Grocery Outlet is a high-growth, extreme value retailer of quality, name-brand consumables and fresh products sold through a network of independently operated stores.
−Removed: As of December 31, 2022, we had 441 stores in California, Washington, Oregon, Pennsylvania, Idaho, Nevada, Maryland and New Jersey.
+Added: As of December 30, 2023, we had 468 stores in California, Washington, Oregon, Pennsylvania, Idaho, Nevada, Maryland, New Jersey and Ohio.
Our headquarters is in Emeryville, California.
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Entrepreneurial independent operators ("IOs") run our stores and create a neighborhood feel through personalized customer service and a localized product offering.
+Added: This differentiated approach has driven consistent comparable store sales growth and allowed us to produce positive comparable store sales in 20 of the last 21 years.
Our differentiated model for buying and selling delivers a "WOW!" shopping experience, which generates customer excitement, inspires loyalty and supports profitable sales growth:
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Our comparable store sales decreased in fiscal 2021 (for the first time in 18 years) as we lapped heightened demand during the onset of the COVID-19 pandemic in 2020.
−Removed: Our business returned to have positive comparable store sales in fiscal 2022.
+Added: Our business returned to have positive comparable store sales in fiscal 2022 and 2023.
Our model also is somewhat insulated from store labor-related variability because IOs directly employ their store workers.
The result is a highly scalable business with lower corporate fixed costs, providing further protection in the event of an economic downturn and growth opportunities in a strong economy.
+Added: As discussed below under "Acquisition of United Grocery Outlet" on February 14, 2024, Grocery Outlet Inc., our wholly owned subsidiary, entered into a stock purchase agreement to acquire BBGO Acquisition, Inc., a holding company that owns all of the outstanding capital stock of The Bargain Barn, Inc., which does business as United Grocery Outlet ("United Grocery Outlet").
+Added: The transaction is expected to close early in the second quarter of fiscal 2024 and remains subject to customary closing conditions.
Our founder, Jim Read, pioneered our opportunistic buying model in 1946 and subsequently developed the IO selling approach, which harnesses individual entrepreneurship and local decision-making to better serve our customers.
Underlying this differentiated model was a mission that still guides us today:
−Removed: "Touching Lives for the Better." Since 2006, the third generation of Read family leadership, Eric Lindberg, Jr., Chairman of our Board of Directors (and Chief Executive Officer during fiscal 2022), has continued to advance this mission.
+Added: "Touching Lives for the Better." Since 2006, the third generation of Read family leadership, Eric Lindberg, Jr., Chairman of our Board of Directors and former Chief Executive Officer, has continued to advance this mission.
Grocery Outlet Holding Corp.
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In June 2019, we completed the initial public offering of our common stock.
−Removed: Hellman & Friedman LLC, our former private equity sponsor, distributed the remainder of its holdings in our common stock to its equity holders in May 2020.
Our common stock trades on the Nasdaq Global Select Market under the symbol "GO".
Our Growth Strategies
−Removed: We plan to continue to drive sales growth and profitability by maintaining a steadfast focus on our value proposition and executing on the following strategies:
−Removed: • Drive Comparable Sales Growth .
−Removed: We expect that our compelling value proposition will continue to enable us to attract new customers, drive repeat visits, increase basket sizes for existing customers and, as a result, generate strong comparable store sales growth.
−Removed: We strive to increase comparable sales by (i) delivering more opportunistic deals and expanding our offerings;
−Removed: (ii) supporting our IOs in enhancing the customer experience through inventory planning and other tools;
−Removed: and (iii) increasing customer awareness and engagement by executing on our marketing strategies.
−Removed: • Execute on Store Expansion Plans .
−Removed: We believe the success of our stores across a broad range of geographies, population densities and demographic groups creates a significant opportunity to profitably increase our store count in existing and new local regions and states.
−Removed: • Implement Productivity Improvements to Reinvest in Our Value Proposition .
−Removed: Our seasoned management team has a proven track record of growing our business while maintaining a disciplined cost structure.
−Removed: Over the past several years, we have made significant investments that have laid a solid foundation for future growth.
−Removed: We have implemented and will continue to identify and implement productivity improvements through both operational initiatives and system enhancements.
−Removed: We intend to reinforce our value proposition and drive further growth by reinvesting future productivity improvements into enhanced buying and selling capabilities.
−Removed: Macroeconomic Conditions.
−Removed: During fiscal 2022, our business was and continues to be impacted by current macroeconomic conditions including supply chain and labor challenges, inflation, and changes in consumer behavior.
−Removed: Our IOs also faced and continue to face staffing challenges and increased labor costs within their businesses.
−Removed: Like many companies in the grocery and retail sectors, we continue to experience increased product costs, which is being reflected in part in higher retail pricing.
−Removed: These cost increases resulted in part from supply disruptions, increased shipping and transportation costs, increased commodity costs, increased labor costs in the supply chain and other disruptions.
−Removed: We continue to utilize our unique buying model, our strong vendor relationships and our agile approach to inventory management to offer customers a compelling product assortment at a deep competitive value.
−Removed: Additionally, planned construction and opening of new stores during fiscal 2022 was, and may continue to be, negatively impacted due to both increased lead times to acquire materials, obtain permits and licenses as well as higher construction and development related costs.
−Removed: In fiscal 2022, we opened 27 new stores, which was below our long-term strategic goal of 10% unit growth.
−Removed: During fiscal 2021 and 2022, we entered into partnerships with three third-party grocery delivery companies to provide online shopping at most of our stores.
−Removed: We believe this e-commerce channel may allow us to expand our reach to existing and new customers and further leverage our existing retail footprint.
+Added: We believe that our compelling WOW!
+Added: shopping experience will continue to drive new and existing customers to shop our stores.
+Added: Propelled by our strong business fundamentals, we believe we are well-positioned to expand our footprint and grow our customer base.
+Added: We are executing a long-term growth strategy built on three primary pillars:
+Added: • Strengthen our core business model .
+Added: Our unique buying and selling approach has always been and will continue to be the growth engine of this business.
+Added: It differentiates us and provides a compelling value proposition to a wide range of customers.
+Added: We remain focused on deepening our value, strengthening the treasure hunt shopping experience, elevating IO support, and increasing customer awareness, acquisition, and retention.
+Added: We continually seek to strengthen supplier relationships and further develop opportunistic purchasing with new processes and investments.
+Added: • Evolve our business.
+Added: We are focused on advancing our model through expanding our assortment and digitizing our business with more integrated end-to-end technology.
+Added: We also continue to implement operational initiatives to support IOs in enhancing the customer experience.
+Added: • Expand our footprint.
+Added: We believe that new store growth remains our biggest driver of long-term stockholder value and continue to believe the success of our stores across a broad range of geographies, population densities and demographic groups creates a significant opportunity to profitably increase our store count in existing and new local regions and states.
+Added: We intend to continue to expand our reach to additional customers and geographies across the United States.
Products and Pricing
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Our product offering includes a constant rotation of opportunistic products, complemented by an assortment of competitively priced everyday staples, across grocery, produce, refrigerated and frozen foods, beer and wine, fresh meat and seafood, general merchandise and health and beauty care.
−Removed: We have continued to expand our product assortment to meet customer needs, including a wide selection of Natural, Organic, Specialty and Healthy ("NOSH"), fresh, ethnic and local products.
+Added: We have continued to expand our product assortment to meet customer needs, including a wide selection of NOSH, fresh, ethnic and local products.
A typical Grocery Outlet basket is priced approximately 40% lower than conventional grocers and approximately 20% lower than discount retailers.
Opportunistically sourced products represent approximately half of our purchasing mix.
−Removed: We refer to our best opportunistic purchases as "WOW!" deals, which generally represent deep discounts of 40% to 70%
−Removed: relative to conventional retailers.
+Added: We refer to our best opportunistic purchases as "WOW!" deals, which generally represent deep discounts of 40% to 70% relative to conventional retailers.
These products encourage repeat shopper visits and typically sell quickly due to their compelling value, short duration and continually changing availability.
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Our centralized sourcing team, consisting of our purchasing and inventory planning groups, have deep experience and decades-long relationships with leading CPG companies.
−Removed: Our team is highly selective when evaluating opportunities available to us and maintains a disciplined yet solutions-oriented approach.
+Added: Our team is highly selective when evaluating opportunities
+Added: available to us and maintains a disciplined yet solutions-oriented approach.
We are always seeking out and developing new supplier relationships to acquire desirable products at discounts that excite our customers.
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We believe that we have a leading share of the large and growing excess inventory market.
+Added: We also believe that the overall excess inventory market continues to grow due to increased manufacturing capacities and rapidly changing product assortments.
As we grow, we expect to have even greater access to quality merchandise due to our increased scale, broader supplier awareness and expanded geographic presence.
−Removed: While recent macroeconomic conditions have caused CPGs to reduce SKU assortment, we believe that this is temporary and we expect the supply of opportunistic products to expand as incumbent CPGs continue to invest in new products, brands and marketing.
Additionally, we believe that changing consumer preferences will continue to support the proliferation of small and innovative CPG brands, and allow us to add new suppliers to our network.
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We typically source these staple products (e.g., milk, eggs, sugar) from multiple suppliers to lower our costs and we generally avoid long-term supply commitments to maintain the flexibility to pursue opportunistic buys as they arise.
+Added: We also have near-term plans to develop and expand our private label products.
Supply Chain and Distribution
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After agreeing to purchase product from a supplier, we move quickly to receive, process and distribute the goods.
−Removed: Our systems allow IOs real-time visibility to our inventory, significantly reducing time to shelf.
+Added: Our systems, including our new store portal, allow IOs real-time visibility to our inventory, significantly reducing time to shelf.
IOs typically order multiple deliveries per week resulting in higher inventory turns, lower shrink and a frequent assortment of new products on shelf.
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We have an in-house transportation fleet as well as strong transportation partner relationships that provide consistent performance and timely deliveries to our stores.
−Removed: We intend to continue to invest in our distribution and logistics infrastructure in order to support our anticipated store growth over the long term.
+Added: We intend to continue to invest in our distribution and logistics infrastructure in order to support our anticipated store growth over the long term, including as we enter into new geographies.
Independent Operators
IOs are independent business entities owned by one or more entrepreneurially minded individuals who typically live in the same community as their store with a focus on ordering and merchandising the best products for their communities, providing personalized customer service and driving improved store performance.
−Removed: The vast majority of the IOs operate a
−Removed: single store, with most working as a two-person team to leverage complementary operator skill sets.
+Added: The vast majority of the IOs operate a single store, with most working as a two-person team to leverage complementary operator skill sets.
We encourage the IOs to establish local roots and actively participate in their communities to foster strong personal connections with customers.
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As a result, IOs are exposed to the risk of loss of such merchandise and are incentivized to minimize any such losses.
+Added: Our relationship with the IOs is an important part of our business.
+Added: To alleviate the disruption caused by the system upgrades that we implemented in late August 2023 and are more fully described below under "Business Technology", we elected to provide incremental commission support to IOs beginning in the third quarter of fiscal 2023 and extending into the first quarter of fiscal 2024.
We lease and build out each Grocery Outlet location.
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The IOs are required to hire, train and employ a properly trained workforce to enable the IO to fulfill its obligations under the Operator Agreement.
−Removed: IOs are responsible for expenses required for business operations, including all labor costs, utilities, credit card processing
−Removed: fees, supplies, taxes (i.e., withholding, contributions and payroll taxes and income taxes on commissions paid to them), fines, levies and other expenses attributable to their operations.
+Added: IOs are responsible for expenses required for business operations, including all labor costs, utilities, credit card processing fees, supplies, taxes (i.e., withholding, contributions and payroll taxes and income taxes on commissions paid to them), fines, levies and other expenses attributable to their operations.
In a typical year, we receive and filter thousands of leads for prospective new IOs in pursuit of smart and entrepreneurially minded retail leaders to support our continued growth.
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We further believe the success of our stores across a broad range of geographies, population densities and demographic groups creates a significant opportunity to profitably increase our store count.
−Removed: In fiscal 2022 we opened 27 new stores, including 12 in California, seven in Pennsylvania, three in Idaho, three in Maryland, one in Oregon and one in New Jersey.
−Removed: We have a dedicated real estate team that utilizes a rigorous site selection process in order to source new store locations that generate strong overall returns.
−Removed: We deploy a store model that generates robust store-level financial results, strong cash flow and attractive returns.
−Removed: We target new stores of between 15,000 and 20,000 total square feet with an average of 4,000 square feet of non-selling space at an average net cash investment of approximately $2.0 million including store buildout (net of contributions from landlords), inventory (net of payables) and cash pre-opening expenses.
−Removed: As a result of earlier mentioned macroeconomic conditions, including supply chain and labor challenges, we have seen increased construction and development related costs that have impacted our average net cash investment in the near term.
−Removed: Based on our historical performance, we target sales of $5.5 million during the first year with sales increasing 25% to 30% cumulatively until reaching maturity in four to five years.
−Removed: Our underwriting criteria target an average year-four cash-on-cash return of approximately 35% and an average payback on investment within four years.
−Removed: On average, we aim for our stores achieve profitability during the first year of operations.
−Removed: We intend to continue to expand our reach to additional customers and geographies across the United States.
−Removed: We believe that consumers' search for value will continue to be an important factor in retail.
−Removed: Moreover, we believe that they are increasingly focused on value, driving shopper traffic towards the deep discount channel.
−Removed: In the near term, we plan to grow our store base to capture whitespace in existing markets as well as contiguous regions.
−Removed: The COVID-19 pandemic and the current macroeconomic environment have contributed to significant issues with new store development, including labor
−Removed: and materials shortages as well as longer lead times in lease execution, site permitting and construction.
−Removed: While these challenges impacted our new store growth in 2022 and are expected to impact our new store growth in the first half of 2023, our long-term strategic goal is to expand our store base by approximately 10% annually by penetrating existing and contiguous regions.
−Removed: Over the long term, we believe the market potential exists to establish 4,800 locations nationally.
+Added: In fiscal 2023 we opened 28 new stores in California (10), Maryland (5), Pennsylvania (4), Washington (2), Nevada (2), New Jersey (2), Oregon (1), Idaho (1) and first store in Ohio (1).
+Added: We deploy a store model that generates robust store-level financial results, strong cash flow and attractive return.
+Added: We have a dedicated real estate team that utilizes a rigorous site selection process in order to source new store locations that generate strong overall returns and generally targets new stores of between 15,000 and 20,000 total square feet with an average of 4,000 square feet of non-selling space.
+Added: We believe our white space remains vast with the potential to operate approximately 4,800 stores across the United States.
+Added: Our new store growth efforts for fiscal 2024 and beyond remain focused on organic growth together with new real estate opportunities (such as our pending acquisition of United Grocery Outlet) that align with our long-term geographic expansion and store growth strategies.
+Added: Complementary growth opportunities include expanding strategic relationships with large property owners, evaluating opportunistic real estate lists, and exploring strategic regional acquisitions.
+Added: We believe organic growth combined with these complementary opportunities will enable us to grow our store base on average approximately 10% per year.
Our ability to consistently deliver "WOW!" deals that generate customer excitement is our strongest marketing tool.
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We focus our centralized marketing efforts to build brand awareness and communicate specific in-store deals to drive customer traffic, primarily through digital ads, emailed "WOW!
−Removed: Alerts," social media, television and radio commercials, print circulars and in-store and outdoor signage.
−Removed: We have increased our utilization of digital advertising, allowing us to more quickly develop, deploy and target marketing communications based on our changing inventories and store- specific deals.
−Removed: In addition to our digital ads, we distribute print circulars to align with major holidays and other key promotional events, such as Thanksgiving.
+Added: Alerts," social media, television and radio commercials and in-store and outdoor signage.
+Added: We have increased our usage of digital advertising, allowing us to more quickly develop, deploy and target marketing communications based on our changing inventories and store- specific deals.
We also market via television, streaming television platforms and radio (terrestrial and digital) to specific markets to build brand awareness and highlight the value we provide.
We reinforce these efforts with in-store price and item signage as well as outdoor marketing via billboards and truck wraps.
−Removed: In fiscal 2022, we tested and began piloting a mobile personalization app that we plan to launch to all of our stores during fiscal 2023.
−Removed: The app tracks customer savings and provides new, trending and top selling items as well as curated product recommendations based on user preferences.
+Added: In fiscal 2023, we launched a mobile personalization app in our Washington, Oregon, Pennsylvania, Idaho, Maryland, New Jersey and Ohio stores and we plan to launch the app to our stores in California and Nevada by the end of the first quarter of fiscal 2024.
+Added: The app allows customers to track their savings and provides new, trending and top selling items as well as curated product recommendations based on user preferences.
+Added: Further, the app provides us with critical information to make our marketing efforts more effective and efficient.
IOs develop and fund their local marketing plan to drive customer engagement.
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Many competitors and a number of pure online retailers are attempting to attract customers by offering various forms of e-commerce.
−Removed: We have embraced online and digital marketing, including recently piloting a mobile personalization app and rolling out online shopping to our stores through partnerships with online grocery delivery companies.
+Added: We have embraced online and digital marketing, including launching a mobile personalization app during fiscal 2023, which we plan to continue to expand in fiscal 2024, and rolling out online shopping to our stores through partnerships with online grocery delivery companies in recent years.
Beyond competition for consumers, we compete against a fragmented landscape of opportunistic purchasers, including retailers (e.g., Big Lots and 99 Cents Only) and wholesalers to acquire excess merchandise for sale in our stores.
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and adding enhanced new functionality, such as cloud computing technologies.
−Removed: In addition, we have a customized enterprise resource planning system, components of which have been replaced and additional components of which we are currently replacing, including our financial ledger, inventory management platform and product data warehouse system.
+Added: In addition, we have a customized enterprise resource planning system, components of which have been replaced over the past several years, including our financial ledger, inventory management platform and product data warehouse system, which were replaced in late August 2023.
+Added: As previously disclosed, t he implementation of these system upgrades resulted in ordering and inventory disruptions, which impacted our results of operations during the remainder of fiscal 2023.
We also will continue to identify and implement productivity improvements through both operational initiatives and system enhancements, such as category assortment optimization, improved inventory management tools and greater purchasing specialization.
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Department of Agriculture (the "USDA") the Consumer Product Safety Commission and the Environmental Protection Agency.
−Removed: We and the IOs are also subject to various federal, state and local laws and regulations, including those governing labor and employment, including minimum wage requirements, advertising, privacy, safety and environmental protection and consumer protection regulations, including those that regulate retailers and/or govern product standards, the importation, transportation, promotion and sale of merchandise, packaging material safety and recycling and the operation of stores and warehouse facilities.
+Added: We and the IOs are also subject to various federal, state and local laws and regulations, including those governing labor and employment, including minimum wage requirements and employee safety, advertising, privacy, safety and environmental protection and consumer protection regulations, including those that regulate retailers and/or govern product standards, the importation, transportation, promotion and sale of merchandise, packaging material safety and recycling and the operation of stores and warehouse facilities.
In addition, we and the IOs must comply with provisions regulating health and sanitation standards, food labeling, non-food labeling and licensing for the sale of food and alcoholic beverages.
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The Food Safety Modernization Act (the "FSMA") amended the FDCA in 2011 and expanded the FDA's regulatory oversight of all supply chain participants.
−Removed: Most of the FDA's promulgating regulations are now in effect and mandate that risk-based preventive controls be observed by the majority of food producers.
+Added: Most of the FDA's promulgated regulations are now in effect and mandate that risk-based preventive controls be observed by the majority of food producers.
This authority applies to all domestic food facilities and, by way of imported food supplier verification requirements, to all foreign facilities that supply food products.
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However, no statement on a dietary supplement may expressly or implicitly represent that it will diagnose, cure, mitigate, treat or prevent a disease.
−Removed: EBT Payments —Approximately 13% of our net sales are in the form of Electronic Benefits Transfer ("EBT") payments and a substantial portion of these payments may be related to benefits associated with the Supplemental Nutritional Assistance Program ("SNAP").
+Added: EBT Payments —Approximately 11% of our net sales in fiscal 2023 were in the form of Electronic Benefits Transfer ("EBT") payments and a substantial portion of these payments may be related to benefits associated with the Supplemental Nutritional Assistance Program ("SNAP").
Department of Agriculture regulates these programs and their eligibility requirements.
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As part of our succession planning, we prioritize growing talent internally within our organization and invest resources to develop our employee's skill sets and career path.
−Removed: As an example, our current Chief Executive Officer, Robert Joseph Sheedy, Jr., joined Grocery Outlet in 2014 as our Vice President of Strategy and thereafter was promoted three times before becoming President and Chief Executive Officer in January 2023.
+Added: As an example, our current Chief Executive Officer, Robert J.
+Added: Sheedy, Jr., joined Grocery Outlet in 2012 as our Vice President of Strategy and thereafter was promoted three times before becoming President and Chief Executive Officer in January 2023.
Some of our offerings during 2023 (offered virtually and, in some cases, in person) included:
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We have robust safety programs in place to prevent workplace injury and illness.
−Removed: In fiscal 2022, we refined and adopted additional safety training initiatives in a variety of areas, including among others, hazard communications, fire prevention, emergency action playbooks, blood borne pathogens, health illness avoidance, and active shooter.
+Added: In recent years, we have refined and adopted additional safety training initiatives in a variety of areas, including among others, hazard
+Added: communications, fire prevention, emergency action playbooks, blood borne pathogens, health illness avoidance, and active shooter.
These refinements and initiatives are ongoing.
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Additionally, we provide generous and highly competitive health and welfare benefits programs.
−Removed: Diversity, Equity and Inclusion —We report annually on employment data, including ethnicity, in line with Equal Opportunity Commission ("EEOC") guidelines and we believe that a diverse and inclusive team is critical to our long-term business success.
−Removed: Employee Diversity
−Removed: Women in Director and above roles 34 %
−Removed: Racially and ethnically diverse 60 %
−Removed: Racially and ethnically diverse in Director and above roles 31 %
−Removed: In fiscal 2022, of the 42 promoted corporate and field employees, 50% were female and 50% were racially and ethnically diverse.
+Added: Equity, Diversity and Inclusion —We report annually on employment data, including ethnicity, in line with Equal Opportunity Commission ("EEOC") guidelines and we believe that a diverse and inclusive team is critical to our long-term business success.
+Added: Workforce Demographics
+Added: Gender Breakdown
+Added: All Employees
+Added: Director & above roles
+Added: Racial & Ethnic Breakdown (1)
+Added: All Employees
+Added: Hispanic/Latino, Asian, Black/African America, Native Hawaiian/Other Pacific Islander, Multiracial, or American Indian/Alaskan Native 64 %
+Added: Director & above roles
+Added: Hispanic/Latino, Asian, Black/African America, Native Hawaiian/Other Pacific Islander, Multiracial, or American Indian/Alaskan Native 35 %
+Added: _______________________
+Added: (1) Racial and Ethnic data excludes employees who chose not to disclose or left the field blank.
+Added: In fiscal 2023 , of the 79 promoted corporate and field employees, 49% were female and 46% were racially and ethnically diverse, excluding employees who chose not to disclose or left the field blank.
We have several employee resource groups that enhance our inclusive and diverse culture, including our overarching Equity, Diversity and Inclusion Council, our Black Partnership Network, and our WOW!
(Winning with Outstanding Women) Network.
−Removed: We also provide regular training on diversity topics, including those relating to current events in our communities.
−Removed: We will continue to focus on hiring, retaining and advancing women and underrepresented populations, and cultivating an inclusive and diverse corporate culture through continued education, employee resource groups and targeted recruiting and development across our organization.
+Added: We also provide regular training on diversity and inclusion topics, including those relating to current events in our communities.
+Added: We will continue to focus on genuine equal opportunity for all in hiring, retention and advancement, and cultivating an inclusive and diverse corporate culture through continued education, employee resource groups and education and development opportunities across our organization.
We strive to nurture and uphold an inclusive and diverse environment, free from discrimination of any kind, including sexual or other discriminatory/harassing behavior.
We do this by setting an appropriate tone at the top with an open-door policy, having robust policies/procedures in our Code of Ethics and Whistleblower Policy as well as maintaining an internal audit function - all of which support compliance with regulations and ethical behavior.
+Added: Acquisition of United Grocery Outlet
+Added: On February 14, 2024, Grocery Outlet Inc., our wholly owned subsidiary, entered into a stock purchase agreement with BBGO Acquisition, Inc., a Delaware corporation ("Holdings"), specified parties therein that beneficially own Holdings (the "Sellers"), and Southvest Fund VII, L.P., a Delaware limited partnership (the "Sellers' Representative", and together with the Sellers, the "Seller Parties" and, together with Holdings and Grocery Outlet, the "Parties") to acquire all of the issued and outstanding capital stock of Holdings for approximately $62.0 million in cash, subject to customary purchase price adjustments (the "Transaction").
+Added: We expect to finance the Transaction with available cash.
+Added: Holdings is the owner of all of the issued and outstanding capital stock of The Bargain Barn, Inc., a Tennessee corporation doing business as United Grocery Outlet ("United Grocery Outlet").
+Added: United Grocery Outlet operates 40 discount grocery stores across six adjacent states we do not operate in currently (Tennessee, North Carolina, Georgia, Alabama, Kentucky and Virginia) and a company-operated distribution center.
+Added: With an opportunistic buying model, similar company values and adjacent geographic footprint, we believe United Grocery Outlet will be a strong strategic fit with our business.
+Added: The transaction is expected to close early in the second quarter of fiscal 2024 and is subject to customary closing conditions.
+Added: Unless otherwise stated, none of the disclosures in this Report reflect our pending acquisition of United Grocery Outlet.
Website Disclosure
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Name Age Position
−Removed: Robert Joseph Sheedy, Jr 48 President and Chief Executive Officer
+Added: Sheedy, Jr 49 President and Chief Executive Officer
Bracher 51 EVP, Chief Financial Officer
+Added: Ramesh Chikkala 59 EVP, Chief Operations Officer
Bortner 61 EVP, Chief Human Resources Officer
Burke 56 EVP, Chief Stores Officer
+Added: Thompson 51 EVP, General Counsel and Secretary
Wilson 59 EVP, Chief Purchasing Officer
−Removed: Thompson 50 SVP, General Counsel and Secretary
+Added: Calvin Chung 60 SVP, Chief Store Development Officer
Set forth below is a brief description of the business experience of our executive officers.
All of our officers serve at the discretion of our Board of Directors.
−Removed: Robert Joseph Sheedy, Jr.
has served as our President, Chief Executive Officer and as a director since January 2023.
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Before joining us, Mr.
−Removed: Sheedy served in various roles at Staples Inc., an office supply company, from 2005 to 2012, most recently as their Vice President, Strategy.
+Added: Sheedy served in various roles at Staples Inc., an office supply company, from 2005 to 2012, most recently as its Vice President, Strategy.
Bracher has served as our EVP, Chief Financial Officer since August 2012.
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Bracher began his career in the Investment Banking Division of Goldman, Sachs & Co.
+Added: As previously reported, on December 8, 2023, Mr.
+Added: Bracher submitted his resignation, effective March 1, 2024, to pursue another opportunity, and he will serve thereafter as a consultant to the Company to assist in the transition of his role.
+Added: Ramesh Chikkala has served as our EVP, Chief Operations Officer since January 2024.
+Added: Before joining us, Mr.
+Added: Chikkala served as a senior advisor to the operations, supply chain, and technology practices at A.T.
+Added: Kearney, Inc., a global
+Added: management consulting firm, from August 2019 to January 2024.
+Added: From July 2006 to July 2019, Mr.
+Added: Chikkala held several roles of increasing responsibility at Walmart Inc., a global omnichannel retailer, including as Senior Vice President, Global Supply Chain (Omnichannel) and Food Manufacturing (April 2013 to July 2019), Senior Vice President, Information Technology (January 2009 to March 2013), and Vice President, Information Technology (July 2006 to December 2008).
+Added: In addition, he also held senior operations and supply chain roles at retailers including Family Dollar Stores, Inc.
+Added: (2001 to 2006), Gap, Inc.
+Added: (1997 to 2001) and Food Lion, LLC (1995 to 1996).
Bortner has served as our EVP, Chief Human Resources Officer since March 2020.
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Burke served in various management positions at CRC Health Group, Inc., a provider of specialized behavioral health services, most recently as Senior Vice President of Legal, HR and Risk from April 2010 to February 2015.
+Added: Thompson has served as our EVP, General Counsel and Secretary since February 2024.
+Added: Previously, he served as our SVP, General Counsel and Secretary from July 2022 until February 2024.
+Added: Before joining us, Mr.
+Added: Thompson served in various roles at Big 5 Sporting Goods, a sporting goods retailer, from 2002 to 2022, most recently as Executive Vice President, General Counsel and Secretary.
Wilson has served as our EVP, Chief Purchasing Officer since January 2023.
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Wilson served in various positions of increasing responsibility with us since 1994.
−Removed: Thompson has served as our SVP, General Counsel and Secretary since July 2022.
−Removed: Before joining us, Mr.
−Removed: Thompson served in various roles at Big 5 Sporting Goods, a sporting goods retailer, from 2002 to 2022, most recently as Executive Vice President, General Counsel and Secretary.
+Added: Calvin Chung has served as our SVP, Chief Store Development Officer since March 2023.
+Added: Chung previously served as SVP & Chief Development Officer of Office Depot, a provider of retail consumer and small business products and services, from August 2018 to March 2023, as Senior Vice President, Global Real Estate at Levi Strauss & Co., an international apparel company, from October 2016 to August 2018, and as Vice President, Real Estate Development—Asia at Walmart from February 2013 to October 2016.
+Added: Prior to Walmart he served as Director of Property Development for Target Corporation.
+Added: The Board of Directors intends to appoint Lindsay E.
+Added: Gray as Interim Chief Financial Officer, effective March 1, 2024, and she will continue to serve as Senior Vice President, Accounting.
+Added: Gray will be principal financial officer during her interim service and will continue to be the principal accounting officer.
+Added: Gray, age 39, has been our Senior Vice President, Accounting since January 2023.
+Added: She also served as the Company's Vice President, Corporate Controller from August 2016 to December 2022.
+Added: Previously, Ms.
+Added: Gray worked at Beverages & More, Inc.
+Added: (dba BevMo!), a U.S.
+Added: specialty beverage retailer, including as Controller from August 2015 to August 2016 and as Director of Financial Reporting from November 2010 to August 2015.
+Added: In addition, Ms.
+Added: Gray served as an Audit Senior at Deloitte and Touche LLP from September 2006 to July 2010.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.