerator:
Net earnings	$ 19,516	$ 15,402
Adjustment for earnings attributable to participating securities	(426)	(385)
Net earnings used in calculating earnings per share	$ 19,090	$ 15,017
Denominator:
Weighted average shares outstanding, including participating securities	35,765	36,172
Adjustment for participating securities	(781)	(904)
Shares used in calculating basic earnings per share	34,984	35,268
Shares used in calculating diluted earnings per share	35,095	35,268
Basic net earnings per share:	$ 0.55	$ 0.43
Diluted net earnings per share:	$ 0.54	$ 0.43
Stock Warrant [Member]
Denominator:
Effect of dilutive restricted stock awards	86
Restricted Stock Awards [Member]
Denominator:
Effect of dilutive restricted stock awards	25

XML

Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands	4 Months Ended
	Apr. 24, 2021	Apr. 18, 2020
Non-cash investing activities:
Capital expenditures included in accounts payable	$ 8,392	$ 4,643
Operating lease asset additions	424	12,749
Finance lease asset additions	62	1,192
Non-cash financing activities:
Dividends declared but unpaid	131
Recognition of operating lease liabilities	424	12,749
Recognition of finance lease liabilities	62	1,192
Other supplemental cash flow information:
Cash paid for interest	$ 3,560	$ 8,187

XML

Reporting Segment Information - Schedule of Segment Reporting Information, by Operating Segment (Detail) - USD ($) $ in Thousands	4 Months Ended		9 Months Ended
	Apr. 24, 2021	Apr. 18, 2020	Oct. 03, 2020	Oct. 05, 2019	Jan. 02, 2021	Dec. 28, 2019
Segment Reporting Information [Line Items]
Net sales	$ 2,657,799	$ 2,856,456
Acquisition and integration	59
Restructuring and asset impairment, net	(161)	10,237
Depreciation and amortization	28,091	28,029
Operating earnings (loss)	30,195	22,030
Capital expenditures	22,124	17,893	$ 22,124	$ 17,893
Total Assets	2,275,566				$ 2,277,391	$ 2,277,391
Operating Segments [Member]
Segment Reporting Information [Line Items]
Net sales	2,657,799	2,856,456
Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Net sales	310,804	324,127
Food Distribution [Member]
Segment Reporting Information [Line Items]
Net sales	1,334,082	1,369,495
Restructuring and asset impairment, net	(18)	9,222
Depreciation and amortization	9,790	10,556
Operating earnings (loss)	21,146	11,390
Capital expenditures	9,956	7,019
Total Assets	1,129,685					1,112,961
Food Distribution [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net sales	1,334,082	1,369,495
Food Distribution [Member] | Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Net sales	310,631	324,127
Retail [Member]
Segment Reporting Information [Line Items]
Net sales	739,444	782,568
Acquisition and integration	59
Restructuring and asset impairment, net	(143)	1,015
Depreciation and amortization	14,241	13,756
Operating earnings (loss)	14,192	12,645
Capital expenditures	9,135	9,594
Total Assets	751,800					763,876
Retail [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net sales	739,444	782,568
Retail [Member] | Intersegment Eliminations [Member]
Segment Reporting Information [Line Items]
Net sales	173
Military [Member]
Segment Reporting Information [Line Items]
Net sales	584,273	704,393
Depreciation and amortization	4,060	3,717
Operating earnings (loss)	(5,143)	(2,005)
Capital expenditures	3,033	1,280
Total Assets	394,081					$ 400,554
Military [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Net sales	$ 584,273	$ 704,393