PAY VERSUS PERFORMANCE

As required by Item 402(v) of Regulation S-K, we are providing the following information regarding the relationship between executive compensation and our financial performance for each of the last three completed fiscal years. In determining the “Compensation Actually Paid” (“CAP”) to our NEOs, we are required to make various adjustments to amounts that have been previously reported in the Summary Compensation Table (“SCT”) in previous years, as the SEC’s valuation methods for this section differ from those required in the SCT. Due to the valuation component of CAP, the dollar amounts do not reflect the actual amounts of compensation earned or paid during the year. The Pay Versus Performance (“PVP”) table below summarizes compensation values both previously reported in our SCT, as well as the adjusted values required in this section for the fiscal years ending 2021, 2022 and 2023. Note that for our NEOs other than our CEO, compensation is reported as an average.

					Value of Initial Fixed $100 Investment Based On:
Year	SCT Total for Mr. Hourican ($)⁽¹⁾	Compensation Actually Paid to Mr. Hourican ($)⁽²⁾	Average SCT Total for Non-CEO NEOs ($)⁽³⁾	Average Compensation Actually Paid to Non-CEO NEOs ($)⁽⁴⁾	Total Shareholder Return ($)⁽⁵⁾	Peer Group Total Shareholder Return ($)⁽⁵⁾	Net Earnings MM ($)⁽⁶⁾	Operating Income MM ($)⁽⁷⁾
2023	14,341,020	8,556,035	3,333,442	1,497,738	154	147	1,770	3,210
2022	13,656,506	24,735,090	4,768,765	5,276,820	175	136	1,359	2,638
2021	23,168,494	41,044,027	4,072,368	5,628,058	153	130	524	1,417

(1)	Values shown are as calculated in the SCT for each given year. Kevin P. Hourican served as CEO in 2021, 2022, and 2023.
(2)	Values shown represent Mr. Hourican’s CAP calculated in accordance with SEC rules. This value is derived in part from outstanding equity compensation that may be realizable in the future, and as such, the values shown do not fully represent the actual final amount of compensation earned or paid to Mr. Hourican during the applicable years. See “Mr. Hourican (CEO) Compensation” below for additional information on the adjustments made to Mr. Hourican’s total compensation to determine CAP for each year.
(3)	Values shown reflect the average total compensation of our non-CEO NEOs, as calculated in the SCT for each given year. Non-CEO NEOs were as follows:

	•	2023: Aaron E. Alt, Greg D. Bertrand, Kenny K. Cheung, Thomas R. Peck, Jr., Neil A. Russell, II, and Judith S. Sansone.
	•	2022: Aaron E. Alt, Greg D. Bertrand, Tim Ørting Jørgensen, Thomas R. Peck, Jr., and Judith S. Sansone.
	•	2021: Aaron E. Alt, Greg D. Bertrand, Joel T. Grade, Tim Ørting Jørgensen, and Thomas R. Peck, Jr.

(4)	Values shown represent the average non-CEO NEOs CAP calculated in accordance with SEC rules. This value is derived in part from outstanding equity compensation that may be realizable in the future, and as such, the values shown do not fully represent the actual final amount of compensation earned or paid to the NEOs during the applicable years. See “Average Non-CEO NEOs Compensation” below for additional information on the adjustments made to the Non-CEO NEOs total compensation to determine CAP for each year.
(5)	Total Shareholder Return (TSR) assumes $100 is invested as of June 27, 2020. TSR represents cumulative return over the applicable period. The Peer Group used for this calculation was the S&P 500 Food/Staple Retail Index which is also reported on Form 10-K in the Performance Graph.
(6)	Net Earnings reflected represents GAAP Net Earnings as reported on Form 10-K within the Key Operating Metrics.
(7)	Operating Income is the Company-selected performance measure, per the requirements of item 402(v) of Regulation S-K. See reconciliation in Annex I – Non-GAAP Reconciliations.

Mr. Hourican (CEO) Compensation

To determine the value of CAP for Mr. Hourican in the PVP table above, the following amounts were deducted from and added to, as applicable, Mr. Hourican’s total compensation as reported in the SCT, in accordance with Item 402(v) of Regulation S-K.

Year	SCT Total for Mr. Hourican ($)		SCT Reported Equity Award Value for Mr. Hourican ($)			Equity Award Adjustments for Mr. Hourican ($)⁽¹⁾		Change in the Actuarial Present Value of Pension Benefits for Mr. Hourican ($)		Pension Benefit Adjustments for Mr. Hourican ($)		Compensation Actually Paid to Mr. Hourican ($)
2023		14,341,020		(11,075,303	)		5,290,318		—		—		8,556,035
2022		13,656,506		(10,137,657	)		21,216,241		—		—		24,735,090
2021		23,168,494		(19,155,231	)		37,030,764		—		—		41,044,027


(1)	Represents the year-over-year change in the fair value of equity awards to Mr. Hourican as summarized below:

Year	Year End Fair Value of Unvested Equity Awards Granted in the Year ($)		Year over Year Change in Fair Value of Outstanding Unvested Equity Awards Granted in Prior Years ($)			Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($)		Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($)			Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year ($)		Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value or Total Compensation ($)		Total Equity Award Adjustments ($)
2023		8,298,461		(1,803,464	)		—		(1,508,143	)		—		303,464		5,290,318
2022		13,067,265		4,093,998			—		3,450,805			—		604,173		21,216,241
2021		28,685,543		6,990,463			—		983,825			—		370,933		37,030,764

In the table above, the equity values are computed in accordance with the methodologies used for financial reporting purposes, reflecting updated economic assumptions as of the valuation dates.

Average Non-CEO NEO Compensation

To determine the value of CAP for the non-CEO NEOs in the PVP table above, the following amounts were deducted from and added to, as applicable, the average total compensation as reported in the SCT, in accordance with Item 402(v) of Regulation S-K.

Year	Average SCT Total for Non-CEO NEOs ($)		Average SCT Reported Equity Award Value for Non-CEO NEOs ($)			Average Equity Award Adjustments for Non-CEO NEOs ($)⁽¹⁾		Change in the Actuarial Present Value of Pension Benefits for Non- CEO NEOs ($)		Pension Benefit Adjustments for Non-CEO NEOs ($)		Average Compensation Actually Paid to Non-CEO NEOs ($)
2023		3,333,442		(2,145,906	)		310,202		—		—		1,497,738
2022		4,768,765		(2,635,514	)		3,143,569		—		—		5,276,820
2021		4,072,368		(2,275,596	)		3,831,286		—		—		5,628,058


(1)	Represents the year-over-year change in the fair value of equity awards to our Non-CEO NEO’s as summarized below:

Year	Year End Fair Value of Unvested Equity Awards Granted in the Year ($)		Year over Year Change in Fair Value of Outstanding Unvested Equity Awards Granted in Prior Years ($)			Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($)		Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($)			Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year ($)			Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value or Total Compensation ($)		Total Equity Award Adjustments ($)
2023		1,385,454		(191,650	)		—		(318,402	)		(609,532	)		44,332		310,202
2022		2,808,683		286,402			—		253,935			(287,778	)		82,327		3,143,569
2021		3,015,663		474,690			—		275,233			—			65,700		3,831,286

In the table above, the equity values are computed in accordance with the methodologies used for financial reporting purposes, reflecting updated economic assumptions as of the valuation dates.

Named Executive Officers, Footnote [Text Block]

(1)	Values shown are as calculated in the SCT for each given year. Kevin P. Hourican served as CEO in 2021, 2022, and 2023.
(2)	Values shown represent Mr. Hourican’s CAP calculated in accordance with SEC rules. This value is derived in part from outstanding equity compensation that may be realizable in the future, and as such, the values shown do not fully represent the actual final amount of compensation earned or paid to Mr. Hourican during the applicable years. See “Mr. Hourican (CEO) Compensation” below for additional information on the adjustments made to Mr. Hourican’s total compensation to determine CAP for each year.
(3)	Values shown reflect the average total compensation of our non-CEO NEOs, as calculated in the SCT for each given year. Non-CEO NEOs were as follows:

	•	2023: Aaron E. Alt, Greg D. Bertrand, Kenny K. Cheung, Thomas R. Peck, Jr., Neil A. Russell, II, and Judith S. Sansone.
	•	2022: Aaron E. Alt, Greg D. Bertrand, Tim Ørting Jørgensen, Thomas R. Peck, Jr., and Judith S. Sansone.
	•	2021: Aaron E. Alt, Greg D. Bertrand, Joel T. Grade, Tim Ørting Jørgensen, and Thomas R. Peck, Jr.

Non-PEO NEO Average Total Compensation Amount

^[1]

$ 3,333,442

$ 4,768,765

$ 4,072,368

Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

Year	Average SCT Total for Non-CEO NEOs ($)		Average SCT Reported Equity Award Value for Non-CEO NEOs ($)			Average Equity Award Adjustments for Non-CEO NEOs ($)⁽¹⁾		Change in the Actuarial Present Value of Pension Benefits for Non- CEO NEOs ($)		Pension Benefit Adjustments for Non-CEO NEOs ($)		Average Compensation Actually Paid to Non-CEO NEOs ($)
2023		3,333,442		(2,145,906	)		310,202		—		—		1,497,738
2022		4,768,765		(2,635,514	)		3,143,569		—		—		5,276,820
2021		4,072,368		(2,275,596	)		3,831,286		—		—		5,628,058


(1)	Represents the year-over-year change in the fair value of equity awards to our Non-CEO NEO’s as summarized below:

Year	Year End Fair Value of Unvested Equity Awards Granted in the Year ($)		Year over Year Change in Fair Value of Outstanding Unvested Equity Awards Granted in Prior Years ($)			Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year ($)		Year over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the Year ($)			Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year ($)			Value of Dividends or other Earnings Paid on Equity Awards not Otherwise Reflected in Fair Value or Total Compensation ($)		Total Equity Award Adjustments ($)
2023		1,385,454		(191,650	)		—		(318,402	)		(609,532	)		44,332		310,202
2022		2,808,683		286,402			—		253,935			(287,778	)		82,327		3,143,569
2021		3,015,663		474,690			—		275,233			—			65,700		3,831,286

In the table above, the equity values are computed in accordance with the methodologies used for financial reporting purposes, reflecting updated economic assumptions as of the valuation dates.

Compensation Actually Paid vs. Net Income [Text Block]

(1)

Operating Income includes non-GAAP adjustments. See reconciliation in Annex I – Non-GAAP Reconciliations.

Tabular List [Table Text Block]

Company-Selected Measure and Other Financial Performance Measures

The following financial performance measures, listed alphabetically, are used to link NEO Compensation Actually Paid to company performance during the most recently completed fiscal year.

Performance Measures

EPS Growth

Market Share Growth

Operating Income Growth

Return on Invested Capital (ROIC)

Sales/Volume Growth