10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

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

For the quarterly period ended September 29, 2022

OR

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

Commission File Number 0-19681

JOHN B. SANFILIPPO & SON, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	36-2419677
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
1703 North Randall Road Elgin, Illinois	60123-7820
(Address of Principal Executive Offices)	(Zip Code)

(847) 289-1800

(Registrant’s Telephone Number, Including Area Code)

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

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $.01 par value per share	JBSS	The NASDAQ Stock Market LLC (NASDAQ Global Select Market)

Securities registered pursuant to Section 12(g) of the Act: None

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 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, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One)

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 October 28, 2022, 8,929,459 shares of the Registrant’s Common Stock, $0.01 par value per share and 2,597,426 shares of the Registrant’s Class A Common Stock, $0.01 par value per share, were outstanding.

JOHN B. SANFILIPPO & SON, INC.

FORM 10-Q

FOR THE QUARTER ENDED SEPTEMBER 29, 2022

INDEX

	Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Comprehensive Income for the Quarter Ended September 29, 2022 and September 23, 2021		3
Consolidated Balance Sheets as of September 29, 2022, June 30, 2022 and September 23, 2021		4
Consolidated Statements of Stockholders’ Equity for the Quarter Ended September 29, 2022 and September 23, 2021		6
Consolidated Statements of Cash Flows for the Quarter Ended September 29, 2022 and September 23, 2021		7
Notes to Consolidated Financial Statements		8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
Item 3. Quantitative and Qualitative Disclosures About Market Risk		25
Item 4. Controls and Procedures		25
PART II. OTHER INFORMATION
Item 1. Legal Proceedings		25
Item 1A. Risk Factors		25
Item 6. Exhibits		25
SIGNATURE		29

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(Dollars in thousands, except share and per share amounts)

	For the Quarter Ended
	September 29, 2022			September 23, 2021
Net sales	$	252,601		$	226,329
Cost of sales		201,958			174,526
Gross profit		50,643			51,803
Operating expenses:
Selling expenses		17,982			17,745
Administrative expenses		10,247			9,069
Gain on sale of facility, net		—			(2,349	)
Total operating expenses		28,229			24,465
Income from operations		22,414			27,338
Other expense:
Interest expense including $193 and $189 to related parties		661			371
Rental and miscellaneous expense, net		402			348
Pension expense (excluding service costs)		349			618
Total other expense, net		1,412			1,337
Income before income taxes		21,002			26,001
Income tax expense		5,457			6,752
Net income	$	15,545		$	19,249
Other comprehensive income:
Amortization of actuarial loss included in net periodic cost		7			364
Income tax expense related to pension adjustments		(1	)		(95	)
Other comprehensive income, net of tax:		6			269
Comprehensive income	$	15,551		$	19,518
Net income per common share-basic	$	1.35		$	1.67
Net income per common share-diluted	$	1.34		$	1.66

The accompanying unaudited notes are an integral part of these consolidated financial statements.

3

JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands, except share and per share amounts)

	September 29, 2022		June 30, 2022		September 23, 2021
ASSETS
CURRENT ASSETS:
Cash	$	298	$	415	$	539
Accounts receivable, less allowance for doubtful accounts of $305, $267 and $311		76,401		69,611		71,890
Inventories		192,098		204,855		152,603
Prepaid expenses and other current assets		6,746		8,283		10,407
TOTAL CURRENT ASSETS		275,543		283,164		235,439
PROPERTY, PLANT AND EQUIPMENT:
Land		9,150		9,150		9,150
Buildings		102,837		102,810		102,661
Machinery and equipment		251,998		245,111		226,618
Furniture and leasehold improvements		5,296		5,296		5,295
Vehicles		614		614		614
Construction in progress		6,926		6,471		16,593
		376,821		369,452		360,931
Less: Accumulated depreciation		255,948		252,371		242,422
		120,873		117,081		118,509
Rental investment property, less accumulated depreciation of $13,834, $13,632 and $13,027		15,289		15,491		16,096
TOTAL PROPERTY, PLANT AND EQUIPMENT		136,162		132,572		134,605
Intangible assets, net		7,621		8,065		9,457
Life insurance and other assets		6,134		8,272		9,542
Deferred income taxes		3,231		3,236		5,297
Goodwill		9,650		9,650		9,650
Operating lease right-of-use assets		2,430		2,303		3,171
TOTAL ASSETS	$	440,771	$	447,262	$	407,161

The accompanying unaudited notes are an integral part of these consolidated financial statements.

4

JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(Dollars in thousands, except share and per share amounts)

	September 29, 2022			June 30, 2022			September 23, 2021
LIABILITIES & STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Revolving credit facility borrowings	$	42,624		$	40,439		$	45,264
Current maturities of long-term debt, net, including related party debt of $628, $614 and $572		2,046			3,149			3,858
Accounts payable		51,222			47,720			46,103
Bank overdraft		488			214			171
Accrued payroll and related benefits		12,166			18,888			11,410
Other accrued expenses		17,624			12,352			17,028
TOTAL CURRENT LIABILITIES		126,170			122,762			123,834
LONG-TERM LIABILITIES:
Long-term debt, less current maturities, net, including related party debt of $7,612, $7,774 and $8,240		7,612			7,774			9,939
Retirement plan		28,753			28,886			35,257
Long-term operating lease liabilities, net of current portion		1,242			1,076			1,804
Other		7,831			7,943			8,162
TOTAL LONG-TERM LIABILITIES		45,438			45,679			55,162
TOTAL LIABILITIES		171,608			168,441			178,996
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
Class A Common Stock, convertible to Common Stock on a per share basis, cumulative voting rights of ten votes per share, $.01 par value; 10,000,000 shares authorized, 2,597,426 shares issued and outstanding		26			26			26
Common Stock, non-cumulative voting rights of one vote per share, $.01 par value; 17,000,000 shares authorized 9,047,359, 9,047,359 and 8,989,980 shares issued		90			90			90
Capital in excess of par value		129,572			128,800			126,958
Retained earnings		143,153			153,589			111,051
Accumulated other comprehensive loss		(2,474	)		(2,480	)		(8,756	)
Treasury stock, at cost; 117,900 shares of Common Stock		(1,204	)		(1,204	)		(1,204	)
TOTAL STOCKHOLDERS’ EQUITY		269,163			278,821			228,165
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$	440,771		$	447,262		$	407,161

The accompanying unaudited notes are an integral part of these consolidated financial statements.

5

JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)

(Dollars in thousands, except share and per share amounts)

	Class A Common Stock				Common Stock				Capital in Excess of Par Value		Retained Earnings			Accumulated Other Comprehensive Loss			Treasury Stock			Total
	Shares		Amount		Shares		Amount
Balance, June 30, 2022		2,597,426	$	26		9,047,359	$	90	$	128,800	$	153,589		$	(2,480	)	$	(1,204	)	$	278,821
Net income												15,545									15,545
Cash dividends ($2.25 per share)												(25,981	)								(25,981	)
Pension liability amortization, net of income tax expense of $1															6						6
Stock-based compensation expense										772											772
Balance, September 29, 2022		2,597,426	$	26		9,047,359	$	90	$	129,572	$	143,153		$	(2,474	)	$	(1,204	)	$	269,163

	Class A Common Stock				Common Stock				Capital in Excess of Par Value			Retained Earnings			Accumulated Other Comprehensive Loss			Treasury Stock			Total
	Shares		Amount		Shares		Amount
Balance, June 24, 2021		2,597,426	$	26		8,988,812	$	90	$	126,271		$	126,336		$	(9,025	)	$	(1,204	)	$	242,494
Net income													19,249									19,249
Cash dividends ($3.00 per share)													(34,534	)								(34,534	)
Pension liability amortization, net of income tax expense of $95																269						269
Equity award exercises, net of shares withheld for employee taxes						1,168		—		(16	)											(16	)
Stock-based compensation expense										703												703
Balance, September 23, 2021		2,597,426	$	26		8,989,980	$	90	$	126,958		$	111,051		$	(8,756	)	$	(1,204	)	$	228,165

The accompanying unaudited notes are an integral part of these consolidated financial statements.

6

JOHN B. SANFILIPPO & SON, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

	For the Quarter Ended
	September 29, 2022			September 23, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	15,545		$	19,249
Depreciation and amortization		4,961			4,596
Loss (gain) on disposition of assets, net		5			(2,299	)
Deferred income tax expense		5			790
Stock-based compensation expense		772			703
Change in assets and liabilities:
Accounts receivable, net		(6,790	)		(5,556	)
Inventories		12,757			(4,605	)
Prepaid expenses and other current assets		1,537			(1,839	)
Accounts payable		3,216			(1,631	)
Accrued expenses		(5,265	)		(12,089	)
Income taxes payable		3,815			2,805
Other long-term assets and liabilities		215			172
Other, net		(127	)		607
Net cash provided by operating activities		30,646			903
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment		(5,918	)		(5,110	)
Proceeds from disposition of assets, net		—			3,945
Other, net		(56	)		(72	)
Net cash used in investing activities		(5,974	)		(1,237	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net short-term borrowings		2,185			36,611
Principal payments on long-term debt		(1,267	)		(938	)
Increase (decrease) in bank overdraft		274			(922	)
Dividends paid		(25,981	)		(34,534	)
Taxes paid related to net share settlement of equity awards		—			(16	)
Net cash (used in) provided by financing activities		(24,789	)		201
NET DECREASE IN CASH		(117	)		(133	)
Cash, beginning of period		415			672
Cash, end of period	$	298		$	539

The accompanying unaudited notes are an integral part of these consolidated financial statements.

7

JOHN B. SANFILIPPO & SON, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in thousands, except where noted and per share data)

Note 1 – Basis of Presentation and Description of Business

As used herein, unless the context otherwise indicates, the terms “we”, “us”, “our” or “Company” collectively refer to John B. Sanfilippo & Son, Inc. and our wholly-owned subsidiary, JBSS Ventures, LLC. Our fiscal year ends on the final Thursday of June each year, and typically consists of fifty-two weeks (four thirteen-week quarters). Additional information on the comparability of the periods presented is as follows:

• References herein to fiscal 2023 and fiscal 2022 are to the 52 week fiscal year ending June 29, 2023 and the 53 week fiscal year ended June 30, 2022, respectively. 

• References herein to the first quarter of fiscal 2023 and fiscal 2022 are to the quarters ended September 29, 2022 and September 23, 2021, respectively.

We are one of the leading processors and distributors of peanuts, pecans, cashews, walnuts, almonds, and other nuts in the United States. These nuts are sold under our Fisher, Orchard Valley Harvest, Squirrel Brand and Southern Style Nuts brand names and under a variety of private brands. We also market and distribute, and in most cases, manufacture or process, a diverse product line of food and snack products, including peanut butter, almond butter, cashew butter, candy and confections, snacks and trail mixes, snack bites, sunflower kernels, dried fruit, corn snacks, chickpea snacks, sesame sticks and other sesame snack products under our brand names and under private brands. Our products are sold through three primary distribution channels, including food retailers in the consumer channel, commercial ingredient users and contract packaging customers.

The accompanying unaudited financial statements fairly present the consolidated statements of comprehensive income, consolidated balance sheets, consolidated statements of stockholders’ equity and consolidated statements of cash flows, and reflect all adjustments, consisting only of normal recurring adjustments which are necessary for the fair statement of the results of the interim periods. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.

The interim results of operations are not necessarily indicative of the results to be expected for a full year. The balance sheet data as of June 30, 2022 was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). Accordingly, these unaudited financial statements and related notes should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2022 Annual Report on Form 10-K for the fiscal year ended June 30, 2022.

Note 2 – Revenue Recognition

We recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. For each customer contract, a five-step process is followed in which we identify the contract, identify performance obligations, determine the transaction price, allocate the contract transaction price to the performance obligations, and recognize the revenue when (or as) the performance obligation is transferred to the customer.

When Performance Obligations Are Satisfied

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are primarily for the delivery of raw and processed recipe and snack nuts, nut butters and trail mixes.

Our customer contracts do not include more than one performance obligation. If a contract were to contain more than one performance obligation, we are required to allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price. The standalone selling price for each distinct good is generally determined by directly observable data.

8

Revenue recognition is generally completed at a point in time when product control is transferred to the customer. For virtually all of our revenues, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can then direct the use and obtain substantially all of the remaining benefits from the asset at that point in time. Therefore, the timing of our revenue recognition requires little judgment.

Variable Consideration

Some of our products are sold through specific incentive programs consisting of promotional allowances, volume and customer rebates, in-store display incentives and marketing allowances, among others, to consumer and some commercial ingredient customers. The ultimate cost of these programs is dependent on certain factors such as actual purchase volumes or customer activities and is dependent on significant management judgment when determining estimates. The Company accounts for these programs as variable consideration and recognizes a reduction in revenue (and a corresponding reduction in the transaction price) in the same period as the underlying program based upon the terms of the specific arrangements.

Trade promotions, consisting primarily of customer pricing allowances, merchandising funds and consumer coupons, are also offered through various programs to customers and consumers. A provision for estimated trade promotions is recorded as a reduction of revenue (and a reduction in the transaction price) in the same period when the sale is recognized. Revenues are also recorded net of expected customer deductions which are provided for based upon past experiences. Evaluating these estimates requires management judgment.

We generally use the most likely amount method to determine the variable consideration. We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. The Company reviews and updates its estimates and related accruals of variable consideration and trade promotions at least quarterly based on the terms of the agreements and historical experience. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe, therefore, no additional constraint on the variable consideration is required.

Contract Balances

Contract assets or liabilities result from transactions with revenue recorded over time. If the measure of remaining rights exceeds the measure of the remaining performance obligations the Company records a contract asset. Conversely, if the measure of the remaining performance obligations exceeds the measure of the remaining rights, the Company records a contract liability. Contract asset balances at September 29, 2022 and September 23, 2021 were $562 and $58, respectively, and are recorded in the caption “Prepaid expenses and other current assets” on the Consolidated Balance Sheets. There was no contract asset balance at June 30, 2022. The Company generally does not have material deferred revenue or contract liability balances arising from transactions with customers.

Disaggregation of Revenue

Revenue disaggregated by sales channel is as follows:

	For the Quarter Ended
Distribution Channel	September 29, 2022		September 23, 2021
Consumer	$	196,547	$	179,761
Commercial Ingredients		31,507		28,156
Contract Packaging		24,547		18,412
Total	$	252,601	$	226,329

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Note 3 - Leases

Description of Leases

We lease equipment used in the transportation of goods in our warehouses, as well as a limited number of automobiles and a small warehouse near our Bainbridge, Georgia facility. Our leases generally do not contain non-lease components and do not contain any explicit guarantees of residual value. Our leases for warehouse transportation equipment generally require the equipment to be returned to the lessor in good working order.

Through a review of our contracts, we determine if an arrangement is a lease at inception and analyze the lease to determine if it is operating or finance. Operating lease right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental collateralized borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Implicit rates are used when readily determinable. None of our leases currently contain options to extend the term. In the event of an option to extend the term of a lease, the lease term used in measuring the liability would include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the respective lease term. Our leases have remaining terms of up to 4.8 years.

It is our accounting policy to not apply lease recognition requirements to short-term leases, defined as leases with an initial term of 12 months or less. As such, leases with an initial term of 12 months or less are not recorded in the Consolidated Balance Sheet. We have also made the policy election to not separate lease and non-lease components for all leases.

The following table provides supplemental information related to operating lease right-of-use assets and liabilities:

	September 29, 2022		June 30, 2022		September 23, 2021		Affected Line Item in Consolidated Balance Sheet
Assets
Operating lease right-of-use assets	$	2,430	$	2,303	$	3,171	Operating lease right-of-use assets
Total lease right-of-use assets	$	2,430	$	2,303	$	3,171
Liabilities
Current:
Operating leases	$	1,215	$	1,258	$	1,412	Other accrued expenses
Noncurrent:
Operating leases		1,242		1,076		1,804	Long-term operating lease liabilities
Total lease liabilities	$	2,457	$	2,334	$	3,216

The following tables summarize the Company’s total lease costs and other information arising from operating lease transactions:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating lease costs (a)	$	474	$	444
Variable lease costs (b)		57		17
Total lease cost	$	531	$	461

(a)  Includes short-term leases which are immaterial.

(b)  Variable lease costs consist of sales tax and lease overtime charges.

10

Supplemental cash flow and other information related to leases was as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating cash flows information:
Cash paid for amounts included in measurements for lease liabilities	$	402	$	397
Non-cash activity:
Right-of-use assets obtained in exchange for new operating lease obligations	$	496	$	45

	September 29, 2022			June 30, 2022			September 23, 2021
Weighted average remaining lease term (in years)		2.5			2.3			2.6
Weighted average discount rate		4.6	%		4.3	%		4.2	%

Maturities of operating lease liabilities as of September 29, 2022 are as follows:

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,055
June 27, 2024		808
June 26, 2025		432
June 25, 2026		244
June 24, 2027		65
June 29, 2028		3
Thereafter		—
Total lease payments		2,607
Less imputed interest		(150	)
Present value of operating lease liabilities	$	2,457

At September 29, 2022, the Company has additional operating leases of approximately $505 that have not yet commenced and therefore are not reflected in the Consolidated Balance Sheet and tables above. The leases are scheduled to commence in the second and third quarters of fiscal 2023 with initial lease terms ranging from 3 to 5 years.

Lessor Accounting

We lease office space in our four-story office building located in Elgin, Illinois. As a lessor, we retain substantially all of the risks and benefits of ownership of the investment property and under Topic 842: Leases we continue to account for all of our leases as operating leases. Lease agreements may include options to renew. We accrue fixed lease income on a straight-line basis over the terms of the leases. There is generally no variable lease consideration and an immaterial amount of non-lease components such as recurring utility and storage fees. Leases between related parties are immaterial.

Leasing revenue is as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Lease income related to lease payments	$	402	$	410

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The future minimum, undiscounted fixed cash flows under non-cancelable tenant operating leases for each of the next five years and thereafter is presented below.

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,348
June 27, 2024		1,818
June 26, 2025		1,228
June 25, 2026		670
June 24, 2027		614
June 29, 2028		—
Total	$	5,678

Note 4 – Inventories

Inventories consist of the following:

	September 29, 2022		June 30, 2022		September 23, 2021
Raw material and supplies	$	60,657	$	77,558	$	55,159
Work-in-process and finished goods		131,441		127,297		97,444
Total	$	192,098	$	204,855	$	152,603

Note 5 – Goodwill and Intangible Assets

Identifiable intangible assets that are subject to amortization consist of the following:

	September 29, 2022			June 30, 2022			September 23, 2021
Customer relationships	$	21,100		$	21,100		$	21,100
Brand names		16,990			16,990			16,990
Non-compete agreement		270			270			270
		38,360			38,360			38,360
Less accumulated amortization:
Customer relationships		(19,053	)		(18,795	)		(17,961	)
Brand names		(11,425	)		(11,252	)		(10,735	)
Non-compete agreement		(261	)		(248	)		(207	)
		(30,739	)		(30,295	)		(28,903	)
Net intangible assets	$	7,621		$	8,065		$	9,457

Customer relationships are being amortized on an accelerated basis. The brand names remaining to be amortized consist of the Squirrel Brand and Southern Style Nuts brand names.

Total amortization expense related to intangible assets, which is classified in administrative expense in the Consolidated Statement of Comprehensive Income, was $444 for the quarter ended September 29, 2022. Amortization expense for the remainder of fiscal 2023 is expected to be approximately $1,213, and expected amortization expense for the next five fiscal years is as follows:

Fiscal Year Ending
June 27, 2024	1,414
June 26, 2025	1,156
June 25, 2026	861
June 24, 2027	690
June 29, 2028	521

Our net goodwill of $9,650 relates entirely to the Squirrel Brand acquisition completed in the second quarter of fiscal 2018. There was no change in the carrying amount of goodwill during the quarter ended September 29, 2022.

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Note 6 – Credit Facility

Our Amended and Restated Credit Agreement dated March 5, 2020 provides for a $117,500 senior secured revolving credit facility (the “Credit Facility”). The Credit Facility is secured by substantially all our assets other than machinery and equipment, real property and fixtures.

At September 29, 2022, we had $70,686 of available credit under the Credit Facility which reflects borrowings of $42,624 and reduced availability as a result of $4,190 in outstanding letters of credit. As of September 29, 2022, we were in compliance with all financial covenants under the Credit Facility and Mortgage Facility.

Note 7 – Earnings Per Common Share

The following table presents the reconciliation of the weighted average shares outstanding used in computing basic and diluted earnings per share:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Weighted average number of shares outstanding – basic		11,553,432		11,519,472
Effect of dilutive securities:
Restricted stock units		63,681		69,012
Weighted average number of shares outstanding – diluted		11,617,113		11,588,484

There were no anti-dilutive awards excluded from the computation of diluted earnings per share for either period presented.

Note 8 – Stock-Based Compensation Plans

During the quarter ended September 29, 2022 there was no significant restricted stock unit (“RSU”) activity. Compensation expense attributable to stock-based compensation during the first quarter of fiscal 2023 and fiscal 2022 was $772 and $703, respectively. As of September 29, 2022, there was $3,359 of total unrecognized compensation expense related to non-vested RSUs granted under our stock-based compensation plans. We expect to recognize that cost over a weighted average period of 1.2 years.

Note 9 – Retirement Plan

The Supplemental Employee Retirement Plan is an unfunded, non-qualified benefit plan that will provide eligible participants with monthly benefits upon retirement, disability or death, subject to certain conditions. The monthly benefit is based upon each participant’s earnings and his or her number of years of service. The components of net periodic benefit cost are as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Service cost	$	200	$	248
Interest cost		342		254
Amortization of loss		7		364
Net periodic benefit cost	$	549	$	866

The components of net periodic benefit cost other than the service cost component are included in the line item “Pension expense (excluding service costs)” in the Consolidated Statements of Comprehensive Income.

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Note 10 – Accumulated Other Comprehensive Loss

The table below sets forth the changes to accumulated other comprehensive loss (“AOCL”) for the quarter ended September 29, 2022 and September 23, 2021. These changes are all related to our defined benefit pension plan.

Changes to AOCL (a)	For the Quarter Ended
	September 29, 2022			September 23, 2021
Balance at beginning of period	$	(2,480	)	$	(9,025	)
Other comprehensive income before reclassifications		—			—
Amounts reclassified from accumulated other comprehensive loss		7			364
Tax effect		(1	)		(95	)
Net current-period other comprehensive income		6			269
Balance at end of period	$	(2,474	)	$	(8,756	)

(a) Amounts in parenthesis indicate debits/expense.

The reclassifications out of AOCL for the quarter ended September 29, 2022 and September 23, 2021 were as follows:

	For the Quarter Ended						Affected Line Item in the Consolidated Statements of Comprehensive Income
Reclassifications from AOCL to Earnings (b)	September 29, 2022			September 23, 2021
Amortization of defined benefit pension items:
Unrecognized net loss		(7	)		(364	)	Pension expense (excluding service costs)
Tax effect		1			95		Income tax expense
Amortization of defined pension items, net of tax	$	(6	)	$	(269	)

(b)  Amounts in parenthesis indicate debits to expense. See Note 9 – “Retirement Plan” above for additional details.

Note 11 – Commitments and Contingent Liabilities

We are currently a party to various legal proceedings in the ordinary course of business. While management presently believes that the ultimate outcomes of these proceedings, individually and in the aggregate, will not materially affect our Company’s financial position, results of operations or cash flows, legal proceedings are subject to inherent uncertainties, and unfavorable outcomes could occur. Unfavorable outcomes could include substantial monetary damages in excess of any appropriate accruals, which management has established. Were such unfavorable final outcomes to occur, there exists the possibility of a material adverse effect on our financial position, results of operations and cash flows.

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Note 12 – Fair Value of Financial Instruments

Authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) defines fair value as the price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels:

Level 1	–	Quoted prices in active markets that are accessible at the measurement date for identical assets and liabilities.
Level 2	–	Observable inputs other than quoted prices in active markets. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
Level 3	–	Unobservable inputs for which there is little or no market data available.

The carrying values of cash, trade accounts receivable and accounts payable approximate their fair values at each balance sheet date because of the short-term maturities and nature of these balances.

The carrying value of our revolving credit facility borrowings approximates fair value at each balance sheet date because interest rates on this instrument approximate current market rates (Level 2 criteria) and because of the short-term maturity and nature of this balance. In addition, there has been no significant change in our inherent credit risk.

The following table summarizes the carrying value and fair value estimate of our current and long-term debt, excluding unamortized debt issuance costs:

	September 29, 2022		June 30, 2022		September 23, 2021
Carrying value of current and long-term debt:	$	9,660	$	10,927	$	13,812
Fair value of current and long-term debt:		9,583		11,179		15,360

The estimated fair value of our current and long-term debt was determined using a market approach based upon Level 2 observable inputs, which estimates fair value based on interest rates currently offered on loans with similar terms to borrowers of similar credit quality or broker quotes. In addition, there have been no significant changes in the underlying assets securing our long-term debt.

Note 13 – Garysburg, North Carolina Facility

During the first quarter of fiscal 2022 we sold the Garysburg property and remaining equipment located at the property to a third party for $4,000, subject to customary adjustments to reflect closing costs, which resulted in a $2,349 gain.

Note 14 – Recent Accounting Pronouncements

There were no recent accounting pronouncements adopted in the current fiscal year.

There are no recent accounting pronouncements that have been issued and not yet adopted that are expected to have a material impact on our Consolidated Financial Statements.

Note 15 – Subsequent Event

On November 3, 2022, our Board of Directors declared a special cash dividend of $1.00 per share on all issued and outstanding shares of Common Stock and Class A Stock of the Company (the “November 2022 Dividends”). The November 2022 Dividends will be paid on December 21, 2022 to stockholders of record as of the close of business on December 2, 2022.

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

OVERVIEW

The following discussion and analysis should be read in conjunction with the unaudited Consolidated Financial Statements and the Notes to Consolidated Financial Statements.

Our fiscal year ends on the final Thursday of June each year, and typically consists of fifty-two weeks (four thirteen-week quarters). Additional information on the comparability of the periods presented is as follows:

• References herein to fiscal 2023 and fiscal 2022 are to the 52-week fiscal year ending June 29, 2023 and the 53-week fiscal year ended June 30, 2022, respectively.

• References herein to the first quarter of fiscal 2023 and fiscal 2022 are to the quarters ended September 29, 2022 and September 23, 2021, respectively.

As used herein, unless the context otherwise indicates, the terms “we”, “us”, “our” or “Company” collectively refer to John B. Sanfilippo & Son, Inc. and our wholly-owned subsidiary, JBSS Ventures, LLC.

We are one of the leading processors and distributors of peanuts, pecans, cashews, walnuts, almonds and other nuts in the United States. These nuts are sold under our Fisher, Orchard Valley Harvest, Squirrel Brand and Southern Style Nuts brand names and under a variety of private brands. We also market and distribute, and in most cases, manufacture or process, a diverse product line of food and snack products, including peanut butter, almond butter, cashew butter, candy and confections, snack and trail mixes, snack bites, sunflower kernels, dried fruit, corn snacks, chickpea snacks, sesame sticks and other sesame snack products under our brand names and private brands. We distribute our products in the consumer, commercial ingredients and contract packaging distribution channels.

During fiscal 2022, we created a Long-Range Plan to define our future growth priorities. Our Long-Range Plan focuses on growing our non-branded business across key customers, transforming Fisher, Orchard Valley Harvest and Squirrel Brand into leading brands while increasing distribution and diversifying our portfolio into high growth snacking segments. This Long-Range Plan also contemplates increasing our sales through product innovation and targeted, opportunistic acquisitions. We plan to execute on our Long-Range Plan by providing our non-branded customers with value-added solutions based on our extensive industry and consumer expertise. We will grow our branded business by reaching new consumers via product expansion and packaging innovation, expanding distribution across current and alternative channels, diversifying our product offerings and focusing on new ways for consumers to buy our products, including sales via e-commerce platforms.

We will continue to focus our promotional and advertising activity to invest in our brands to achieve growth. We intend to execute an omnichannel approach to win in key categories including recipe nuts, nut flours, snack nuts, trail mix and snacking. We continue to see strong e-commerce performance across our branded portfolio and anticipate taking various actions with the goal of accelerating that growth across a variety of established and emerging platforms. We will continue to face the ongoing challenges specific to our business, such as food safety and regulatory issues and the maintenance and growth of our customer base for branded and private label products. See the information referenced in Part II, Item 1A — “Risk Factors” of this report for additional information about our risks, challenges and uncertainties.

We face a number of challenges in the future, which include significant inflation, potential for economic downturn, supply chain challenges and the continued impacts of COVID-19. We have also experienced a tightening in the labor market for those employed at our production facilities, which has led to increased labor costs.

Inflation and Consumer Trends

We face changing industry trends as consumer purchasing preferences evolve. Due to significant inflation, including higher commodity acquisition costs in fiscal 2022, we have seen higher selling prices at retail. With higher prices across our categories and the broader food market, consumers may purchase fewer snack products, shift their preferences to private brands or lower priced nuts or purchase snack products outside the nut and trail mix category. With the inflationary environment, we are also seeing signs of consumers shifting to more value-focused channels, such as mass merchandising retailers, club stores and dollar stores. E-commerce platforms showed growth during the first quarter of fiscal 2023 but at a lower rate than we saw during the first quarter of fiscal 2022.

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Supply Chain and Transportation

In recent quarters, we have faced challenges with shortages and cost increases for shipping pallets, packaging, imported ingredients, transportation and shipping availability. The conflict in Ukraine has further exacerbated supply chain disruptions, especially related to sunflower oil used in roasting our nut products and aluminum which is used in certain of our product packaging.

We have also experienced supply chain issues related to a shortage in capacity in the transportation industry. Compounding the driver shortage was an increase in demand driven by additional spending on consumer goods during fiscal 2021 and fiscal 2022, which led to periodic shortages of shipping containers, container chassis, space on container ships and trains and capacity constraints at U.S. ports. This tightening in transportation capacity began to ease during the third quarter of fiscal 2022 and has continued to ease into fiscal 2023 as inflation resulted in rising costs which decreased demand in the freight market. However, intermodal capacity still remains tight. Fuel prices that were at record highs during spring and summer 2022 have begun to decrease, yet still remain volatile. While there are indicators of transportation cost improvement, and while we have mitigated some of the transportation shortages and maintained high service levels, we may continue to face an unpredictable transportation environment. There is no guarantee that our mitigation strategies will continue to be effective, or that any transportation capacity easing will continue or transportation prices will return to more normalized levels.

These shortages and related challenges have impacted our operations and resulted in increased expenses and manufacturing inefficiencies that have adversely impacted (and may continue to impact) our net income. We anticipate pricing relief in some of these areas in the coming quarters if and as shortages decrease and supply chains normalize; however, we expect that some costs may remain elevated or unpredictable for a longer period of time, particularly as the conflict in Ukraine continues.

We are working, and will continue to work, with our vendors, customers and suppliers to source additional raw materials and packaging supplies and to remain flexible in obtaining the transportation and labor services we need. If these shortages and other supply chain issues continue and we cannot secure adequate supplies to fulfill customer orders or cannot obtain the transportation and labor services we need, such shortages and supply chain issues could have an unfavorable impact on net sales and our operations during the remainder of fiscal year 2023. In addition, as costs increase due to these issues or due to inflationary pressures in general, there is an additional risk of not being able to pass (in part or in full) such potential cost increases onto our customers or in a timely manner. If we cannot align costs with prices for our products, our operating performance could be adversely impacted.

COVID-19

During fiscal 2023, we may continue to face challenges as a result of the COVID-19 pandemic and the uncertainty of future local, state and federal restrictions aimed to mitigate and control the pandemic. During fiscal 2022, as various COVID-19 vaccines and therapeutic measures became more widely distributed and accepted by the public and indoor dining restrictions were again loosened, we saw a significant improvement in sales volume with our foodservice, restaurant, convenience store and non-essential retail customers.

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QUARTERLY HIGHLIGHTS

Our net sales of $252.6 million for the first quarter of fiscal 2023 increased 11.6% from our net sales of $226.3 million for the first quarter of fiscal 2022.

Sales volume, measured as pounds sold to customers, increased 1.8% compared to the first quarter of fiscal 2022.

Gross profit decreased $1.2 million, and our gross profit margin, as a percentage of net sales, decreased to 20.0% for the first quarter of fiscal 2023 compared to 22.9% for the first quarter of fiscal 2022.

Total operating expenses for the first quarter of fiscal 2023 increased $3.8 million, or 15.4%, compared to the first quarter of fiscal 2022, primarily due to a non-recurring gain on the sale of a facility that occurred in the first quarter of fiscal 2022. As a percentage of net sales, total operating expenses in the first quarter of fiscal 2023 increased to 11.2% from 10.8% for the first quarter of fiscal 2022.

The total value of inventories on hand at the end of the first quarter of fiscal 2023 increased $39.5 million, or 25.9%, in comparison to the total value of inventories on hand at the end of the first quarter of fiscal 2022.

We expect acquisition costs for most major tree nuts to be flat or decrease and acquisition costs for peanuts to increase modestly in the 2022 crop year (which falls into our current 2023 fiscal year). We also expect acquisition costs for dried fruit to increase modestly. While we began to procure inshell walnuts during the first quarter of fiscal 2023, the total payments due to our walnut growers will not be determined until the second and/or third quarters of fiscal 2023. We will determine the final prices to be paid to the walnut growers based upon current market prices and other factors such as crop size and export demand. We have estimated the liability to our walnut growers and our walnut inventory costs using currently available information. Any difference between our estimated liability and the actual payments will be determined during the second and/or third quarters of fiscal 2023 and will be recognized in our financial results at that time.

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RESULTS OF OPERATIONS

Net Sales

Our net sales increased 11.6% to $252.6 million in the first quarter of fiscal 2023 compared to net sales of $226.3 million for the first quarter of fiscal 2022. The increase in net sales was primarily attributable to a 9.6% increase in the weighted average sales price per pound and a 1.8% increase in sales pounds, which is defined as pounds sold to customers. The increase in the weighted average selling price per pound was attributable to price increases implemented in the third quarter of fiscal 2022 in response to higher commodity acquisition costs for all major tree nuts and peanuts.

The following table summarizes sales by product type as a percentage of total gross sales. The information is based upon gross sales, rather than net sales, because certain adjustments, such as promotional discounts, are not allocable to product type.

	For the Quarter Ended
Product Type	September 29, 2022			September 23, 2021
Peanuts		19.3	%		17.7	%
Pecans		10.3			8.6
Cashews & Mixed Nuts		20.1			22.4
Walnuts		5.7			5.7
Almonds		9.0			10.6
Trail & Snack Mixes		28.9			28.2
Other		6.7			6.8
Total		100.0	%		100.0	%

The following table shows a comparison of net sales by distribution channel (dollars in thousands):

	For the Quarter Ended
Distribution Channel	September 29, 2022		Percentage of Total			September 23, 2021		Percentage of Total			$ Change		Percent Change
Consumer (1)	$	196,547		77.8	%	$	179,761		79.4	%	$	16,786		9.3	%
Commercial Ingredients		31,507		12.5			28,156		12.4			3,351		11.9
Contract Packaging		24,547		9.7			18,412		8.2			6,135		33.3
Total	$	252,601		100.0	%	$	226,329		100.0	%	$	26,272		11.6	%

⁽¹⁾  Sales of branded products were approximately 21% and 19% of total consumer channel sales during the first quarters of fiscal 2023 and fiscal 2022, respectively. Fisher branded products were approximately 65% and 61% of branded sales during the first quarters of fiscal 2023 and fiscal 2022, respectively, with Orchard Valley Harvest branded products accounting for the majority of the remaining branded product sales.

Net sales in the consumer distribution channel increased 9.3% in dollars and decreased 0.6% in sales volume in the first quarter of fiscal 2023 compared to the first quarter of fiscal 2022. The sales volume decrease was driven by lost private brand distribution at a grocery customer that occurred in the fourth quarter of fiscal 2022, which was largely offset by increased distribution and a new product offering at a mass merchandising retailer. Sales volume for Fisher snack nuts decreased 3.0% primarily due to an item discontinuance with a customer. Sales volume for Fisher recipe nuts increased 20.0% due to increased distribution at a mass merchandising retailer and at two grocery store customers. Sales volume of Orchard Valley Harvest produce products increased 15.7% from increased distribution at a major customer in the non-food sector as this retailer continues to recover from COVID-19 restrictions and increased distribution at a customer in the club channel.

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Net sales in the commercial ingredients distribution channel increased 11.9% in dollars and 2.4% in sales volume in the first quarter of fiscal 2023 compared to the first quarter of fiscal 2022. The sales volume increase was due to a 15.0% increase in sales volume to foodservice customers, which was related to new distribution at existing customers and the continued recovery in the restaurant industry from the impacts of COVID-19 restrictions. These increases were partially offset by a decrease in sales of peanut crushing stock to peanut oil processors and lower sales of bulk products to other food manufacturers.

Net sales in the contract packaging distribution channel increased 33.3% in dollars and 19.3% in sales volume in the first quarter of fiscal 2023 compared to the first quarter of fiscal 2022. The increase in sales volume was primarily attributable to the timing of promotional activity by a major customer and business with a new customer.

Gross Profit

Gross profit decreased $1.2 million, or 2.2%, to $50.6 million for the first quarter of fiscal 2023 compared to the first quarter of fiscal 2022, primarily due to higher acquisition costs for all major tree nuts and peanuts and other inflationary cost increases, including labor and manufacturing supplies. Our gross profit margin, as a percentage of net sales, decreased to 20.0% for the first quarter of fiscal 2023 compared to 22.9% for the first quarter of fiscal 2022, driven by the reasons noted above, which were substantially offset by an increase in the weighted average selling price per pound and increased sales volume.

Operating Expenses

Total operating expenses for the first quarter of fiscal 2023 increased $3.8 million to $28.2 million. Operating expenses for the first quarter of fiscal 2023 increased to 11.2% of net sales from 10.8% of net sales for the first quarter of fiscal 2022 as the increase in total expense was largely offset by a higher net sales base.

Selling expenses for the first quarter of fiscal 2023 were $18.0 million, an increase of $0.2 million, or 1.3%, from the first quarter of fiscal 2022. The increase was driven primarily by a $0.9 million increase in base and incentive compensation expense, primarily related to incentive compensation, which was largely offset by a $0.7 million decrease in advertising, consumer insight research and related consulting expenses.

Administrative expenses for the first quarter of fiscal 2023 were $10.2 million, an increase of $1.2 million, or 13.0%, from the first quarter of fiscal 2022. The increase was driven by a $1.2 million increase in base and incentive compensation expense, primarily related to incentive compensation.

The $2.3 million gain on sale of facility in the first quarter of fiscal 2022 was the result of the sale of our Garysburg, North Carolina facility.

Income from Operations

Due to the factors discussed above, income from operations decreased to $22.4 million, or 8.9% of net sales, for the first quarter of fiscal 2023 from $27.3 million, or 12.1% of net sales, for the first quarter of fiscal 2022.

Interest Expense

Interest expense was $0.7 million for the first quarter of 2023 compared to $0.4 million for the first quarter of 2022. The increase in interest expense was primarily due to higher weighted average interest rates combined with higher average short-term debt levels.

Rental and Miscellaneous Expense, Net

Net rental and miscellaneous expense was $0.4 million for the first quarter of 2023 compared to $0.3 million for the first quarter of 2022.

Pension Expense (Excluding Service Costs)

Pension expense (excluding service costs) was $0.3 million for the first quarter of 2023 compared to $0.6 million for the first quarter of fiscal 2022. The decrease in pension expense (excluding service costs) is primarily due to a decrease in the unrecognized net loss remaining to be amortized, which was a result of a large actuarial gain in the prior fiscal year.

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Income Tax Expense

Income tax expense was $5.5 million, or 26.0% of income before income taxes for the first quarter of fiscal 2023 compared to $6.8 million, or 26.0% of income before income taxes, for the first quarter of fiscal 2022.

Net Income

Net income was $15.5 million, or $1.35 per common share basic and $1.34 per share diluted, for the first quarter of fiscal 2023, compared to $19.2 million, or $1.67 per common share basic and $1.66 per share diluted, for the first quarter of fiscal 2022.

LIQUIDITY AND CAPITAL RESOURCES

General

The primary uses of cash are to fund our current operations, fulfill contractual obligations, pursue our Long-Range Plan through growing our branded and private label nut programs and repay indebtedness. Also, various uncertainties, including cost uncertainties, could result in additional uses of cash. The primary sources of cash are results of operations and availability under our Credit Facility. We anticipate that expected net cash flow generated from operations and amounts available pursuant to the Credit Facility will be sufficient to fund our operations for the next twelve months. Our available credit under our Credit Facility has allowed us to devote more funds to promote our products, increase consumer insight capabilities and promotional efforts, reinvest in the Company through capital expenditures, develop new products, pay cash dividends, consummate strategic investments and business acquisitions and explore other growth strategies outlined in our Long-Range Plan.

Cash flows from operating activities have historically been driven by net income but are also significantly influenced by inventory requirements, which can change based upon fluctuations in both quantities and market prices of the various nuts and nut products we buy and sell. Current market trends in nut prices and crop estimates also impact nut procurement.

The following table sets forth certain cash flow information for the first quarter of fiscal 2023 and 2022, respectively (dollars in thousands):

	September 29, 2022			September 23, 2021			$ Change
Operating activities	$	30,646		$	903		$	29,743
Investing activities		(5,974	)		(1,237	)		(4,737	)
Financing activities		(24,789	)		201			(24,990	)
Net decrease in cash	$	(117	)	$	(133	)	$	16

Operating Activities Net cash provided by operating activities was $30.6 million for the first quarter of fiscal 2023 compared to $0.9 million for the first quarter of fiscal 2022. The increase in operating cash flow is due primarily to a decreased use of working capital, mainly for inventory. Inventories decreased $12.8 million in fiscal 2023 compared to a $4.6 million increase in inventories in fiscal 2022, which resulted in a net source of cash of $17.4 million.

Total inventories were $192.1 million at September 29, 2022, a decrease of $12.8 million, or 6.2%, from the inventory balance at June 30, 2022, and an increase of $39.5 million, or 25.9%, from the inventory balance at September 23, 2021. The decrease in inventory at September 29, 2022 compared to June 30, 2022 was primarily due to lower quantities of pecans and walnuts on hand, which was partially offset by increased quantities of finished goods. The increase in inventory at September 29, 2022 compared to September 23, 2021 was primarily due to greater quantities of finished goods, work in process and inshell pecans on hand combined with higher commodity acquisition costs for pecans.

Raw nut and dried fruit input stocks, some of which are classified as work in process, increased 0.6 million pounds, or 1.9%, at September 29, 2022 compared to September 23, 2021. The weighted average cost per pound of raw nut and dried fruit input stocks on hand at the end of the first quarter of fiscal 2023 increased 20.6% compared to the end of the first quarter of fiscal 2022 primarily due to higher commodity acquisition costs for pecans.

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Investing Activities Cash used in investing activities was $6.0 million during the first quarter of fiscal 2023 compared to $1.2 million for the same period last year. The increase in cash used in investing activities was mainly attributable to the $3.9 million of net proceeds received from the disposition of the Garysburg, North Carolina facility which occurred in the first quarter of fiscal 2022 and did not recur in the current quarter. Capital expenditures were $5.9 million during the first quarter of fiscal 2023 and $5.1 million during fiscal 2022. We expect total capital expenditures for new equipment, facility upgrades, and food safety enhancements for fiscal 2023 to be approximately $18.0 million. Absent any material acquisitions or other significant investments, we believe that cash on hand, combined with cash provided by operations and borrowings available under the Credit Facility, will be sufficient to meet the cash requirements for planned capital expenditures.

Financing Activities Cash used in financing activities was $24.8 million during the first quarter of fiscal 2023 compared to cash provided of $0.2 million for the same period last year. Net short-term borrowings under our Credit Facility were $2.2 million during the first quarter of fiscal 2023 compared to net borrowings of $36.6 million for the first quarter of fiscal 2022. The decrease in short term borrowings was primarily due to a decreased use of working capital in the current quarter. The dividends paid in fiscal 2023 were approximately $8.6 million less than the same period of fiscal 2022.

Real Estate Matters

In August 2008, we completed the consolidation of our Chicago-based facilities into our Elgin headquarters (“Elgin Site”). The Elgin Site includes both an office building and a warehouse. We are currently attempting to find additional tenants for the available space in the office building at the Elgin Site. Until additional tenant(s) are found, we will not receive the benefit of rental income associated with such space. Approximately 70% of the rentable area in the office building is currently vacant. Approximately 29% of the rentable area has not been built-out. There can be no assurance that we will be able to lease the unoccupied space and further capital expenditures will likely be necessary to lease the remaining space.

Financing Arrangements

On February 7, 2008, we entered into the Former Credit Agreement (as defined below) with a bank group (the “Bank Lenders”) providing a $117.5 million revolving loan commitment and letter of credit subfacility. Also on February 7, 2008, we entered into a Loan Agreement with an insurance company (the “Mortgage Lender”) providing us with two term loans, one in the amount of $36.0 million (“Tranche A”) and the other in the amount of $9.0 million (“Tranche B”), for an aggregate amount of $45.0 million (as amended, the “Mortgage Facility”).

On March 5, 2020, we entered into an Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) which amended and restated our Credit Agreement dated as of February 7, 2008 (the “Former Credit Agreement”). The Amended and Restated Credit Agreement provides for a $117.5 million senior secured revolving credit facility with the same borrowing capacity, interest rates and applicable margin as the Former Credit Agreement and extends the term of the Former Credit Agreement from July 7, 2021 to March 5, 2025.

The Amended and Restated Credit Facility is secured by substantially all of our assets other than machinery and equipment, real property, and fixtures and matures on March 5, 2025. The Mortgage Facility is secured by mortgages on essentially all of our owned real property located in Elgin, Illinois and Gustine, California (the “Encumbered Properties”).

Credit Facility

At our election, borrowings under the Credit Facility currently accrue interest at either (i) a rate determined pursuant to the administrative agent’s prime rate plus an applicable margin determined by reference to the amount of loans, which may be advanced under the borrowing base calculation, ranging from 0.25% to 0.75% or (ii) a rate based upon the London interbank offered rate (“LIBOR”) plus an applicable margin based upon the borrowing base calculation, ranging from 1.25% to 1.75%.

At September 29, 2022, the weighted average interest rate for the Credit Facility was 5.4%. The terms of the Credit Facility contain covenants that, among other things, require us to restrict investments, indebtedness, acquisitions and certain sales of assets and limit annual cash dividends or distributions, transactions with affiliates, redemptions of capital stock and prepayment of indebtedness (if such prepayment, among other things, is of a subordinate debt). If loan availability under the borrowing base calculation falls below $25.0 million, we will be required to maintain a specified fixed charge coverage ratio, tested on a monthly basis, until loan availability equals or exceeds $25.0 million for three consecutive months. All cash received from customers is required to be applied against the Credit Facility. The Bank Lenders have the option to accelerate and demand immediate repayment of our obligations under the Credit Facility in the event of default on the payments required under the Credit Facility, a change in control in the

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ownership of the Company, non-compliance with the financial covenant or upon the occurrence of other defaults by us under the Credit Facility (including a default under the Mortgage Facility). As of September 29, 2022, we were in compliance with all covenants under the Credit Facility and we currently expect to be in compliance with the financial covenant in the Credit Facility for the foreseeable future. At September 29, 2022, we had $70.7 million of available credit under the Credit Facility. If this entire amount were borrowed at September 29, 2022, we would still be in compliance with all restrictive covenants under the Credit Facility.

Mortgage Facility

The Mortgage Facility matures on March 1, 2023. On March 1, 2018 the interest rate on the Mortgage Facility was fixed at 4.25% per annum. Monthly principal payments on the Mortgage Facility in the amount of $0.3 million commenced on June 1, 2008.

Selma Property

In September 2006, we sold our Selma, Texas properties (the “Selma Properties”) to two related party partnerships for $14.3 million and are leasing them back. The selling price was determined by an independent appraiser to be the fair market value which also approximated our carrying value. The lease for the Selma Properties has a ten-year term at a fair market value rent with three five-year renewal options. In September 2015, we exercised two of the five-year renewal options which extended the lease term to September 2026. The lease extension also reduced the monthly lease payment on the Selma Properties, beginning in September 2016, to reflect then current market conditions. At the end of each five-year renewal option, the base monthly lease amounts are reassessed, and the monthly payments increased to $114 beginning in September 2021. One five-year renewal option remains. Also, we have an option to purchase the Selma Properties from the owner at 95% (100% in certain circumstances) of the then fair market value, but not less than the original $14.3 million purchase price. The provisions of the arrangement are not eligible for sale-leaseback accounting, and the $14.3 million was recorded as a debt obligation. No gain or loss was recorded on the Selma Properties transaction. As of September 29, 2022, $8.2 million of the debt obligation was outstanding.

Critical Accounting Policies and Estimates

For information regarding our Critical Accounting Policies and Estimates, see the “Critical Accounting Policies and Estimates” section of “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K for the fiscal year ended June 30, 2022.

Recent Accounting Pronouncements

Refer to Note 14 – “Recent Accounting Pronouncements” of the Notes to Consolidated Financial Statements, contained in Part I, Item 1 of this form 10-Q, for a discussion of recently issued and adopted accounting pronouncements.

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FORWARD LOOKING STATEMENTS

Some of the statements in this report are forward-looking. These forward-looking statements may be generally identified by the use of forward-looking words and phrases such as “will”, “intends”, “may”, “believes”, “anticipates”, “should” and “expects” and are based on the Company’s current expectations or beliefs concerning future events and involve risks and uncertainties. Consequently, the Company’s actual results could differ materially. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors that affect the subject of these statements, except where expressly required to do so by law. Among the factors that could cause results to differ materially from current expectations are: (i) sales activity for the Company’s products, such as a decline in sales to one or more key customers (of branded products, private label products or otherwise), or to customers generally, in some or all channels, a change in product mix to lower price products, a decline in sales of private brand products or changing consumer preferences, including a shift from higher margin products to lower margin products; (ii) changes in the availability and costs of raw materials and ingredients and the impact of fixed price commitments with customers; (iii) the ability to pass on price increases to customers if commodity costs rise and the potential for a negative impact on demand for, and sales of, our products from price increases; (iv) the ability to measure and estimate bulk inventory, fluctuations in the value and quantity of the Company’s nut inventories due to fluctuations in the market prices of nuts and bulk inventory estimation adjustments, respectively; (v) the Company’s ability to appropriately respond to, or lessen the negative impact of, competitive and pricing pressures, including competition in the recipe nut category; (vi) losses associated with product recalls, product contamination, food labeling or other food safety issues, or the potential for lost sales or product liability if customers lose confidence in the safety of the Company’s products or in nuts or nut products in general, or are harmed as a result of using the Company’s products; (vii) the ability of the Company to control costs (including inflationary costs) and manage shortages in areas such as inputs, transportation and labor; (viii) uncertainty in economic conditions, including the potential for inflation or economic downturn, particularly in light of COVID-19 or armed hostilities; (ix) the timing and occurrence (or nonoccurrence) of other transactions and events which may be subject to circumstances beyond the Company’s control; (x) the adverse effect of labor unrest or disputes, litigation and/or legal settlements, including potential unfavorable outcomes exceeding any amounts accrued; (xi) losses due to significant disruptions at any of our production or processing facilities or employee unavailability due to labor shortages, illness or quarantine; (xii) the ability to implement our Long-Range Plan, including growing our branded and private brand product sales and expanding into alternative sales channels; (xiii) technology disruptions or failures; (xiv) the inability to protect the Company’s brand value, intellectual property or avoid intellectual property disputes; (xv) our ability to manage the impacts of changing weather patterns on raw material availability due to climate change; and (xvi) the ability of the Company to respond to or manage the outbreak of COVID-19 or other infectious diseases and the various implications thereof.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There has been no material change in our assessment of our sensitivity to market risk since our presentation set forth in Part I - Item 7A “Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2022.

Item 4. Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of September 29, 2022. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of September 29, 2022, the Company’s disclosure controls and procedures were effective.

In connection with the evaluation by our management, including our Chief Executive Officer and Chief Financial Officer, there were no changes in our internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f)) during the quarter ended September 29, 2022 that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

For a discussion of legal proceedings, see Note 11 – “Commitments and Contingent Liabilities” in Part I, Item 1 of this Form 10-Q.

Item 1A. Risk Factors

In addition to the other information set forth in this report on Form 10-Q, you should also consider the factors, risks and uncertainties which could materially affect our Company’s business, financial condition or future results as discussed in Part I, Item 1A – “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended June 30, 2022. There were no significant changes to the risk factors identified on the Form 10-K for the fiscal year ended June 30, 2022 during the first quarter of fiscal 2023.

See Part I, Item 2 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” in this Form 10-Q, and see Part II, Item 7 — “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2022.

Item 6. Exhibits

The exhibits filed herewith are listed in the exhibit index below.

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EXHIBIT INDEX

(Pursuant to Item 601 of Regulation S-K)

Exhibit No.	Description
3.1	Restated Certificate of Incorporation of the Company (incorporated by reference from Exhibit 3.1 to the Form 10-Q for the quarter ended March 24, 2005)
3.2	Amended and Restated Bylaws of the Company (incorporated by reference from Exhibit 3.2 to the Form 10-K for the fiscal year ended June 25, 2015)
*10.1	Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement Number Two among Michael J. Valentine, as trustee of the Valentine Life Insurance Trust, Mathias Valentine, Mary Valentine and the Company, dated December 31, 2003 (incorporated by reference from Exhibit 10.35 to the Form 10-Q for the quarter ended December 25, 2003)
*10.2	Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement Number Two among Michael J. Valentine, as trustee of the Valentine Life Insurance Trust, Mathias Valentine, Mary Valentine and the Company, dated December 31, 2003 (incorporated by reference from Exhibit 10.47 to the Form 10-Q for the quarter ended March 25, 2004)
*10.3	Restated Supplemental Retirement Plan (incorporated by reference from Exhibit 10.16 to the Form 10-K for the fiscal year ended June 28, 2007)
*10.4	Form of Indemnification Agreement (incorporated by reference from Exhibit 10.01 to the Form 8-K filed on May 5, 2009)
*10.5	2014 Omnibus Incentive Plan (incorporated by reference from Exhibit 4.1 to the Registration Statement on Form S-8 filed on October 28, 2014)
*10.6	Amendment No. 1 to the 2014 Omnibus Incentive Plan (incorporated by reference from Exhibit 10.12 to the Form 10-K for the year ended June 30, 2016)
*10.7	Form of Non-Employee Director Restricted Stock Unit Award Agreement (non-deferral) under 2014 Omnibus Plan (fiscal 2020, 2021 and 2022 awards cycle) (incorporated by reference from Exhibit 10.38 to the Form 10-Q for the quarter ended December 24, 2015)

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Exhibit No.	Description
*10.8	Form of Non-Employee Director Restricted Stock Unit Award Agreement (deferral) under 2014 Omnibus Plan (fiscal 2021 and 2022 awards cycle) (incorporated by reference from Exhibit 10.39 to the Form 10-Q for the quarter ended December 24, 2015)
*10.9	Form of Employee Restricted Stock Unit Award Agreement under 2014 Omnibus Plan (fiscal 2020 awards cycle) (incorporated by reference from Exhibit 10.20 to the Form 10-Q for the quarter ended December 28, 2017)
*10.10	Form of Employee Restricted Stock Unit Award Agreement under 2014 Omnibus Plan (fiscal 2021 and 2022 awards cycle) (incorporated by reference from Exhibit 10.10 to the Form 10-Q for the quarter ended December 24, 2020)
*10.11	Amended and Restated Sanfilippo Value Added Plan, dated August 20, 2015 (incorporated by reference from Exhibit 10.11 to the Form 10-K for the year ended June 25, 2015)
10.12	Amended and restated Credit Agreement dated as of March 5, 2020, by and among John B. Sanfilippo & Son, Inc., Wells Fargo Capital Finance, LLC (f/k/a WFF), as a lender and the administrative agent, and Southwest Georgia Farm Credit, ACA, as a lender. (incorporated by reference from Exhibit 10.1 to the Form 8-K filed on March 11, 2020)
10.13	Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement Number One among John E. Sanfilippo, as trustee of the Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990, Jasper B. Sanfilippo, Marian R. Sanfilippo and Registrant, dated December 31, 2003 (incorporated by reference from Exhibit 10.34 to the Form 10-Q for the quarter ended December 25, 2003)
10.14	Amendment, dated February 12, 2004, to Amended and Restated John B. Sanfilippo & Son, Inc. Split-Dollar Insurance Agreement Number One among John E. Sanfilippo, as trustee of the Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990, Jasper B. Sanfilippo, Marian R. Sanfilippo and Registrant, dated December 31, 2003 (incorporated by reference from Exhibit 10.46 to the Form 10-Q for the quarter ended March 25, 2004)

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Exhibit No.	Description
10.15	Split-Dollar Insurance Agreement Notice of Termination and Purchase Agreement, by and among John B. Sanfilippo & Son, Inc., John E. Sanfilippo, on behalf of and as sole trustee of the Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990 and Marian R. Sanfilippo, dated December 24, 2021. (incorporated by reference from Exhibit 10.15 to the Form 10-Q for the quarter ended March 24, 2022)
10.16	Amendment No. 1 to the Split-Dollar Insurance Agreement Notice of Termination and Purchase Agreement, by and among John B. Sanfilippo & Son, Inc., John E. Sanfilippo, on behalf of and as sole trustee of the Jasper and Marian Sanfilippo Irrevocable Trust, dated September 23, 1990 and Marian R. Sanfilippo, dated February 21, 2022. (incorporated by reference from Exhibit 10.16 to the Form 10-Q for the quarter ended March 24, 2022)
*10.17	Executive Transition Agreement, dated November 3, 2021, by and between John B. Sanfilippo & Son, Inc. and Christopher Gardier
31.1	Certification of Jeffrey T. Sanfilippo pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended
31.2	Certification of Frank S. Pellegrino pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as amended
32.1	Certification of Jeffrey T. Sanfilippo pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended
32.2	Certification of Frank S. Pellegrino pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as amended
101.INS	Inline eXtensible Business Reporting Language (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.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

* Indicates a management contract or compensatory plan or arrangement.

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SIGNATURE

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 on November 3, 2022.

JOHN B. SANFILIPPO & SON, INC.
By
	/s/ FRANK S. PELLEGRINO
	Frank S. Pellegrino
	Chief Financial Officer, Executive Vice President, Finance and Administration

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EX-10.17

Exhibit 10.17

EXECUTIVE TRANSITION AGREEMENT

THIS EXECUTIVE TRANSITION AGREEMENT (this “Agreement”) dated as of November 3, 2021 is made by and between Christopher Gardier (hereinafter referred to as “Executive”) and John B. Sanfilippo & Son, Inc. (hereinafter referred to as the “Company”). Executive and the Company are collectively herein referred to as the “Parties” and individually as a “Party.”

WHEREAS, Executive is currently employed as Senior Vice President, Consumer Sales, of the Company.

WHEREAS, Executive has notified the Company, and the Company and Executive have agreed, that Executive will voluntarily retire on July 22^nd, 2022 or such earlier date as may be specified by the Company in its sole discretion and at any time (the “Separation Date”).

WHEREAS, this Agreement sets forth the terms and conditions with respect to the remaining period of employment of Executive with the Company, and the terms and conditions of separation for Executive upon his ceasing to be an employee of the Company.

WHEREAS, Executive acknowledges and agrees that he is not otherwise entitled to continued employment with the Company or the separation payments and benefits contemplated hereby.

WHEREAS, it is contemplated that the Parties execute and deliver the Retirement Agreement and General Release, in the form of Exhibit A attached hereto (the “Retirement Agreement”), on or within seven (7) business days following the Separation Date, subject to the terms and conditions of this Agreement.

WHEREAS, Executive holds a number restricted stock unit awards under the Company’s 2014 Omnibus Incentive Plan, as set forth on Exhibit B attached hereto (as the case may be, the “Outstanding RSU Awards” or the “RSU Award Agreements”).

WHEREAS, Executive is currently a participant in the Sanfilippo Value Added Plan (the “SVA Plan”) in respect of the 2022 fiscal year of the Company at the level of 60 percent of his base salary, which (for the avoidance of doubt) will be based on his base salary paid during fiscal year 2022.

WHEREAS, as of the date of this Agreement, the base salary of Executive is $314,075.93 (the “Current Base Salary”).

NOW, THEREFORE, in consideration of the mutual promises and mutual covenants contained herein, Executive and the Company agree as follows:

Section 1.    Title, Compensation and Benefits Through the Separation Date.

a. From and after the date hereof, until the Separation Date, Executive shall remain Senior Vice President, Consumer Sales, of the Company and shall report to the Executive Vice President, Sales and Marketing. For the avoidance of doubt,

effective on the date hereof, Executive is resigning from all other officer positions (if any) held with or on behalf of the Company. On the Separation Date, Executive will resign from any and all officer or other positions, including Senior Vice President, Consumer Sales, then held with or on behalf of the Company.

b. From and after the date hereof, until the Separation Date, Executive shall continue to be paid at the Current Base Salary rate, payable in bi-weekly installments, pursuant to the regular and customary payroll practices of the Company and shall also be eligible to participate in the health and welfare benefit programs for non-management personnel. On the Separation Date and thereafter, Executive will be eligible to continue such benefits in accordance with COBRA (as defined herein) and as provided in this Agreement.

c. Executive is and shall be a participant in the SVA Plan for the 2022 fiscal year of the Company (with a target bonus percentage of 60 percent of his paid base salary during such fiscal year) and thus eligible for an incentive award thereunder, pursuant to the terms and conditions of the SVA Plan. For the avoidance of doubt, any current or prior (already paid) award under the SVA Plan of the Executive shall remain subject to forfeiture, adjustment, repayment or other claw-back as contemplated by the SVA Plan or any other applicable plan or policy of the Company or as required by law. Notwithstanding any provision of the SVA Plan or Guidelines thereunder to the contrary, Executive shall not be eligible for any SVA Plan participation or award in respect of fiscal year 2023 (even if the Separation Date occurs in the 2023 fiscal year of the Company) or for any subsequent or other period.

d. Executive shall not be entitled to any further restricted stock unit (RSU) grant or equity award in respect of the 2022 fiscal year of the Company or otherwise. However, Executive shall retain the Outstanding RSU Awards, which shall continue to vest until the Separation Date, and such shall be treated in accordance with the respective RSU Award Agreement. Executive acknowledges and confirms that certain Outstanding RSU Awards may or may not vest (or fully vest) and will be forfeited upon the Separation Date, depending upon the timing of the Separation Date. Executive agrees and acknowledges that he is not entitled to (and has not been granted) any other RSU or other such equity awards or grants, other than the Outstanding RSU Awards.

Section 2.    Conditional Separation Payments and Separation Benefits.

a. In consideration for the promises and covenants of Executive as contemplated by this Agreement and the Retirement Agreement, if the Eligibility Conditions are satisfied, Executive shall be entitled to (i) a severance benefit equal to twenty-four (24) weeks of compensation at the Current Base Salary, which shall be payable as salary continuation commencing within thirty (30) days of the Separation Date (the “Separation Payments”), and (ii) if Executive timely and properly elects continuation coverage under COBRA and is eligible to receive COBRA continuation coverage, the applicable plan premiums shall be fully paid by the

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Company for the period beginning on the Separation Date and ending on the eighteen (18) month anniversary of the Separation Date (the “Separation Benefits”). Amounts payable pursuant to this Section will not be counted for purposes of calculating any pension or retirement benefit and will not be eligible for 401(k) plan contributions. “COBRA” means the requirements of Part 6 of Subtitle B of Title I of the Employee Retirement Income Security Act of 1974, as amended, and Section 4980B of the Internal Revenue Code of 1986, as amended.

b. The Separation Payments and Separation Benefits shall be subject to withholding for federal and state income taxes, FICA, Medicare and any other required deductions.

c. Executive acknowledges that the Company has no previous or other obligation under any plan, agreement or otherwise to provide him any Separation Payments or Separation Benefits.

d. Eligibility Conditions shall mean (i) Executive timely executes and delivers this Agreement, and this Agreement becomes effective and is not revoked by Executive as contemplated hereby, (ii) Executive executes and delivers the Retirement Agreement on or within seven (7) business days following the Separation Date, and such becomes effective and is not revoked pursuant to its terms, (iii) Executive does not voluntarily resign or retire before the Separation Date, and the Company has not terminated (and does not have any basis to terminate) Executive for Cause on or prior to the Separation Date, and (iv) Executive complies with the terms and conditions of this Agreement, the Retirement Agreement and the RSU Award Agreements. “Cause” shall be defined for all purposes connected with Executive’s separation from employment with the Company under this Agreement, the Retirement Agreement, the RSU Award Agreements or otherwise as the occurrence of any of the following: (i) Executive’s willful failure to substantially perform his duties (other than as a result of physical or mental illness or injury) that causes demonstrable material harm to the Company; (ii) Executive’s willful gross misconduct or gross negligence that causes demonstrable material harm to the Company; (iii) Executive’s willful breach of his fiduciary duty or duty of loyalty to the Company that causes demonstrable material harm to the Company; or (iv) the indictment of Executive or a plea of guilty or nolo contendere by Executive to any felony or other serious crime involving moral turpitude; provided that with respect to the events in clauses (i), (ii) and (iii) the Company shall have delivered written notice to Executive of its intention to terminate his employment for Cause, which notice specifies in reasonable detail the circumstances claimed to give rise to the Company’s right to terminate Executive’s employment for Cause and Executive shall not have cured any such circumstances within thirty (30) days following the Company’s delivery of such written notice. For purposes of the foregoing, no act or failure to act shall be treated as “willful” unless done, or omitted to be done, by Executive not in good faith and without the reasonable belief that Executive’s action or omission was in the best interest of the Company. To the extent there is any inconsistency or ambiguity between the definition of “Cause” contained in this Section 2(d), and the Retirement Agreement, the RSU Award Agreements, or other policy, plan, document or agreement sought to be relied on by the Company, the definition of Cause in this Section 2(d) shall govern.

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e. Upon any breach by Executive of any of his obligations under this Agreement, the Retirement Agreement or any RSU Award Agreement, the obligations of the Company to make or continue making or providing Separation Payments and Separation Benefits shall terminate, and Executive shall repay to the Company (within thirty (30) days of notice of any such breach by the Company) any and all previously paid Separation Payments and Separation Benefits, less $1,000, which residual amount Executive agrees constitutes sufficient consideration for his release of claims under this Agreement and the Retirement Agreement, as the case may be, which shall remain in full force and effect.

Section 3.    Transition Duties and Cooperation with Transfer of Knowledge. Executive shall perform the duties and responsibilities assigned to him from time to time by the Company until the Separation Date. Executive will use his reasonable best efforts to help ensure a smooth transition of his duties and responsibilities to other employees of the Company, including the employee or employees hired and/or promoted to replace Executive, and assist with projects and questions in regard to all matters relating to the transfer of his responsibilities and knowledge regarding the Company and its activities. Specifically, Executive also shall work on the matters set forth on Exhibit C hereto. For the avoidance of doubt, Executive may continue to work from home and his primary work location shall be the same.

Section 4.    Final Compensation. On the first regularly scheduled payday following the Separation Date, Executive shall receive any accrued but unpaid wages and any earned but unused vacation and/or PTO days. These amounts shall be provided to Executive in his usual method of receiving payroll monies from the Company and are not contingent upon Executive entering this Agreement or the Retirement Agreement.

Section 5.    Return of Property. Executive agrees that on or before the Separation Date (or prior thereto, as and when the Company so directs) he will: (a) return any Company documents, property, and computerized information including but not limited to the following: keys, client lists, cell phone, laptop, and any other confidential or Company information or property that Executive possesses; and (b) will review all of Executive’s personal devices, accounts, servers, drives, and external methods of storage used for accessing, reviewing, storing, or otherwise manipulating Company information and documents, including but not limited to mobile phones, laptops and desktop computers, cloud accounts and other method of off-site information storage, servers, tapes, discs and other recordings (“Personal Devices and Accounts”) and will permanently delete or cause to be permanently deleted from such Personal Devices and Accounts all Company information and documents, including but not limited to all Confidential Information found on such Personal Devices and Accounts. However, nothing in this Agreement shall be construed to supersede or otherwise diminish any right or obligation under any confidentiality agreement or other restrictive covenant signed by Executive relating to his employment with the Company. Executive affirms that he has not divulged any proprietary or confidential information of the Company and will continue to maintain the confidentiality of such information consistent with company policies and his contractual obligations relative to confidential and proprietary information that were in effect at the time of his employment by the Company.

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Section 6.    Preliminary Release.

a. Executive hereby RELEASES the Company, its past and present parents, subsidiaries, affiliates, predecessors, successors, assigns, related companies, entities or divisions, its or their past and present employee benefit plans, trustees, fiduciaries and administrators, and any and all of its and their respective past and present officers, directors, partners, agents, representatives, attorneys and employees (collectively the “Releasees” for purposes of this release), from any and all claims, demands or causes of action which Executive, or his heirs, executors, administrators, agents, attorneys, representatives or assigns, have, had or may have against the Releasees, based on any events or circumstances arising or occurring prior to and including the date of execution by Executive of this Agreement, to the fullest extent permitted by law, regardless of whether such claims are now known or are later discovered, including but not limited to any claims relating to his employment or anticipated retirement and separation from employment by the Company or any rights of continued employment by the Company (collectively, the “Released Claims”); PROVIDED, HOWEVER, that Executive is not waiving, releasing or giving up (a) any claim or right under state workers’ compensation or unemployment laws; (b) any claim or right to vested benefits, including under any pension or savings plan; (c) any claim or right to continued benefits in accordance with COBRA; (d) any claim or right to enforce the terms of this Agreement, the Retirement Agreement or the RSU Award Agreements or to any bonus under (but pursuant to the terms of) the SVA Plan for fiscal year 2022 of the Company; (e) any other right or claim that arises after the date Executive signs this Agreement, except as may be set forth in the Retirement Agreement; (f) any right to indemnification (and related advancement of expenses) Executive may have under applicable laws, the applicable constituent documents (including bylaws and certificate of incorporation) of the Company or its subsidiaries, or any applicable D&O insurance policy that the Company may maintain; and (g) any other claim or right which cannot be waived as a matter of law. In the event any claim or suit is filed on his behalf against the Company or any Releasees by any person or entity, Executive waives any and all rights to receive monetary damages or injunctive relief in favor of Executive from or against the Company or any Releasees.

b. Executive agrees and acknowledges: that this Agreement is intended to be a general release that extinguishes all claims by Executive against the Releasees that are Released Claims as defined above; that Executive is waiving any Released Claims arising under the Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans With Disabilities Act, the Age Discrimination in Employment Act of 1967, the Employee Retirement Income Security Act, the Family and Medical Leave Act, the Worker Adjustment and Retraining Notification Act, the Uniformed Services Employment and Reemployment Rights Act, the Genetic Information Nondiscrimination Act, the Fair Credit Reporting Act, the Illinois Human Rights Act, the Illinois Right to Privacy in the Workplace Act, the Illinois

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Equal Pay Act, the Illinois Worker Adjustment and Retraining Notification Act, the Illinois Victims’ Economic Security and Safety Act, the Illinois Family Military Leave Law, the Illinois Whistleblower Act, the Illinois Biometric Information Privacy Act, and all other federal, state and local statutes, ordinances and common law, including but not limited to any and all claims alleging personal injury, emotional distress or other torts, and discretionary bonuses and discretionary payments, to the fullest extent permitted by law; that Executive is waiving all Released Claims against the Releasees, known or unknown, arising or occurring prior to and including the date of his execution of this Agreement; that the consideration that Executive will receive in exchange for his waiver of the Released Claims specified herein plus the Released Claims specified under the Retirement Agreement exceeds anything of value to which Executive is already entitled; that Executive was hereby informed by the Company in writing to consult with an attorney; that Executive has entered into this Agreement knowingly and voluntarily with full understanding of its terms and after having had the opportunity to seek and receive advice from counsel of his choosing; and that Executive has had a reasonable period of time within which to consider this Agreement. Executive represents that he has not assigned any claim against the Releasees to any person or entity; that Executive has no right to any future employment by the Company; as of the date hereof; Employee has received all compensation, benefits, remuneration, accruals, contributions, reimbursements, bonuses, vacation pay, and other payments, leave and time off then due; and that Executive has not suffered any injury that resulted, in whole or in part, from his work at the Company that would entitle Executive to payments or benefits under any applicable Worker’s Compensation Act.

c. Executive understands that nothing contained in this Agreement limits his ability to make truthful statements or disclosures about alleged unlawful conduct or practices, to communicate with, or file a complaint or charge with, the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission (“SEC”), the Department of Justice (“DOJ”), the Labor Commissioner’s Office, or any other federal, state or local governmental agency or commission (collectively, “Governmental Agencies”), or otherwise participate in any administrative, legislative, or judicial proceeding concerning alleged criminal conduct, alleged unlawful conduct, or alleged unlawful employment practices including sexual harassment, to otherwise participate in any investigation or proceeding that may be conducted by Governmental Agencies, including providing documents or other information without notice to the Company, or to request or receive confidential legal advice; provided, however, that Executive shall not disclose information that is protected by the attorney client privilege, except as expressly required by law. In the event any claim or suit is filed on behalf of Executive against any of the Releasees by any person or entity, including, but not limited to, by any Governmental Agency concerning the Released Claims, Executive waives any and all rights to recover monetary damages or injunctive relief in his favor concerning the Released Claims; provided, however, that this Agreement does not limit the right of Executive to receive an award from the SEC or DOJ or any other regulatory agency for information provided to the SEC or DOJ or such other regulatory agency.

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d. This Agreement does not constitute an admission by any of the Releasees that any action that any of them took with respect to Executive was wrongful, unlawful or in violation of any local, state, federal, or international act, statute, or constitution, or susceptible of inflicting any damages or injury on Executive, and the Company specifically denies any such wrongdoing or violation.

e. Executive represents and warrants that Executive has not engaged in any unlawful or fraudulent conduct in connection with his employment or duties with the Company; that he is not aware of any violation by the Company of any applicable law, rule, regulation and/or binding legal guidance; and that he is not aware of any material non-compliance by the Company with any applicable accounting or professional responsibility rule, practice and/or principle.

Section 7.    Confidentiality of Agreement. Executive acknowledges and agrees that the existence of and the terms of this Agreement and the Retirement Agreement will be kept confidential, and that Executive will not hereafter disclose any information concerning this Agreement or the Retirement Agreement to any third person except his immediate family, his attorney, paid accountant for tax purposes, his financial advisor or as otherwise required by law. Executive further agrees that in the event he discloses the terms of this Agreement or the Retirement Agreement to his immediate family, attorney, accountant or financial advisor, he will instruct them not to reveal, disseminate by publication of any sort, or release in any manner or means this Agreement or the Retirement Agreement or any part thereof or thereof or any matters, factual or legal, contained in the Agreement or the Retirement Agreement (except as may be allowed under the agreement or required by legal process) to any other person or to any member(s) of the public, or to any newspaper, magazine, radio station, television station, Internet website, or to any future, current or former employee, representative, agent, customer, creditor, or competitor of the Company without the express written consent of the Company.    The Company agrees to keep the terms of this Agreement confidential and not to disclose the terms of this Agreement except to his attorneys, tax consultants, to effectuate the terms of this Agreement, or as otherwise required by law.

Section 8.    Tax Obligations. Executive acknowledges and agrees that he shall be solely responsible for all tax obligations that he would individually or personally owe to any taxing authority resulting from each and every term of consideration provided in this Agreement or the Retirement Agreement by the Company, and shall indemnify and hold harmless the Company (including its employees, agents, owners and officers) from all tax consequences that he is personally responsible for related to the payments and benefits provided to Executive pursuant to this Agreement or the Retirement Agreement.

Section 9.    Section 409A. The intent of the Parties is that payments and benefits under this Agreement comply with or be exempt from Internal Revenue Code Section 409A and the regulations and guidance promulgated thereunder (collectively “Code Section 409A”) and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted and administered to be in compliance therewith. In no event whatsoever shall Company be liable for

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any additional tax, interest or penalty that may be imposed on Executive by Code Section 409A or damages for failing to comply with Code Section 409A. A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amounts or benefits upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Code Section 409A and, for purposes of any such provision of this Agreement, references to a “termination,” “termination of employment”, “retirement” or like terms shall mean “separation from service.” For purposes of Code Section 409A, the right of Executive to receive any installment payments pursuant to this Agreement shall be treated as a right to receive a series of separate and distinct payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of Company. Notwithstanding any other provision of this Agreement to the contrary, in no event shall any payment under this Agreement that constitutes “nonqualified deferred compensation” for purposes of Code Section 409A be subject to offset by any other amount unless otherwise permitted by Code Section 409A. If, at the time Executive becomes entitled to payments and benefits under this Agreement (for purposes of this Section, the “Severance Payment”), Executive is a “specified employee” (within the meaning of Code Section 409A and using the identification methodology selected by the Company from time to time), then, notwithstanding any other provision herein to the contrary, the following provision shall apply: (i) no Severance Payment considered by the Company in good faith to be deferred compensation under Code Section 409A that is payable upon the separation of Executive from service (as defined and determined under Code Section 409A), and not subject to an exception or exemption thereunder, shall be paid to Executive until after the date that is six (6) months after his effective date of termination; (ii) any such Severance Payment that would otherwise have been paid to Executive during this six-month period shall instead be aggregated and paid to Executive on or as soon as administratively feasible after the date that is six (6) months and one day after his effective date of termination, but not later than 60 days after such date; and (iii) any Severance Payment to which Executive is entitled to be paid after the date that is six (6) months after his effective date of termination shall be paid to Executive in accordance with the terms of thereof.

Section 10.    Complete Agreement. Executive acknowledges that this Agreement, the RSU Award Agreements and the Retirement Agreement, contain the entire understanding between the Parties concerning the continuation and cessation of his employment with the Company and, except as stated specifically herein or therein, supersede any prior agreements, statements, comments, or proposals between the Parties. For the avoidance of doubt, this Agreement shall not be construed to supersede or diminish any right or obligation of Executive or the Company under or pursuant to the RSU Award Agreements unless explicitly stated herein.

Section 11.    Miscellaneous.

a. Executive acknowledges and agrees that in signing this Agreement, he does not rely and has not relied on any representation or statement by the Company or any other person or their respective agents, representatives, or attorneys with regard to the subject matter, basis or effect of this Agreement or otherwise.

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b. Executive acknowledges that this Agreement may not be supplemented or modified between the Parties except by written Agreement between the Parties.

c. This Agreement and the Retirement Agreement shall be binding upon Executive and upon his heirs, administrators, representatives, executors, successors and assigns, and shall inure to the benefit of the Company and the other Releasees and each of them, and to their heirs, administrators, representatives, executors, successors, and assigns. This Agreement may not be assigned by Executive without the prior express written consent of the Company. Notwithstanding the above, however, in the event of Executive’s death after he signs this Agreement or the Retirement Agreement, as applicable, each agreement shall inure to the benefit of his heirs, estate or other legal beneficiaries.

d. This Agreement is made and entered into in the State of Illinois and shall in all respects be interpreted, enforced and governed under the laws of the State of Illinois, without regard to the choice of law provisions of any state. Any disputes relating to this Agreement shall be maintained exclusively in state court located in Kane County, Illinois or federal court in the United States District Court for the Northern District of Illinois, Eastern Division, and Executive submits to the personal jurisdiction of such courts for this purpose.

e. Should any provision of this Agreement be declared or be determined by any court of competent jurisdiction to be illegal or invalid, the validity of the remaining parts, terms or provisions shall not be affected thereby, and said illegal or invalid part, term, or provision shall be deemed not be a part of this Agreement. The Parties expressly empower a court of competent jurisdiction to modify any term or provision of this Agreement to the extent necessary to comply with existing law and to enforce the Agreement as modified.

Section 12.    Consideration & Revocation Period.

a. Executive acknowledges and agrees that the Company has advised him to consult with an attorney of his choosing prior to signing this Agreement and that he has been given a period of at least twenty-one (21) days within which to consider this Agreement prior to signing below.

b. Executive acknowledges and agrees that he may revoke this Agreement within seven (7) days after its signing by him and that in no event shall this Agreement become effective until eight (8) days after the date on which Executive signs below. Any revocation must be made in writing and should be directed to: John B. Sanfilippo & Son, Inc., 1703 N. Randall Road, Elgin, Illinois 60123, c/o Julia Pronitcheva via certified mail. This Agreement will become effective, if not sooner revoked, on the eighth (8th) day after Executive signs it.

Section 13.    Understandable Language. Every attempt has been made to set forth the terms of this Agreement with understandable language. Executive acknowledges that this Agreement is written in a manner that he understands, that he does understand the terms of this Agreement, that

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he is waiving and releasing all Released Claims he may have against the Company including but not limited to age discrimination claims under all applicable laws, that he is not waiving or releasing claims that may arise after his execution of this Agreement, and he has been advised to consult with an attorney before executing this Agreement. The Company has advised Executive not to sign this Agreement unless and until he understands each and every sentence, paragraph, or part of this Agreement.

Section 14.    Execution in Counterparts and Electronic Delivery. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original for all purposes, and together shall constitute one and the same consent notwithstanding that all Parties are not signatory to the same counterpart. The delivery of copies of this Agreement and of signature pages by electronic mail, pdf or facsimile transmission shall constitute effective execution and delivery of this Agreement and may be used in lieu of the original Agreement for all purposes, including use in any litigation or legal proceeding. Signatures of the Parties transmitted by electronic mail or facsimile shall be deemed to be their original signatures for all purposes, including use in any litigation or legal proceeding.

Section 15.    Voluntary Execution. Executive acknowledges and agrees that he has carefully read and fully understands all of the provisions and effects of this Agreement. Executive further acknowledges that he considers this Agreement to be in his best interest; that he has signed this Agreement intending to be legally bound hereby; and that he voluntarily enters into this Agreement by signing this Agreement below.

**********

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John. B. Sanfilippo & Son, Inc.		Christopher Gardier
By:	/s/ Julia Pronitcheva	By:	/s/ Christopher Gardier
Title:	VP, Human Resources	Dated:	November 4, 2021
Dated:	November 5, 2021

[Signature Page to Executive Transition Agreement]

EXHIBIT A

RETIREMENT AGREEMENT AND GENERAL RELEASE

This Retirement Agreement and General Release (this “Agreement”) is made and entered into effective July 22^nd, 2022 (the “Separation Date”), by and among John B. Sanfilippo & Son, Inc. (hereinafter referred to as the “Company”) and Christopher Gardier (hereinafter referred to as “Executive”). The Company and Executive are collectively referred to herein as the “Parties” and individually as a “Party.”

This Agreement is being entered into as contemplated by that certain Executive Transition Agreement dated as of November 3^rd, 2021 by and between the Company and Executive (the “Transition Agreement”). Unless otherwise specified, all capitalized terms have the meanings ascribed to them in the Transition Agreement.

RECITALS

WHEREAS, Executive is resigning from all officer positions with the Company and its subsidiaries and will retire as an employee of the Company on the date hereof by mutual agreement of the parties.

WHEREAS, the Company is engaged in the business of (among other things) manufacturing, processing, marketing and distributing edible nuts and nut-related products, fruit and nut-based snacks, and related products;

WHEREAS, the Company may, after this Agreement is signed, enter into new lines of business and/or launch new products about which Executive was privy to Confidential Information or Trade Secrets at any time during his employment, and the Parties intend that Executive shall not use of disclose such Confidential Information and Trade Secrets for the benefit of any person or entity other than the Company;

WHEREAS, Executive hereby acknowledges that the industry in which the Company competes is extremely competitive, and that the Company expends substantial monies and other resources to develop and maintain its product information, as well as its customer relationships, which Executive understands and acknowledges are near-permanent, and developed through significant costs incurred by the Company;

WHEREAS, the Company has policies to help ensure that its operations, activities, marketing strategies, product information, including products under research and development, pricing information, contract terms, business affairs and customer information are kept confidential;

WHEREAS, Executive, through his employment, was granted extensive access to the aforementioned categories of confidential and proprietary information, which Executive would not have had access to but for his employment with the Company; and

WHEREAS, Executive acknowledges that the restrictions contained herein are necessary and reasonable in scope and duration, and that the Separation Payments and Separation Benefits are a material inducement for the Executive to enter into and perform this Agreement.

NOW, THEREFORE, in consideration of the foregoing recitals and the provisions hereafter set forth, and for other good and valuable consideration, the receipt and sufficiency of which are mutually acknowledged, the parties hereto agree as follows:

SECTION 1.     CONSIDERATION

Executive acknowledges and agrees that in consideration for the Separation Payments and Separation Benefits, Executive will be bound by, and comply in all respects with, the provisions of this Agreement and the Transition Agreement.

SECTION 2.     RESIGNATION FROM OFFICES; EMPLOYEE STATUS

Executive hereby resigns from any and all officer positions with the Company and its subsidiaries, including from his position as Senior Vice President, Sales, of the Company, and from any governing body of which Executive serves as the designee or other representative of the Company, effective as of the Separation Date. Executive agrees to promptly sign all appropriate documentation, if any, prepared by the Company to facilitate the resignations contemplated by this Section.

SECTION 3.     ACCRUED OBLIGATIONS AND VESTED BENEFITS

The payments and benefits set forth in this Section have been paid or will be paid and provided to Executive whether or not Executive signs and/or revokes this Agreement:

a. Final Wages. The Company has paid or will pay to Executive his base salary through the Separation Date.

b. Accrued Vacation. The Company has paid or will pay Executive all earned and accrued but unused PTO through the Separation Date.

c. Qualified Retirement Plan. The 401(k) plan benefits of Executive will be payable in accordance with applicable plan documents.

d. Reimbursement of Expenses. The Company has paid or will pay Executive in accordance with its reimbursement policy for all business expenses which Executive properly incurred in connection with his work for the Company through the Separation Date.

SECTION 4.     GENERAL RELEASE

a. In consideration for the Separation Payments and Separation Benefits, Executive hereby RELEASES the Company, its past and present parents, subsidiaries, affiliates, predecessors, successors, assigns, related companies, entities or divisions, its or their past and present employee benefit plans, trustees, fiduciaries

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and administrators, and any and all of its and their respective past and present officers, directors, partners, agents, representatives, attorneys and employees (collectively included in the term “Releasees” for purposes of this release), from any and all claims, demands or causes of action which Executive, on behalf of himself and his heirs, executors, administrators, agents, attorneys, representatives or assigns, have, had or may have against the Releasees, based on any events or circumstances arising or occurring prior to and including the date of execution by Executive of this Retirement Agreement, to the fullest extent permitted by law, regardless of whether such claims are now known or are later discovered, including but not limited to any claims relating to his employment or anticipated retirement and separation from employment by the Company, any rights of continued employment, reinstatement or reemployment by the Company (collectively, the “Released Retirement Agreement Claims”); PROVIDED, HOWEVER, that Executive is not waiving, releasing or giving up (a) any claim or right under state workers’ compensation or unemployment laws; (b) any claim or right to vested benefits, including under any pension or savings plan; (c) any claim or right to continued benefits in accordance with COBRA; (d) any claim or right to enforce the terms of this Retirement Agreement, the Transition Agreement or the RSU Award Agreements or to any bonus under (but pursuant to the terms of) the SVA Plan for fiscal year 2022 of the Company; (e) any right to indemnification (and related advancement of expenses) Executive may have under applicable laws, the applicable constituent documents (including bylaws and certificate of incorporation) of the Company or its subsidiaries, or any applicable D&O insurance policy that the Company may maintain; (f) any right or claim that arises after the date Executive signs this Agreement; and (g) any other claim or right which cannot be waived as a matter of law.

b. Executive agrees and acknowledges: that this Agreement is intended to be a general release that extinguishes all claims by Executive against the Releasees that are Released Retirement Agreement Claims, as defined above; that Executive is waiving any Released Retirement Agreement Claims arising under the Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans With Disabilities Act, the Age Discrimination in Employment Act of 1967, the Employee Retirement Income Security Act, the Family and Medical Leave Act, the Worker Adjustment and Retraining Notification Act, the Uniformed Services Employment and Reemployment Rights Act, the Genetic Information Nondiscrimination Act, the Fair Credit Reporting Act, the Illinois Human Rights Act, the Illinois Right to Privacy in the Workplace Act, the Illinois Equal Pay Act, the Illinois Worker Adjustment and Retraining Notification Act, the Illinois Victims’ Economic Security and Safety Act, the Illinois Family Military Leave Law, the Illinois Whistleblower Act, the Illinois Biometric Information Privacy Act, and all other federal, state and local statutes, ordinances and common law, including but not limited to any and all claims alleging personal injury, emotional distress or other torts, and discretionary bonuses and discretionary payments, to the fullest extent permitted by law; that Executive is waiving all Released Retirement Agreement Claims against the Releasees, known or unknown, arising or occurring prior to and including the date of his execution of this Agreement; that the consideration that

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Executive will receive in exchange for his waiver of the Released Retirement Agreement Claims specified herein exceeds anything of value to which Executive is already entitled; that Executive was hereby informed by the Company in writing to consult with an attorney; that Executive has entered into this Agreement knowingly and voluntarily with full understanding of its terms and after having had the opportunity to seek and receive advice from counsel of his choosing; and that Executive has had a reasonable period of time within which to consider this Agreement. Executive represents that he has not assigned any claim against the Company to any person or entity; that Executive has no right to any future employment by the Company; that Executive has received all compensation, benefits, remuneration, accruals, contributions, reimbursements, bonuses, vacation pay, and other payments, leave and time off due other than contemplated by this Agreement; and that Executive has not suffered any injury that resulted, in whole or in part, from his work at the Company that would entitle Executive to payments or benefits under any applicable Worker’s Compensation Act.

c. Executive understands that nothing contained in this Agreement limits his ability to make truthful statements or disclosures about alleged unlawful conduct or practices, to communicate with, or file a complaint or charge with, the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission (“SEC”), the Department of Justice (“DOJ”), the Labor Commissioner’s Office, or any other federal, state or local governmental agency or commission (collectively, “Governmental Agencies”), or otherwise participate in any administrative, legislative, or judicial proceeding concerning alleged criminal conduct, alleged unlawful conduct, or alleged unlawful employment practices including sexual harassment, to otherwise participate in any investigation or proceeding that may be conducted by Governmental Agencies, including providing documents or other information without notice to the Company, or to request or receive confidential legal advice; provided, however, that Executive shall not disclose information that is protected by the attorney client privilege, except as expressly required by law. In the event any claim or suit is filed on behalf of Executive against any of the Releasees by any person or entity, including, but not limited to, by any Governmental Agency concerning the Released Retirement Agreement Claims; Executive waives any and all rights to recover monetary damages or injunctive relief in his favor concerning the Released Retirement Agreement Claims; provided, however, that this Agreement does not limit the right of Executive to receive an award from the SEC or DOJ or any other regulatory agency for information provided to the SEC or DOJ or such other regulatory agency.

SECTION 5.     TRADE SECRETS AND CONFIDENTIAL INFORMATION

a. Trade Secrets. As used herein, the term “Trade Secrets” shall include any information that derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons or business entities who can obtain economic value from its

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disclosure or use. As used herein, Trade Secrets shall not include information which is known, or shall become known through no fault of the Executive, to the public or generally known within the industry of businesses comparable to the Company.

All Trade Secrets imparted to Executive by the Company, or otherwise obtained by Executive, at any time, relating to its business operations, product data, customer or prospect lists or information, procurement data or practices, customer specification information and related data, pricing and cost data, marketing information, computer programs, business strategies, information regarding products under research and development, recipes, product formulae, manufacturing processes and any other such proprietary and confidential information was revealed and entrusted to Executive in confidence, solely in connection with and for the purpose of employment on behalf of the Company. Executive agrees that Trade Secrets are and remain the sole property of the Company.

Executive shall not at any time, directly or indirectly, divulge any Trade Secrets to any other person or business entity, nor use or permit the use of any Trade Secrets.

Upon or before the Separation Date, Executive shall: (a) promptly tender to the Company all documents, lists, records, cellular or handheld devices, computers, computer stored media and data (with accompanying passwords) and any other items, and reproductions thereof, of any kind in his possession or control containing Trade Secrets; and (b) review all of Executive’s personal devices, accounts, servers, drives, and external methods of storage used for accessing, reviewing, storing, or otherwise manipulating Company information and documents, including but not limited to mobile phones, laptops and desktop computers, cloud accounts and other method of off-site information storage, servers, tapes, discs and other recordings (“Personal Devices and Accounts”) and will permanently delete or cause to be permanently deleted from such Personal Devices and Accounts all Company information and documents, including but not limited to all Confidential Information found on such Personal Devices and Accounts.

The Company provides notice to Executive pursuant to the Defend Trade Secrets Act that:

i. An individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (1) is made (i) in confidence to a federal, state, or local government official, either directly or indirectly, or to an attorney; and (ii) solely for the purpose of reporting or investigating a suspected violation of law; or (2) is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and

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ii. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual (1) files any document containing the trade secret under seal; and (2) does not disclose the trade secret, except pursuant to court order.

b. Confidential Information. As used herein, the term “Confidential Information” shall include Trade Secrets any and all other confidential and/or proprietary information that does not rise to the level of Trade Secrets that was imparted, revealed and/or entrusted to Executive by the Company in confidence. Confidential Information that is not Trade Secrets includes, but is not limited to, information regarding its operations, marketing strategies, customer lists and prospects, procurement processes, product information regarding products under research and development, methods of doing business, accounting and legal information.

All Confidential Information imparted to Executive by the Company, or otherwise obtained by Executive, at any time, was revealed and entrusted to Executive in confidence, solely in connection with and for the purpose of employment on behalf of the Company. Executive agrees that Confidential Information is and remains the sole property of the Company.

Executive agrees that following his termination of employment, he will not divulge, either directly or indirectly, any Confidential Information to any other person or business entity, nor use or permit the use of any Confidential Information.

Upon or before the Separation Date, Executive shall promptly tender to the Company all Company property, documents, lists, records, cellular or handheld devices, computers, computer stored media and data (with accompanying passwords) and any other items, and reproductions thereof, of any kind in his possession or control containing Confidential Information, except as expressly permitted by the Company in connection with and during Executive continuing to serve as a consultant to the Company.

SECTION 6.     PROHIBITIONS REGARDING THE COMPANY CUSTOMERS, EXECUTIVES AND UNFAIR COMPETITION

a. Restrictions as to the Company Customers. Executive understands and agrees that the business relationships and goodwill now existing with respect to the prospects and customers of the Company, whether or not created by Executive, and all such relationships and goodwill which may hereafter be created or enhanced, are the property of the Company. Accordingly, Executive agrees that, for a period of 12 months from the Separation Date, Executive shall not solicit business, directly or indirectly, from any customer of the Company with whom Executive had contact in any capacity, or learned information about, at any time during the 24 months prior to his separation from employment at the Company, except on behalf of the Company. This restriction includes soliciting business, selling products, providing services or otherwise dealing with the Company customers if such activities are related to the manufacture, processing and/or distribution of edible nuts and nut

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meats, fruit and nut-based snacks, and related products such as produce nuts and nut clusters, except on behalf of the Company. Executive also shall not, directly or indirectly, assist any other person, firm, corporation or business entity in performing any of the aforesaid acts, which includes, but is not limited to, acting as a broker or consultant. This provision shall not restrict Executive from dealing with such customers to the extent his dealings are in no way related to the types of products or businesses of the Company. It is agreed this restriction is reasonable and necessary to protect the goodwill and confidential information of the Company.

b. Restriction as to Solicitation of Company Employees. For a period of 12 months from the Separation Date, Executive shall not solicit, hire or cause to be hired any employees of the Company for employment in any line of business or attempt to induce or encourage any such employee to leave the employ of the Company. Executive also agrees not to make such solicitations indirectly. Executive also agrees not to aid or assist any other person, firm, corporation or other business entity to do any of the aforesaid acts. This applies to actions Executive may take in any capacity, including, but not limited to, as proprietor, partner, joint venturer, stockholder, director, officer, trustee, principal, agent, servant, employee, or in any other capacity. It is agreed this restriction is reasonable and necessary to protect the goodwill and confidential information of the Company.

c. Restrictions as to Employment with the Company Competitors. For a period of 12 months from the Separation Date, Executive agrees not to work with or render services or provide assistance to, directly or indirectly, any entity or third party that competes or could compete with the Company in the manufacture, processing and/or distribution of edible nuts and nut meats, fruit and nut-based snacks, and related products such as produce nuts (the “Company Products”), in a capacity whereby the Trade Secrets and/or Confidential Information of the Company would reasonably be considered to be useful to the entity or to such other third party in order to compete against the Company or become a competitor of the Company or in any way related to the procurement of nuts (“Company Competitor”). Executive acknowledges that the business of the Company extends throughout the United States (“U.S.”) and that, in order to protect the Company from unfair competition, this restriction shall apply throughout the U.S. Executive acknowledges that this restriction is necessary to protect the Company from the disclosure and use of its competitively sensitive Confidential Information and Trade Secrets. This provision shall not preclude the Executive from working for a the Company Competitor if the proposed responsibilities of Executive do not involve the manufacture, processing, marketing, procurement and distribution of the Company Products and whereby Executive is not engaged in a capacity whereby the Trade Secrets and/or Confidential Information of the Company would reasonably be considered to be useful to the entity or to such other third party in order to compete against the Company or become a competitor of the Company.

Executive agrees to notify the Company in writing in advance of accepting future employment in the event his or her prospective employer is involved or reasonably could be involved in the manufacture, processing and/or distribution of the Company Products.

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d. Non-Disparagement. Subject to Section 4(c), Executive agrees not to willingly or knowingly make any statement or criticism which would reasonably be expected to cause the customers, suppliers, clients, directors or officers of the Company embarrassment, humiliation or otherwise cause or contribute to its customers, suppliers, clients, directors or officers being held in disrepute by the public or by the clients, customers, suppliers or employees of the Company, except as required by law. Executive agrees not to willingly or knowingly make any statement or criticism which would reasonably be expected to cause the Company embarrassment, humiliation or otherwise cause or contribute to the Company being held in disrepute by the public or the clients, customers, suppliers or employees of the Company. If the Company or any Releasee receives a reference request regarding Executive, each will refer the inquiry to the Company’s Human Resources Department, which will confirm only dates of employment and positions held, consistent with Company policy.

e. Reasonableness of Restrictions. The Parties have endeavored in this Agreement to limit the activities of Executive only to the extent necessary to protect the Company from unfair competition in its line of business. Accordingly, if the scope or enforceability of the restrictive covenants contained herein is called into question, they agree that a court or other tribunal may modify and enforce the restrictions to the extent necessary to protect the Company.

SECTION 7.     COOPERATION

Following the Separation Date, Executive agrees to cooperate fully with the Company in the defense, prosecution or conduct of any claims, actions, investigations, or reviews now in existence or which may be initiated in the future against, involving or on behalf of the Company or any subsidiary which relate to events or occurrences that transpired while Executive was employed by the Company (“Cooperation Matters”). The cooperation of Executive in connection with such Cooperation Matters will include, but not be limited to, being available for telephone conferences with outside counsel and/or personnel of the Company, being available for interviews, depositions and/or to act as a witness on behalf of the Company, if reasonably requested. The Company will reimburse Executive for all reasonable out-of-pocket expenses incurred by Executive in connection with such cooperation with respect to such Cooperation Matters.

SECTION 8.     RIGHTS AND REMEDIES UPON BREACH OF THE RESTRICTIVE COVENANTS

If Executive should breach, or threaten to commit a breach, of any of the provisions of this Agreement, the Company shall have the right and remedy to (among other things) have the restrictive covenants contained herein be enforced by any court of competent jurisdiction, without the necessity of posting a bond. The Parties agree that any breach or threatened breach of the restrictive covenants would cause irreparable injury to the Company, would be difficult to calculate with certainty, and that money damages would not alone provide an adequate remedy to

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the Company. The Company shall also have any other right or remedy available to it under law or in equity including the right to seek and recover monetary damages for lost profits and other compensable damages.

SECTION 9.     OBLIGATION TO NOTIFY FUTURE EMPLOYERS

For the period of 12 months following the Separation Date, Executive agrees to (a) inform each new prospective employer, prior to accepting employment, of the existence of this Agreement, and (b) provide that prospective employer with a copy of this Agreement. Executive further agrees that the Company may send a copy of this Agreement to the employer or otherwise inform the employer of its terms.

SECTION 10.     ACCEPTANCE

Executive may accept this Agreement by delivering a signed original of this Agreement to the Vice President, Human Resources, of the Company on or within seven (7) business days following the Separation Date, which Executive acknowledges is more than twenty-one (21) calendar days after his receipt of this Agreement. Executive may decide to sign this Agreement before the 21-day review period expires, but no earlier than the Separation Date, provided, however, his signing this Agreement in accordance with this Section 10 will be final and binding upon him on the date of his execution of this Agreement, with the exception of the waiver by Executive of claims brought under the Age Discrimination in Employment Act (“ADEA”) and the Older Workers Benefit Protection Act (“OWBPA”), which will become final and binding upon him (in each case) unless Executive rescinds this Agreement within the revocation period referenced in Section 11 below. If Executive fails to return an executed original of this Agreement in the required timeframe referenced in this Section, the Parties will have no obligation under this Agreement, the Executive shall not (among other things) be entitled to the Separation Payments and the Separation Benefits, and this Agreement will be considered null and void.

SECTION 11.     REVOCATION

Executive may revoke his waiver of claims under the ADEA and OWBPA within seven (7) calendar days after Executive executes this Agreement by delivering a written notice of revocation of his waiver of such claims to the Vice President, Human Resources, of the Company. The revocation of ADEA/OWBPA claims must be received no later than the close of business on the seventh (7th) calendar day after Executive signs this Agreement. The waiver by Executive of claims under the ADEA and OWBPA will not become effective or enforceable until the eighth (8th) calendar day after Executive signs this Agreement. If Executive revokes his waiver of claims under the ADEA/OWBPA within the 7-day revocation period in either instance, (i) his waiver of claims under the ADEA and OWBPA set forth in Section 4 of this Agreement will be null and void; and (ii) Executive will forfeit all payments and benefits contemplated by the Transition Agreement and will instead receive a payment of one thousand dollars ($1,000.00), payable as a lump sum within thirty (30) days of the receipt by the Company of the revocation by Executive, which residual amount Executive acknowledges and agrees constitutes sufficient consideration for the remaining promises set forth in this Agreement, which will continue in full force and effect in the event of such revocation by Executive.

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SECTION 12.     AMENDMENT

This Agreement may be amended only in a writing signed by both the Executive and one of the Chief Executive Officer, Chief Financial Officer or Vice President, Human Resources of the Company.

SECTION 13.     SURVIVAL OF PROVISIONS

Any provision of this Agreement, which by terms or reasonable implication is to be or may be performed or effective after the termination of the Agreement, shall be deemed to survive such termination.

SECTION 14.     SEPARABILITY AND MODIFICATION

If any provision of this Agreement shall be invalid or unenforceable, in whole or in part, or as applied to any circumstance, under the laws of any jurisdiction which may govern for such purpose, then such provision shall be deemed to be modified or restricted to the extent and in the manner necessary to render the same valid and enforceable, either generally or as applied to such circumstance, or shall be deemed excised from this Agreement, as the case may require. This Agreement shall be construed and enforced to the maximum extent permitted by law, as if such provision had been originally incorporated herein as so modified or restricted, or as if such provision had not been originally incorporated herein, as the case may be. The Company and the Executive hereby agree that the restrictive covenants set forth herein are separate and distinct restrictive covenants, designed to operate under different factual circumstances, and that the invalidity of one of said covenants shall not affect the validity and/or enforceability of the other covenants.

SECTION 15.     BINDING EFFECT

This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors, and assigns, provided that this Agreement is not assignable by Executive.

SECTION 16.     NO WAIVER

No failure on the part of any party to this Agreement to exercise, and no delay on their part in exercising any right, power or remedy hereunder shall operate as a waiver thereof.

SECTION 17.     ALL OTHER LEGAL RIGHTS RESERVED TO THE COMPANY

Nothing in this Agreement shall be construed to limit or negate any common law torts or any statutory protections available to the Company, including, but not limited to, an action under the Illinois Trade Secrets Act, where it provides the Company with broader protection than that provided herein.

10

SECTION 18.     GOVERNING LAW AND SUBMISSION TO JURISDICTION

This Agreement shall be governed in all respects by the laws of the State of Illinois. Any disputes arising under this Agreement shall be tried exclusively in the courts sitting within the State of Illinois. Executive consents and submits his or her person to the jurisdiction of any such court for such purpose.

SECTION 19.     COUNTERPARTS

This Agreement may be executed in any number of identical counterparts, each of which shall be deemed a duplicate original, and all of which together shall constitute but one and the same agreement.

SECTION 20.     ENTIRE AGREEMENT

The provisions of this Agreement, the Transition Agreement and the RSU Award Agreements constitute the entire agreement of the parties with respect to the subject matter hereof and thereof and supersede any prior agreements or understandings pertaining to said subject matter. Further, the parties acknowledge that there are no prior or contemporaneous oral or written representations, promises or agreements not expressed or referred to herein or therein. Should this Agreement come before any court for interpretation or enforcement, it is the intent of the Parties that the terms and provisions of this Agreement be given their fair and literal meaning. The Parties intend that this Agreement is not to be strictly construed against any party, including the drafter of this Agreement.

[Remainder of page left intentionally blank; signature page follows]

11

IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties have caused this Agreement to be executed the day and year indicated.

EXECUTIVE	JOHN B. SANFILIPPO & SON, INC.
/s/ Christopher Gardier	/s/ Julia Pronitcheva
Name: Christopher Gardier	Name: Julia Pronitcheva
	Title: Vice President, Human Resources
Date: July 23, 2022	Date: July 22, 2022

[Signature Page to Retirement Agreement and General Release]

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Jeffrey T. Sanfilippo, certify that:

1. I have reviewed this Report on Form 10-Q of John B. Sanfilippo & Son, Inc. for the quarter ended September 29, 2022;

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 officer(s) 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 officer(s) 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 the 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.

November 3, 2022

/s/ Jeffrey T. Sanfilippo

Jeffrey T. Sanfilippo

Chairman of the Board and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Frank S. Pellegrino, certify that:

1. I have reviewed this Report on Form 10-Q of John B. Sanfilippo & Son, Inc. for the quarter ended September 29, 2022;

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 officer(s) 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 officer(s) 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 the 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.

November 3, 2022

/s/ Frank S. Pellegrino

Frank S. Pellegrino

Chief Financial Officer, Executive Vice
President, Finance and Administration

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of John B. Sanfilippo & Son, Inc. (the “Company”) on Form 10-Q for the quarter ended September 29, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jeffrey T. Sanfilippo, Chief Executive Officer and Chairman of the Board, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

November 3, 2022

/s/ Jeffrey T. Sanfilippo

Jeffrey T. Sanfilippo

Chief Executive Officer and Chairman of the Board

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of John B. Sanfilippo & Son, Inc. (the “Company”) on Form 10-Q for the quarter ended September 29, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Frank S. Pellegrino, Chief Financial Officer, Executive Vice President, Finance and Administration, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that based on my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

November 3, 2022

/s/ Frank S. Pellegrino

Frank S. Pellegrino

Chief Financial Officer, Executive Vice President, Finance and Administration

XML

Cover Page - shares	3 Months Ended
	Sep. 29, 2022	Oct. 28, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 29, 2022
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Trading Symbol	JBSS
Entity Registrant Name	SANFILIPPO JOHN B & SON INC
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Entity Central Index Key	0000880117
Current Fiscal Year End Date	--06-30
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common Stock
Entity Address, State or Province	IL
Entity File Number	0-19681
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-2419677
Entity Address, Address Line One	1703 North Randall Road
Entity Address, City or Town	Elgin
Entity Address, Postal Zip Code	60123-7820
City Area Code	847
Local Phone Number	289-1800
Document Quarterly Report	true
Document Transition Report	false
Common Stock, Non-Cumulative Voting Rights of One Vote Per Share [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		8,929,459
Class A Common Stock [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		2,597,426

XML

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Statement of Comprehensive Income [Abstract]
Net sales	$ 252,601	$ 226,329
Cost of sales	201,958	174,526
Gross profit	50,643	51,803
Operating expenses:
Selling expenses	17,982	17,745
Administrative expenses	10,247	9,069
Gain on sale of facility, net	0	(2,349)
Total operating expenses	28,229	24,465
Income from operations	22,414	27,338
Other expense:
Interest expense including $193 and $189 to related parties	661	371
Rental and miscellaneous expense, net	402	348
Pension expense (excluding service costs)	349	618
Total other expense, net	1,412	1,337
Income before income taxes	21,002	26,001
Income tax expense	5,457	6,752
Net income	15,545	19,249
Other comprehensive income:
Amortization of actuarial loss included in net periodic cost	7	364
Income tax expense related to pension adjustments	(1)	(95)
Other comprehensive income , net of tax	6	269
Comprehensive income	$ 15,551	$ 19,518
Net income per common share — basic	$ 1.35	$ 1.67
Net income per common share — diluted	$ 1.34	$ 1.66

XML

Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Statement of Comprehensive Income [Abstract]
Interest expense to related parties	$ 193	$ 189

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
CURRENT ASSETS:
Cash	$ 298	$ 415	$ 539
Accounts receivable, less allowance for doubtful accounts of $305, $267 and $311	76,401	69,611	71,890
Inventories	192,098	204,855	152,603
Prepaid expenses and other current assets	6,746	8,283	10,407
TOTAL CURRENT ASSETS	275,543	283,164	235,439
PROPERTY, PLANT AND EQUIPMENT:
Land	9,150	9,150	9,150
Buildings	102,837	102,810	102,661
Machinery and equipment	251,998	245,111	226,618
Furniture and leasehold improvements	5,296	5,296	5,295
Vehicles	614	614	614
Construction in progress	6,926	6,471	16,593
Property, plant and equipment gross	376,821	369,452	360,931
Less: Accumulated depreciation	255,948	252,371	242,422
Property, plant and equipment net	120,873	117,081	118,509
Rental investment property, less accumulated depreciation of $13,834, $13,632 and $13,027	15,289	15,491	16,096
TOTAL PROPERTY, PLANT AND EQUIPMENT	136,162	132,572	134,605
OTHER LONG TERM ASSETS:
Intangible assets, net	7,621	8,065	9,457
Life insurance and other assets	6,134	8,272	9,542
Deferred income taxes	3,231	3,236	5,297
Goodwill	9,650	9,650	9,650
Operating lease right-of-use assets	2,430	2,303	3,171
TOTAL ASSETS	440,771	447,262	407,161
CURRENT LIABILITIES:
Revolving credit facility borrowings	42,624	40,439	45,264
Current maturities of long-term debt, net, including related party debt of $628, $614 and $572	2,046	3,149	3,858
Accounts payable	51,222	47,720	46,103
Bank overdraft	488	214	171
Accrued payroll and related benefits	12,166	18,888	11,410
Other accrued expenses	17,624	12,352	17,028
TOTAL CURRENT LIABILITIES	126,170	122,762	123,834
LONG-TERM LIABILITIES:
Long-term debt, less current maturities, net, including related party debt of $7,612, $7,774 and $8,240	7,612	7,774	9,939
Retirement plan	28,753	28,886	35,257
Long-term operating lease liabilities, net of current portion	1,242	1,076	1,804
Other	7,831	7,943	8,162
TOTAL LONG-TERM LIABILITIES	45,438	45,679	55,162
TOTAL LIABILITIES	171,608	168,441	178,996
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Capital in excess of par value	129,572	128,800	126,958
Retained earnings	143,153	153,589	111,051
Accumulated other comprehensive loss	(2,474)	(2,480)	(8,756)
Treasury stock, at cost; 117,900 shares of Common Stock	(1,204)	(1,204)	(1,204)
TOTAL STOCKHOLDERS' EQUITY	269,163	278,821	228,165
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY	440,771	447,262	407,161
Class A Common Stock [Member]
STOCKHOLDERS' EQUITY:
Common Stock	26	26	26
Common Stock, Non-Cumulative Voting Rights of One Vote Per Share [Member]
STOCKHOLDERS' EQUITY:
Common Stock	$ 90	$ 90	$ 90

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Allowance for doubtful accounts for accounts receivable, current	$ 305	$ 267	$ 311
Accumulated depreciation of rental investment property	13,834	13,632	13,027
Current maturities of long-term debt, related party debt	628	614	572
Related party debt, Non-current	$ 7,612	$ 7,774	$ 8,240
Treasury stock, shares	117,900	117,900	117,900
Class A Common Stock [Member]
Common stock, par value	$ 0.01	$ 0.01	$ 0.01
Common stock, shares authorized	10,000,000	10,000,000	10,000,000
Common stock, shares issued	2,597,426	2,597,426	2,597,426
Common stock, shares outstanding	2,597,426	2,597,426	2,597,426
Common Stock, Non-Cumulative Voting Rights of One Vote Per Share [Member]
Common stock, par value	$ 0.01	$ 0.01	$ 0.01
Common stock, shares authorized	17,000,000	17,000,000	17,000,000
Common stock, shares issued	9,047,359	9,047,359	8,989,980

XML

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Capital in Excess of Par Value [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Loss [Member]	Treasury Stock [Member]	Class A Common Stock [Member]	Common Stock, Non-Cumulative Voting Rights of One Vote Per Share [Member]
Balance at Jun. 24, 2021	$ 242,494	$ 126,271	$ 126,336	$ (9,025)	$ (1,204)	$ 26	$ 90
Balance, Shares at Jun. 24, 2021						2,597,426	8,988,812
Net income	19,249		19,249
Cash dividends	(34,534)		(34,534)
Pension liability amortization, net of income tax expense	269			269
Equity award exercises, net of shares withheld for employee taxes	(16)	(16)					$ 0
Equity award exercises, net of shares withheld for employee taxes, shares							1,168
Stock-based compensation expense	703	703
Balance at Sep. 23, 2021	228,165	126,958	111,051	(8,756)	(1,204)	$ 26	$ 90
Balance, Shares at Sep. 23, 2021						2,597,426	8,989,980
Balance at Jun. 30, 2022	278,821	128,800	153,589	(2,480)	(1,204)	$ 26	$ 90
Balance, Shares at Jun. 30, 2022						2,597,426	9,047,359
Net income	15,545		15,545
Cash dividends	(25,981)		(25,981)
Pension liability amortization, net of income tax expense	6			6
Stock-based compensation expense	772	772
Balance at Sep. 29, 2022	$ 269,163	$ 129,572	$ 143,153	$ (2,474)	$ (1,204)	$ 26	$ 90
Balance, Shares at Sep. 29, 2022						2,597,426	9,047,359

XML

Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Statement of Stockholders' Equity [Abstract]
Cash dividends per common share	$ 2.25	$ 3
Pension liability amortization income tax expense	$ 1	$ 95

XML

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 15,545	$ 19,249
Depreciation and amortization	4,961	4,596
Loss (gain) on disposition of assets, net	5	(2,299)
Deferred income tax expense	5	790
Stock-based compensation expense	772	703
Change in assets and liabilities:
Accounts receivable, net	(6,790)	(5,556)
Inventories	12,757	(4,605)
Prepaid expenses and other current assets	1,537	(1,839)
Accounts payable	3,216	(1,631)
Accrued expenses	(5,265)	(12,089)
Income taxes payable	3,815	2,805
Other long-term assets and liabilities	215	172
Other, net	(127)	607
Net cash provided by operating activities	30,646	903
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment	(5,918)	(5,110)
Proceeds from dispositions of assets, net	0	3,945
Other, net	(56)	(72)
Net cash used in investing activities	(5,974)	(1,237)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net short-term borrowings	2,185	36,611
Principal payments on long-term debt	(1,267)	(938)
Increase (decrease) in bank overdraft	274	(922)
Dividends paid	(25,981)	(34,534)
Taxes paid related to net share settlement of equity awards	0	(16)
Net cash (used in) provided by financing activities	(24,789)	201
NET DECREASE IN CASH	(117)	(133)
Cash, beginning of period	415	672
Cash, end of period	$ 298	$ 539

XML

Basis of Presentation and Description of Business

3 Months Ended

Sep. 29, 2022

Accounting Policies [Abstract]

Basis of Presentation and Description of Business

Note 1 – Basis of Presentation and Description of Business

As used herein, unless the context otherwise indicates, the terms “we”, “us”, “our” or “Company” collectively refer to John B. Sanfilippo & Son, Inc. and our wholly-owned subsidiary, JBSS Ventures, LLC. Our fiscal year ends on the final Thursday of June each year, and typically consists of fifty-two weeks (four thirteen-week quarters). Additional information on the comparability of the periods presented is as follows:

• References herein to fiscal 2023 and fiscal 2022 are to the 52 week fiscal year ending June 29, 2023 and the 53 week fiscal year ended June 30, 2022, respectively. 

• References herein to the first quarter of fiscal 2023 and fiscal 2022 are to the quarters ended September 29, 2022 and September 23, 2021, respectively.

We are one of the leading processors and distributors of peanuts, pecans, cashews, walnuts, almonds, and other nuts in the United States. These nuts are sold under our Fisher, Orchard Valley Harvest, Squirrel Brand and Southern Style Nuts brand names and under a variety of private brands. We also market and distribute, and in most cases, manufacture or process, a diverse product line of food and snack products, including peanut butter, almond butter, cashew butter, candy and confections, snacks and trail mixes, snack bites, sunflower kernels, dried fruit, corn snacks, chickpea snacks, sesame sticks and other sesame snack products under our brand names and under private brands. Our products are sold through three primary distribution channels, including food retailers in the consumer channel, commercial ingredient users and contract packaging customers.

The accompanying unaudited financial statements fairly present the consolidated statements of comprehensive income, consolidated balance sheets, consolidated statements of stockholders’ equity and consolidated statements of cash flows, and reflect all adjustments, consisting only of normal recurring adjustments which are necessary for the fair statement of the results of the interim periods. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.

The interim results of operations are not necessarily indicative of the results to be expected for a full year. The balance sheet data as of June 30, 2022 was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). Accordingly, these unaudited financial statements and related notes should be read in conjunction with the audited consolidated financial statements and notes thereto included in our 2022 Annual Report on Form 10-K for the fiscal year ended June 30, 2022.

XML

Revenue Recognition

3 Months Ended

Sep. 29, 2022

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Note 2 – Revenue Recognition

We recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. For each customer contract, a five-step process is followed in which we identify the contract, identify performance obligations, determine the transaction price, allocate the contract transaction price to the performance obligations, and recognize the revenue when (or as) the performance obligation is transferred to the customer.

When Performance Obligations Are Satisfied

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company’s performance obligations are primarily for the delivery of raw and processed recipe and snack nuts, nut butters and trail mixes.

Our customer contracts do not include more than one performance obligation. If a contract were to contain more than one performance obligation, we are required to allocate the contract’s transaction price to each performance obligation based on its relative standalone selling price. The standalone selling price for each distinct good is generally determined by directly observable data.

Revenue recognition is generally completed at a point in time when product control is transferred to the customer. For virtually all of our revenues, control transfers to the customer when the product is shipped or delivered to the customer based upon applicable shipping terms, as the customer can then direct the use and obtain substantially all of the remaining benefits from the asset at that point in time. Therefore, the timing of our revenue recognition requires little judgment.

Variable Consideration

Some of our products are sold through specific incentive programs consisting of promotional allowances, volume and customer rebates, in-store display incentives and marketing allowances, among others, to consumer and some commercial ingredient customers. The ultimate cost of these programs is dependent on certain factors such as actual purchase volumes or customer activities and is dependent on significant management judgment when determining estimates. The Company accounts for these programs as variable consideration and recognizes a reduction in revenue (and a corresponding reduction in the transaction price) in the same period as the underlying program based upon the terms of the specific arrangements.

Trade promotions, consisting primarily of customer pricing allowances, merchandising funds and consumer coupons, are also offered through various programs to customers and consumers. A provision for estimated trade promotions is recorded as a reduction of revenue (and a reduction in the transaction price) in the same period when the sale is recognized. Revenues are also recorded net of expected customer deductions which are provided for based upon past experiences. Evaluating these estimates requires management judgment.

We generally use the most likely amount method to determine the variable consideration. We believe there will not be significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. The Company reviews and updates its estimates and related accruals of variable consideration and trade promotions at least quarterly based on the terms of the agreements and historical experience. Any uncertainties in the ultimate resolution of variable consideration due to factors outside of the Company’s influence are typically resolved within a short timeframe, therefore, no additional constraint on the variable consideration is required.

Contract Balances

Contract assets or liabilities result from transactions with revenue recorded over time. If the measure of remaining rights exceeds the measure of the remaining performance obligations the Company records a contract asset. Conversely, if the measure of the remaining performance obligations exceeds the measure of the remaining rights, the Company records a contract liability. Contract asset balances at September 29, 2022 and September 23, 2021 were $562 and $58, respectively, and are recorded in the caption “Prepaid expenses and other current assets” on the Consolidated Balance Sheets. There was no contract asset balance at June 30, 2022. The Company generally does not have material deferred revenue or contract liability balances arising from transactions with customers.

Disaggregation of Revenue

Revenue disaggregated by sales channel is as follows:

	For the Quarter Ended
Distribution Channel	September 29, 2022		September 23, 2021
Consumer	$	196,547	$	179,761
Commercial Ingredients		31,507		28,156
Contract Packaging		24,547		18,412
Total	$	252,601	$	226,329

XML

Leases

3 Months Ended

Sep. 29, 2022

Leases [Abstract]

Leases

Note 3 - Leases

Description of Leases

We lease equipment used in the transportation of goods in our warehouses, as well as a limited number of automobiles and a small warehouse near our Bainbridge, Georgia facility. Our leases generally do not contain non-lease components and do not contain any explicit guarantees of residual value. Our leases for warehouse transportation equipment generally require the equipment to be returned to the lessor in good working order.

Through a review of our contracts, we determine if an arrangement is a lease at inception and analyze the lease to determine if it is operating or finance. Operating lease right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use our incremental collateralized borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Implicit rates are used when readily determinable. None of our leases currently contain options to extend the term. In the event of an option to extend the term of a lease, the lease term used in measuring the liability would include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option. Lease expense for operating lease payments is recognized on a straight-line basis over the respective lease term. Our leases have remaining terms of up to 4.8 years.

It is our accounting policy to not apply lease recognition requirements to short-term leases, defined as leases with an initial term of 12 months or less. As such, leases with an initial term of 12 months or less are not recorded in the Consolidated Balance Sheet. We have also made the policy election to not separate lease and non-lease components for all leases.

The following table provides supplemental information related to operating lease right-of-use assets and liabilities:

	September 29, 2022		June 30, 2022		September 23, 2021		Affected Line Item in Consolidated Balance Sheet
Assets
Operating lease right-of-use assets	$	2,430	$	2,303	$	3,171	Operating lease right-of-use assets
Total lease right-of-use assets	$	2,430	$	2,303	$	3,171
Liabilities
Current:
Operating leases	$	1,215	$	1,258	$	1,412	Other accrued expenses
Noncurrent:
Operating leases		1,242		1,076		1,804	Long-term operating lease liabilities
Total lease liabilities	$	2,457	$	2,334	$	3,216

The following tables summarize the Company’s total lease costs and other information arising from operating lease transactions:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating lease costs (a)	$	474	$	444
Variable lease costs (b)		57		17
Total lease cost	$	531	$	461

(a)  Includes short-term leases which are immaterial.

(b)  Variable lease costs consist of sales tax and lease overtime charges.

Supplemental cash flow and other information related to leases was as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating cash flows information:
Cash paid for amounts included in measurements for lease liabilities	$	402	$	397
Non-cash activity:
Right-of-use assets obtained in exchange for new operating lease obligations	$	496	$	45

	September 29, 2022			June 30, 2022			September 23, 2021
Weighted average remaining lease term (in years)		2.5			2.3			2.6
Weighted average discount rate		4.6	%		4.3	%		4.2	%

Maturities of operating lease liabilities as of September 29, 2022 are as follows:

 

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,055
June 27, 2024		808
June 26, 2025		432
June 25, 2026		244
June 24, 2027		65
June 29, 2028		3
Thereafter		—
Total lease payments		2,607
Less imputed interest		(150	)
Present value of operating lease liabilities	$	2,457

At September 29, 2022, the Company has additional operating leases of approximately $505 that have not yet commenced and therefore are not reflected in the Consolidated Balance Sheet and tables above. The leases are scheduled to commence in the second and third quarters of fiscal 2023 with initial lease terms ranging from 3 to 5 years.

Lessor Accounting

We lease office space in our four-story office building located in Elgin, Illinois. As a lessor, we retain substantially all of the risks and benefits of ownership of the investment property and under Topic 842: Leases we continue to account for all of our leases as operating leases. Lease agreements may include options to renew. We accrue fixed lease income on a straight-line basis over the terms of the leases. There is generally no variable lease consideration and an immaterial amount of non-lease components such as recurring utility and storage fees. Leases between related parties are immaterial.

Leasing revenue is as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Lease income related to lease payments	$	402	$	410

The future minimum, undiscounted fixed cash flows under non-cancelable tenant operating leases for each of the next five years and thereafter is presented below.

 

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,348
June 27, 2024		1,818
June 26, 2025		1,228
June 25, 2026		670
June 24, 2027		614
June 29, 2028		—
Total	$	5,678

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Inventories

3 Months Ended

Sep. 29, 2022

Inventory Disclosure [Abstract]

Inventories

Note 4 – Inventories

Inventories consist of the following:

	September 29, 2022		June 30, 2022		September 23, 2021
Raw material and supplies	$	60,657	$	77,558	$	55,159
Work-in-process and finished goods		131,441		127,297		97,444
Total	$	192,098	$	204,855	$	152,603

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Goodwill and Intangible Assets

3 Months Ended

Sep. 29, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

Note 5 – Goodwill and Intangible Assets

Identifiable intangible assets that are subject to amortization consist of the following:

	September 29, 2022			June 30, 2022			September 23, 2021
Customer relationships	$	21,100		$	21,100		$	21,100
Brand names		16,990			16,990			16,990
Non-compete agreement		270			270			270
		38,360			38,360			38,360
Less accumulated amortization:
Customer relationships		(19,053	)		(18,795	)		(17,961	)
Brand names		(11,425	)		(11,252	)		(10,735	)
Non-compete agreement		(261	)		(248	)		(207	)
		(30,739	)		(30,295	)		(28,903	)
Net intangible assets	$	7,621		$	8,065		$	9,457

Customer relationships are being amortized on an accelerated basis. The brand names remaining to be amortized consist of the Squirrel Brand and Southern Style Nuts brand names.

Total amortization expense related to intangible assets, which is classified in administrative expense in the Consolidated Statement of Comprehensive Income, was $444 for the quarter ended September 29, 2022. Amortization expense for the remainder of fiscal 2023 is expected to be approximately $1,213, and expected amortization expense for the next five fiscal years is as follows:

Fiscal Year Ending
June 27, 2024	1,414
June 26, 2025	1,156
June 25, 2026	861
June 24, 2027	690
June 29, 2028	521

Our net goodwill of $9,650 relates entirely to the Squirrel Brand acquisition completed in the second quarter of fiscal 2018. There was no change in the carrying amount of goodwill during the quarter ended September 29, 2022.

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Credit Facility

3 Months Ended

Sep. 29, 2022

Debt Disclosure [Abstract]

Credit Facility

Note 6 – Credit Facility

Our Amended and Restated Credit Agreement dated March 5, 2020 provides for a $117,500 senior secured revolving credit facility (the “Credit Facility”). The Credit Facility is secured by substantially all our assets other than machinery and equipment, real property and fixtures.

At September 29, 2022, we had $70,686 of available credit under the Credit Facility which reflects borrowings of $42,624 and reduced availability as a result of $4,190 in outstanding letters of credit. As of September 29, 2022, we were in compliance with all financial covenants under the Credit Facility and Mortgage Facility.

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Earnings Per Common Share

3 Months Ended

Sep. 29, 2022

Earnings Per Share [Abstract]

Earnings Per Common Share

Note 7 – Earnings Per Common Share

The following table presents the reconciliation of the weighted average shares outstanding used in computing basic and diluted earnings per share:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Weighted average number of shares outstanding – basic		11,553,432		11,519,472
Effect of dilutive securities:
Restricted stock units		63,681		69,012
Weighted average number of shares outstanding – diluted		11,617,113		11,588,484

There were no anti-dilutive awards excluded from the computation of diluted earnings per share for either period presented.

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Stock-Based Compensation Plans

3 Months Ended

Sep. 29, 2022

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation Plans

Note 8 – Stock-Based Compensation Plans

During the quarter ended September 29, 2022 there was no significant restricted stock unit (“RSU”) activity. Compensation expense attributable to stock-based compensation during the first quarter of fiscal 2023 and fiscal 2022 was $772 and $703, respectively. As of September 29, 2022, there was $3,359 of total unrecognized compensation expense related to non-vested RSUs granted under our stock-based compensation plans. We expect to recognize that cost over a weighted average period of 1.2 years.

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Retirement Plan

3 Months Ended

Sep. 29, 2022

Retirement Benefits [Abstract]

Retirement Plan

Note 9 – Retirement Plan

The Supplemental Employee Retirement Plan is an unfunded, non-qualified benefit plan that will provide eligible participants with monthly benefits upon retirement, disability or death, subject to certain conditions. The monthly benefit is based upon each participant’s earnings and his or her number of years of service. The components of net periodic benefit cost are as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Service cost	$	200	$	248
Interest cost		342		254
Amortization of loss		7		364
Net periodic benefit cost	$	549	$	866

The components of net periodic benefit cost other than the service cost component are included in the line item “Pension expense (excluding service costs)” in the Consolidated Statements of Comprehensive Income.

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Accumulated Other Comprehensive Loss

3 Months Ended

Sep. 29, 2022

Accumulated Other Comprehensive Loss [Abstract]

Accumulated Other Comprehensive Loss

Note 10 – Accumulated Other Comprehensive Loss

The table below sets forth the changes to accumulated other comprehensive loss (“AOCL”) for the quarter ended September 29, 2022 and September 23, 2021. These changes are all related to our defined benefit pension plan.

Changes to AOCL (a)	For the Quarter Ended
	September 29, 2022			September 23, 2021
Balance at beginning of period	$	(2,480	)	$	(9,025	)
Other comprehensive income before reclassifications		—			—
Amounts reclassified from accumulated other comprehensive loss		7			364
Tax effect		(1	)		(95	)
Net current-period other comprehensive income		6			269
Balance at end of period	$	(2,474	)	$	(8,756	)

(a) Amounts in parenthesis indicate debits/expense.

The reclassifications out of AOCL for the quarter ended September 29, 2022 and September 23, 2021 were as follows:

	For the Quarter Ended						Affected Line Item in the Consolidated Statements of Comprehensive Income
Reclassifications from AOCL to Earnings (b)	September 29, 2022			September 23, 2021
Amortization of defined benefit pension items:
Unrecognized net loss		(7	)		(364	)	Pension expense (excluding service costs)
Tax effect		1			95		Income tax expense
Amortization of defined pension items, net of tax	$	(6	)	$	(269	)

(b)  Amounts in parenthesis indicate debits to expense. See Note 9 – “Retirement Plan” above for additional details.

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Commitments and Contingent Liabilities

3 Months Ended

Sep. 29, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingent Liabilities

Note 11 – Commitments and Contingent Liabilities

We are currently a party to various legal proceedings in the ordinary course of business. While management presently believes that the ultimate outcomes of these proceedings, individually and in the aggregate, will not materially affect our Company’s financial position, results of operations or cash flows, legal proceedings are subject to inherent uncertainties, and unfavorable outcomes could occur. Unfavorable outcomes could include substantial monetary damages in excess of any appropriate accruals, which management has established. Were such unfavorable final outcomes to occur, there exists the possibility of a material adverse effect on our financial position, results of operations and cash flows.

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Fair Value of Financial Instruments

3 Months Ended

Sep. 29, 2022

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Note 12 – Fair Value of Financial Instruments

Authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) defines fair value as the price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels:

Level 1	–	Quoted prices in active markets that are accessible at the measurement date for identical assets and liabilities.
Level 2	–	Observable inputs other than quoted prices in active markets. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
Level 3	–	Unobservable inputs for which there is little or no market data available.

The carrying values of cash, trade accounts receivable and accounts payable approximate their fair values at each balance sheet date because of the short-term maturities and nature of these balances.

The carrying value of our revolving credit facility borrowings approximates fair value at each balance sheet date because interest rates on this instrument approximate current market rates (Level 2 criteria) and because of the short-term maturity and nature of this balance. In addition, there has been no significant change in our inherent credit risk.

The following table summarizes the carrying value and fair value estimate of our current and long-term debt, excluding unamortized debt issuance costs:

	September 29, 2022		June 30, 2022		September 23, 2021
Carrying value of current and long-term debt:	$	9,660	$	10,927	$	13,812
Fair value of current and long-term debt:		9,583		11,179		15,360

The estimated fair value of our current and long-term debt was determined using a market approach based upon Level 2 observable inputs, which estimates fair value based on interest rates currently offered on loans with similar terms to borrowers of similar credit quality or broker quotes. In addition, there have been no significant changes in the underlying assets securing our long-term debt.

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Garysburg, North Carolina Facility

3 Months Ended

Sep. 29, 2022

Sale of Facility [Abstract]

Garysburg, North Carolina Facility

Note 13 – Garysburg, North Carolina Facility

During the first quarter of fiscal 2022 we sold the Garysburg property and remaining equipment located at the property to a third party for $4,000, subject to customary adjustments to reflect closing costs, which resulted in a $2,349 gain.

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Recent Accounting Pronouncements

3 Months Ended

Sep. 29, 2022

Accounting Changes and Error Corrections [Abstract]

Recent Accounting Pronouncements

Note 14 – Recent Accounting Pronouncements

There were no recent accounting pronouncements adopted in the current fiscal year.

There are no recent accounting pronouncements that have been issued and not yet adopted that are expected to have a material impact on our Consolidated Financial Statements.

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Subsequent Event

3 Months Ended

Sep. 29, 2022

Subsequent Events [Abstract]

Subsequent Event

Note 15 – Subsequent Event

On November 3, 2022, our Board of Directors declared a special cash dividend of $1.00 per share on all issued and outstanding shares of Common Stock and Class A Stock of the Company (the “November 2022 Dividends”). The November 2022 Dividends will be paid on December 21, 2022 to stockholders of record as of the close of business on December 2, 2022.

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Revenue Recognition (Tables)

3 Months Ended

Sep. 29, 2022

Revenue from Contract with Customer [Abstract]

Summary of Revenue Disaggregated by Sales Channel

Revenue disaggregated by sales channel is as follows:

	For the Quarter Ended
Distribution Channel	September 29, 2022		September 23, 2021
Consumer	$	196,547	$	179,761
Commercial Ingredients		31,507		28,156
Contract Packaging		24,547		18,412
Total	$	252,601	$	226,329

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Leases (Tables)

3 Months Ended

Sep. 29, 2022

Leases [Abstract]

Supplemental information related to operating lease right-of-use assets and liabilities

The following table provides supplemental information related to operating lease right-of-use assets and liabilities:

	September 29, 2022		June 30, 2022		September 23, 2021		Affected Line Item in Consolidated Balance Sheet
Assets
Operating lease right-of-use assets	$	2,430	$	2,303	$	3,171	Operating lease right-of-use assets
Total lease right-of-use assets	$	2,430	$	2,303	$	3,171
Liabilities
Current:
Operating leases	$	1,215	$	1,258	$	1,412	Other accrued expenses
Noncurrent:
Operating leases		1,242		1,076		1,804	Long-term operating lease liabilities
Total lease liabilities	$	2,457	$	2,334	$	3,216

Summary of company's total lease costs and other information arising from operating lease transactions

The following tables summarize the Company’s total lease costs and other information arising from operating lease transactions:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating lease costs (a)	$	474	$	444
Variable lease costs (b)		57		17
Total lease cost	$	531	$	461

(a)  Includes short-term leases which are immaterial.

(b)  Variable lease costs consist of sales tax and lease overtime charges.

Summary of Supplemental cash flow and other information related to leases

Supplemental cash flow and other information related to leases was as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Operating cash flows information:
Cash paid for amounts included in measurements for lease liabilities	$	402	$	397
Non-cash activity:
Right-of-use assets obtained in exchange for new operating lease obligations	$	496	$	45

Summary of other information

	September 29, 2022			June 30, 2022			September 23, 2021
Weighted average remaining lease term (in years)		2.5			2.3			2.6
Weighted average discount rate		4.6	%		4.3	%		4.2	%

Summary of maturities of operating lease liabilities

Maturities of operating lease liabilities as of September 29, 2022 are as follows:

 

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,055
June 27, 2024		808
June 26, 2025		432
June 25, 2026		244
June 24, 2027		65
June 29, 2028		3
Thereafter		—
Total lease payments		2,607
Less imputed interest		(150	)
Present value of operating lease liabilities	$	2,457

Summary of operating lease revenue

Leasing revenue is as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Lease income related to lease payments	$	402	$	410

Undiscounted fixed lease consideration under non-cancelable tenant operating leases

The future minimum, undiscounted fixed cash flows under non-cancelable tenant operating leases for each of the next five years and thereafter is presented below.

 

Fiscal Year Ending
June 29, 2023 (excluding the quarter ended September 29, 2022)	$	1,348
June 27, 2024		1,818
June 26, 2025		1,228
June 25, 2026		670
June 24, 2027		614
June 29, 2028		—
Total	$	5,678

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Inventories (Tables)

3 Months Ended

Sep. 29, 2022

Inventory Disclosure [Abstract]

Components of Inventories

Inventories consist of the following:

	September 29, 2022		June 30, 2022		September 23, 2021
Raw material and supplies	$	60,657	$	77,558	$	55,159
Work-in-process and finished goods		131,441		127,297		97,444
Total	$	192,098	$	204,855	$	152,603

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Goodwill and Intangible Assets (Tables)

3 Months Ended

Sep. 29, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Components of Identifiable Intangible Assets

Identifiable intangible assets that are subject to amortization consist of the following:

	September 29, 2022			June 30, 2022			September 23, 2021
Customer relationships	$	21,100		$	21,100		$	21,100
Brand names		16,990			16,990			16,990
Non-compete agreement		270			270			270
		38,360			38,360			38,360
Less accumulated amortization:
Customer relationships		(19,053	)		(18,795	)		(17,961	)
Brand names		(11,425	)		(11,252	)		(10,735	)
Non-compete agreement		(261	)		(248	)		(207	)
		(30,739	)		(30,295	)		(28,903	)
Net intangible assets	$	7,621		$	8,065		$	9,457

Summary of Expected Amortization Expense

expected amortization expense for the next five fiscal years is as follows:

Fiscal Year Ending
June 27, 2024	1,414
June 26, 2025	1,156
June 25, 2026	861
June 24, 2027	690
June 29, 2028	521

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Earnings Per Common Share (Tables)

3 Months Ended

Sep. 29, 2022

Earnings Per Share [Abstract]

Weighted Average Shares Outstanding Used in Computing Basic and Diluted Earnings Per Share

The following table presents the reconciliation of the weighted average shares outstanding used in computing basic and diluted earnings per share:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Weighted average number of shares outstanding – basic		11,553,432		11,519,472
Effect of dilutive securities:
Restricted stock units		63,681		69,012
Weighted average number of shares outstanding – diluted		11,617,113		11,588,484

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Retirement Plan (Tables)

3 Months Ended

Sep. 29, 2022

Retirement Benefits [Abstract]

Schedule of Net Periodic Pension Cost

The components of net periodic benefit cost are as follows:

	For the Quarter Ended
	September 29, 2022		September 23, 2021
Service cost	$	200	$	248
Interest cost		342		254
Amortization of loss		7		364
Net periodic benefit cost	$	549	$	866

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Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Sep. 29, 2022

Equity [Abstract]

Summary of Changes in Accumulated Other Comprehensive Loss

The table below sets forth the changes to accumulated other comprehensive loss (“AOCL”) for the quarter ended September 29, 2022 and September 23, 2021. These changes are all related to our defined benefit pension plan.

Changes to AOCL (a)	For the Quarter Ended
	September 29, 2022			September 23, 2021
Balance at beginning of period	$	(2,480	)	$	(9,025	)
Other comprehensive income before reclassifications		—			—
Amounts reclassified from accumulated other comprehensive loss		7			364
Tax effect		(1	)		(95	)
Net current-period other comprehensive income		6			269
Balance at end of period	$	(2,474	)	$	(8,756	)

(a) Amounts in parenthesis indicate debits/expense.

Summary of Reclassifications Out of AOCL

The reclassifications out of AOCL for the quarter ended September 29, 2022 and September 23, 2021 were as follows:

	For the Quarter Ended						Affected Line Item in the Consolidated Statements of Comprehensive Income
Reclassifications from AOCL to Earnings (b)	September 29, 2022			September 23, 2021
Amortization of defined benefit pension items:
Unrecognized net loss		(7	)		(364	)	Pension expense (excluding service costs)
Tax effect		1			95		Income tax expense
Amortization of defined pension items, net of tax	$	(6	)	$	(269	)

(b)  Amounts in parenthesis indicate debits to expense. See Note 9 – “Retirement Plan” above for additional details.

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Fair Value of Financial Instruments (Tables)

3 Months Ended

Sep. 29, 2022

Fair Value Disclosures [Abstract]

Carrying Value and Fair Value Estimate of Current and Long Term Debt

The following table summarizes the carrying value and fair value estimate of our current and long-term debt, excluding unamortized debt issuance costs:

	September 29, 2022		June 30, 2022		September 23, 2021
Carrying value of current and long-term debt:	$	9,660	$	10,927	$	13,812
Fair value of current and long-term debt:		9,583		11,179		15,360

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Basis of Presentation and Description of Business - Additional Information (Detail)	3 Months Ended
	Sep. 29, 2022 Channel
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of distribution channels	3

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Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Disaggregation of Revenue [Line Items]
Contract assets	$ 562	$ 0	$ 58

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Revenue Recognition - Summary of Revenue Disaggregated by Sales Channel (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Disaggregation of Revenue [Line Items]
Total	$ 252,601	$ 226,329
Consumer [Member]
Disaggregation of Revenue [Line Items]
Total	196,547	179,761
Commercial Ingredients [Member]
Disaggregation of Revenue [Line Items]
Total	31,507	28,156
Contract Packaging [Member]
Disaggregation of Revenue [Line Items]
Total	$ 24,547	$ 18,412

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Leases - Additional Information (Detail) $ in Thousands	Sep. 29, 2022 USD ($)
Operating Lease Yet To Commence [Member]
Operating Leased Assets [Line Items]
Operating leases not yet commenced	$ 505
Minimum [Member]
Operating Leased Assets [Line Items]
Lessee operating lease lease not yet commenced term	3 years
Maximum [Member]
Operating Leased Assets [Line Items]
Remaining lease term	4 years 9 months 18 days
Lessee operating lease lease not yet commenced term	5 years

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Leases - Operating Lease Assets And Liabilities (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Assets
Operating lease right-of-use assets	$ 2,430	$ 2,303	$ 3,171
Current
Operating Lease, Liability, Current	1,215	1,258	1,412
Noncurrent
Operating Lease, Liability, Noncurrent	1,242	1,076	1,804
Total lease liabilities	$ 2,457	$ 2,334	$ 3,216

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Leases - LeaseCost (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Leases [Abstract]
Operating lease costs	$ 474	$ 444
Variable lease costs	57	17
Total lease cost	$ 531	$ 461

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Leases - Operating Leases Cash Flow Related Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Operating cash flows information:
Cash paid for amounts included in measurements for lease liabilities	$ 402	$ 397
Non-cash activity:
Right-of-use assets obtained in exchange for new operating lease obligations	$ 496	$ 45

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Leases - Other Information Related to Operating Lease (Detail)	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Leases [Abstract]
Weighted average remaining lease term (in years)	2 years 6 months	2 years 3 months 18 days	2 years 7 months 6 days
Weighted average discount rate	4.60%	4.30%	4.20%

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Leases - Lessee Operating Lease Liability Maturity (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Leases [Abstract]
June 29, 2023 (excluding the quarter ended September 29, 2022)	$ 1,055
June 27, 2024	808
June 26, 2025	432
June 25, 2026	244
June 24, 2027	65
June 29, 2028	3
Thereafter	0
Total lease payment	2,607
Less imputed interest	(150)
Present value of operating lease liabilities	$ 2,457	$ 2,334	$ 3,216

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Leases - Operating Lease Revenue (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Leases [Abstract]
Lease income related to lease payments	$ 402	$ 410

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Leases - Lessor Operating Lease Payments To Be Received Maturity (Detail) $ in Thousands	Sep. 29, 2022 USD ($)
Leases [Abstract]
June 29, 2023 (excluding the quarter ended September 29, 2022)	$ 1,348
June 27, 2024	1,818
June 26, 2025	1,228
June 25, 2026	670
June 24, 2027	614
June 29, 2028	0
Total	$ 5,678

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Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Inventory Disclosure [Abstract]
Raw material and supplies	$ 60,657	$ 77,558	$ 55,159
Work-in-process and finished goods	131,441	127,297	97,444
Total	$ 192,098	$ 204,855	$ 152,603

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Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Goodwill and Intangible Assets [Line Items]
Amortization expense for remainder of fiscal 2023	$ 1,213
Goodwill related to acquisition of Squirrel Brand	9,650	$ 9,650	$ 9,650
Administrative Expenses [Member]
Goodwill and Intangible Assets [Line Items]
Amortization of intangible assets	444
Squirrel Brand [Member]
Goodwill and Intangible Assets [Line Items]
Goodwill related to acquisition of Squirrel Brand	$ 9,650

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Goodwill and Intangible Assets - Components of Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Finite-Lived Intangible Assets [Line Items]
Total intangible assets, gross	$ 38,360	$ 38,360	$ 38,360
Less accumulated amortization:
Total accumulated amortization	(30,739)	(30,295)	(28,903)
Net intangible assets	7,621	8,065	9,457
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Total intangible assets, gross	21,100	21,100	21,100
Less accumulated amortization:
Total accumulated amortization	(19,053)	(18,795)	(17,961)
Brand Names [Member]
Finite-Lived Intangible Assets [Line Items]
Total intangible assets, gross	16,990	16,990	16,990
Less accumulated amortization:
Total accumulated amortization	(11,425)	(11,252)	(10,735)
Non-compete Agreement [Member]
Finite-Lived Intangible Assets [Line Items]
Total intangible assets, gross	270	270	270
Less accumulated amortization:
Total accumulated amortization	$ (261)	$ (248)	$ (207)

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Goodwill and Intangible Assets - Summary of Expected Amortization Expense (Detail) $ in Thousands	Sep. 29, 2022 USD ($)
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
June 27, 2024	$ 1,414
June 26, 2025	1,156
June 25, 2026	861
June 24, 2027	690
June 29, 2028	$ 521

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Credit Facility - Additional Information (Detail) - Senior Secured Revolving Credit Facility [Member] - USD ($) $ in Thousands	Sep. 29, 2022	Mar. 05, 2020
Debt Instrument [Line Items]
Revolving loan commitment and letter of credit sub facility		$ 117,500
Available credit under the Credit Facility	$ 70,686
Outstanding letters of credit	4,190
Revolving credit facility borrowings	$ 42,624

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Earnings Per Common Share - Weighted Average Shares Outstanding Used in Computing Basic and Diluted Earnings Per Share (Detail) - shares	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Weighted Average Number of Shares Outstanding Reconciliation [Abstract]
Weighted average number of shares outstanding – basic	11,553,432	11,519,472
Effect of dilutive securities:
Restricted stock units	63,681	69,012
Weighted average number of shares outstanding – diluted	11,617,113	11,588,484

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Earnings Per Common Share - Additional Information (Detail) - shares	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Earnings Per Share [Abstract]
Antidilutive securities excluded from computation of earnings per share amount	0	0

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Stock-Based Compensation Plans - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected weighted average recognize period of unrecognized compensation cost related to non-vested share-based compensation	1 year 2 months 12 days
Stock-based compensation expense	$ 772	$ 703
Unrecognized compensation expense related to non-vested share-based compensation	$ 3,359

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Retirement Plan - Schedule of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Retirement Benefits [Abstract]
Service cost	$ 200	$ 248
Interest cost	342	254
Amortization of loss	7	364
Net periodic benefit cost	$ 549	$ 866

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Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands		3 Months Ended
		Sep. 29, 2022	Sep. 23, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at beginning of period		$ (2,480)
Net current-period other comprehensive income		6	$ 269
Balance at end of period		(2,474)	(8,756)
Accumulated Other Comprehensive Loss [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at beginning of period	[1]	(2,480)	(9,025)
Other comprehensive income before reclassifications	[1]	0	0
Amounts reclassified from accumulated other comprehensive loss	[1]	7	364
Tax effect	[1]	(1)	(95)
Net current-period other comprehensive income	[1]	6	269
Balance at end of period	[1]	$ (2,474)	$ (8,756)

[1] Amounts in parenthesis indicate debits/expense.

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Accumulated Other Comprehensive Loss - Reclassifications Out of AOCL (Detail) - USD ($) $ in Thousands		3 Months Ended
		Sep. 29, 2022	Sep. 23, 2021
Accumulated Defined Benefit Plans Adjustment, Net Gain (Loss) Attributable to Parent [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Unrecognized net loss	[1]	$ (7)	$ (364)
Amortization of Defined Benefit Pension Items [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Tax effect	[1]	1	95
Amortization of defined pension items, net of tax	[1]	$ (6)	$ (269)

[1] Amounts in parenthesis indicate debits to expense. See Note 9 – “Retirement Plan” above for additional details.

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Fair Value of Financial Instruments - Carrying Value and Fair Value Estimate of Current and Long-Term Debt (Detail) - USD ($) $ in Thousands	Sep. 29, 2022	Jun. 30, 2022	Sep. 23, 2021
Fair Value Disclosures [Abstract]
Carrying value of current and long-term debt:	$ 9,660	$ 10,927	$ 13,812
Fair value of current and long-term debt:	$ 9,583	$ 11,179	$ 15,360

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Garysburg, North Carolina Facility - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 29, 2022	Sep. 23, 2021
Fire Note [Line Items]
Gain (Loss) on Disposition of Property Plant Equipment	$ 0	$ 2,349
Property, Plant and Equipment [Member]
Fire Note [Line Items]
Proceeds from Sale of Property, Plant, and Equipment	4,000
Gain (Loss) on Disposition of Property Plant Equipment	$ 2,349

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Subsequent Event - Additional Information (Detail) - Subsequent Event [Member]	Nov. 03, 2022 $ / shares
Subsequent Event [Line Items]
Special cash dividend	$ 1
Dividend payable date, declared day	Nov. 03, 2022
Dividend payable date	Dec. 21, 2022
Stockholders of record date	Dec. 02, 2022