What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-02-05 compared with 2025-08-07 · 103 added, 176 removed, 303 unchanged (48% of the section changed)

35 unchanged sentences

150,000,000 shares authorized;

‎ 14,547,280 shares issued and outstanding at June 28, 2025;

‎ 14,544,925 shares issued and outstanding at September 28, 2024

‎ 14,548,611 shares issued and outstanding at December 27, 2025 and at

‎ September 27, 2025

Class B, convertible to Class A, $ 0.05 par value per share;

‎ 100,000,000 shares authorized;

‎ 4,447,096 shares issued and outstanding at June 28, 2025;

‎ 4,449,451 shares issued and outstanding at September 28, 2024

‎ 4,445,765 shares issued and outstanding at December 27, 2025 and at September 27, 2025

Paid-in capital in excess of par value

17 unchanged sentences

1,038,419,863

1,063,780,771

Operating and administrative expenses

Gain from sale or disposal of assets

Income from operations

Other income, net

Interest expense

Income before income taxes

Income tax expense

Other comprehensive loss:

Change in fair value of interest rate swap

( 1,445,649 )

Income tax benefit

Other comprehensive loss, net of tax

( 1,087,649 )

Comprehensive income

Per share amounts:

Class A Common Stock

Basic earnings per common share

Diluted earnings per common share

Class B Common Stock

Basic earnings per common share

Diluted earnings per common share

Cash dividends per common share

Class A Common Stock

Class B Common Stock

See notes to unaudited condensed consolidated financial statements.

INGLES MARKETS, INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (UNAUDITED)

Nine Months Ended

3,965,609,341

4,242,080,604

Cost of goods sold

3,026,167,821

3,241,636,263

1,000,444,341

Operating and administrative expenses

Gain from sale or disposal of assets

(Loss) gain from sale or disposal of assets

Income from operations

3 unchanged sentences

Income tax expense

Other comprehensive loss:

Other comprehensive (loss) income:

Change in fair value of interest rate swap

( 3,898,695 )

Income tax benefit

Other comprehensive loss, net of tax

( 2,950,695 )

Income tax benefit (expense)

Other comprehensive (loss) income, net of tax

Comprehensive income

12 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

THREE AND NINE MONTHS ENDED JUNE 28, 2025 AND JUNE 29, 2024

THREE MONTHS ENDED DECEMBER 27, 2025 AND DECEMBER 28, 2024

Comprehensive

3 unchanged sentences

1,545,749,090

Other comprehensive loss, net of income tax

( 3,829,556 )

Cash dividends

( 3,066,613 )

Common stock conversions

Balance, December 30, 2023

1,485,115,778

1,495,469,572

Other comprehensive income, net of income tax

3 unchanged sentences

Common stock conversions

Balance, March 30, 2024

1,513,947,204

1,525,442,469

Other comprehensive loss, net of income tax

Cash dividends

( 3,067,208 )

Common stock conversions

Balance, June 29, 2024

Balance, December 28, 2024

1,551,582,749

3 unchanged sentences

1,615,931,577

Other comprehensive income, net of income tax

Other comprehensive loss, net of income tax benefit

Cash dividends

5 unchanged sentences

1,640,463,009

Other comprehensive loss, net of income tax

( 1,833,650 )

Cash dividends

( 3,067,343 )

Common stock conversions

Balance, March 29, 2025

1,563,621,421

1,571,812,858

Other comprehensive loss, net of income tax

( 1,087,649 )

Cash dividends

( 3,067,366 )

Common stock conversions

Balance, June 28, 2025

1,586,753,010

1,593,856,798

See notes to unaudited condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Nine Months Ended

Three Months Ended

Cash Flows from Operating Activities:

2 unchanged sentences

Non-cash operating lease cost

Gain from sale or disposal of assets

( 3,097,150 )

( 8,982,047 )

Receipt of advance payments

Recognition of advance payments

( 1,613,580 )

Loss (gain) from sale or disposal of assets

( 3,146,202 )

5 unchanged sentences

( 2,311,148 )

( 28,707,463 )

( 2,304,728 )

Operating lease liabilities

1 unchanged sentence

( 1,908,239 )

Accounts payable and accrued expenses

Accounts payable, accrued expenses and other liabilities

( 7,929,334 )

( 37,785,212 )

Net Cash Provided by Operating Activities

Net Cash Provided (Used) by Operating Activities

( 43,647,293 )

Cash Flows from Investing Activities:

10 unchanged sentences

( 3,439,212 )

Debt issuance costs

Repayment of finance lease

5 unchanged sentences

( 6,671,465 )

Net (Decrease) Increase in Cash and Cash Equivalents

Net Decrease in Cash and Cash Equivalents

( 4,563,169 )

( 84,178,152 )

Cash and cash equivalents at beginning of period

3 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

Three Months and Nine Months Ended June 28, 2025 and June 29, 2024

Three Months Ended December 27, 2025 and December 28, 2024

BASIS OF PREPARATION

In the opinion of management, the accompanying condensed consolidated unaudited interim financial statements contain all adjustments necessary to present fairly the financial position as of June 28, 2025 and the results of operations and changes in stockholders’ equity for the three-month and nine-month periods ended June 28, 2025 and June 29, 2024, and cash flows of Ingles Markets, Incorporated, a North Carolina corporation (“Ingles”, the “Company”, “we”, “us”, or “our”), for the nine months ended June 28, 2025 and June 29, 2024.

In the opinion of management, the accompanying condensed consolidated unaudited interim financial statements contain all adjustments necessary to present fairly the financial position as of December 27, 2025, and the results of operations, changes in stockholders’ equity and cash flows of Ingles Markets, Incorporated, a North Carolina corporation (“Ingles”, the “Company”, “we”, “us”, or “our”), for the three months ended December 27, 2025 and December 28, 2024.

The adjustments made are of a normal recurring nature.

Certain information and footnote disclosures included in our audited annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission for Form 10-Q.

It is suggested that these condensed consolidated unaudited interim financial statements be read in conjunction with the audited financial statements and the notes thereto included in the Annual Report on Form 10-K for the year ended September 28, 2024, filed by the Company under the Securities Exchange Act of 1934, as amended, on December 27, 2024 .

The results of operations for the three-month and nine-month periods ended June 28, 2025 are not necessarily indicative of the results to be expected for the full fiscal year.

Certain information and footnote disclosures included in our annual financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission for Form 10-Q.

It is suggested that these condensed consolidated unaudited interim financial statements be read in conjunction with the audited financial statements and the notes thereto included in the Annual Report on Form 10-K for the year ended September 27, 2025, filed by the Company under the Securities Exchange Act of 1934, as amended, on November 26, 2025, as amended on January 22, 2026.

The results of operations for the three months ended December 27, 2025 are not necessarily indicative of the results to be expected for the full fiscal year.

NEW ACCOUNTING PRONOUNCEMENTS

4 unchanged sentences

Entities are permitted to apply the amendments to all contracts, cash flow and net investment hedge relationships that existed as of March 12, 2020.

The relief provided in this ASU extends through December 31, 2024.

Dollar LIBOR panel ceased following June 30, 2023, and the Company’s debt agreements and interest rate swaps that utilized LIBOR discontinued the use of LIBOR and adopted the Secured Overnight Financing Rate (“SOFR”), which did not materially impact our condensed consolidated unaudited interim financial statements.

The relief provided in this ASU extended through December 31, 2024.

Dollar LIBOR panel ceased following June 30, 2023, and the Company’s debt agreements and interest rate swaps that utilized LIBOR discontinued the use of LIBOR and adopted the Secured Overnight Financing Rate (“SOFR”), which did not materially impact our consolidated audited financial statements, nor our condensed consolidated unaudited interim financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

2 unchanged sentences

This ASU should be applied prospectively for fiscal years beginning after December 15, 2024, with retrospective application permitted.

The Company is currently evaluating the impacts of this guidance on the Company’s consolidated financial statements.

The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

1 unchanged sentence

The new standard requires the disclosure of the Company’s Chief Operating Decision Maker (“CODM”), expanded incremental line-item disclosures of significant segment expenses used by the CODM for decision-making, and the inclusion of previous annual only segment disclosure requirements on a quarterly basis.

This ASU should be applied retrospectively for fiscal years beginning after December 15, 2023, and early adoption is permitted.

The Company is currently evaluating the impacts of this guidance on the Company’s consolidated financial statements.

This ASU should be applied retrospectively for fiscal years beginning after December 15, 2023, and early adoption was permitted.

The Company adopted this guidance for the fiscal year ended September 27, 2025 and determined that the impact was not material to the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE), which requires disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses.

2 unchanged sentences

The Company is currently evaluating the impact that the adoption of this accounting standard will have on the Company’s consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software, which modernizes the accounting for internal-use software costs by removing all references to prescriptive and sequential software development stages.

The new standard requires entities to consider whether significant development uncertainty has been resolved before starting to capitalize software costs and aligns disclosure requirements with ASC 360, Property, Plant, and Equipment.

The ASU is effective for annual and interim reporting periods beginning

after December 15, 2027, and can be applied prospectively, retrospectively, or using a modified transition method, with early adoption permitted.

The Company is currently evaluating the impact of this guidance on the Company’s consolidated financial statements .

SHORT TERM INVESTMENTS

3 unchanged sentences

ALLOWANCE FOR DOUBTFUL ACCOUNTS

Receivables are presented net of an allowance for doubtful accounts of $ 404,304 at June 28, 2025 and $ 474,684 at September 28, 2024.

Receivables are presented net of an allowance for doubtful accounts of $ 512,685 at December 27, 2025 and $ 512,680 at September 27, 2025.

The Company’s effective tax rate differs from the federal statutory rate primarily as a result of state income taxes and tax credits.

8 unchanged sentences

Interest payable

Income taxes payable

Self-insurance liabilities are established for general liability claims, workers’ compensation and employee group medical and dental benefits based on claims filed and estimates of claims incurred but not reported.

The Company is currently insured for covered costs in excess of $ 1.0 million per occurrence for workers’ compensation and for general liability and $ 500,000 per covered person for medical care benefits for a policy year.

The Company’s self-insurance reserves totaled $ 36.8 million at June 28, 2025.

The Company’s self-insurance reserves totaled $ 36.8 million at December 27, 2025.

Of this amount, $ 17.0 million was accounted for as a current liability and $ 19.8 million as a long-term liability, which included $ 3.1 million of expected self-insurance recoveries from excess cost insurance or other sources that was recorded as a receivable.

At September 27, 2025, the Company’s self-insurance reserves totaled $ 38.3 million, of which $ 17.8 million was accounted for as a current liability and $ 20.5 million as a long-term liability, which included $ 3.3 million of expected self-insurance recoveries from excess cost insurance or other sources that was recorded as a receivable.

Employee insurance expense, including workers’ compensation and medical care benefits, net of employee contributions, totaled $ 12.8 million and $ 9.4 million for the three-month periods ended June 28, 2025 and June 29, 2024, respectively.

For the nine-month periods ended June 28, 2025 and June 29, 2024, employee insurance expense, net of employee contributions totaled $ 36.0 million and $ 31.9 million, respectively.

Employee insurance expense, including workers’ compensation and medical care benefits, net of employee contributions, totaled $ 11.9 million and $ 11.2 million for the three months ended December 27, 2025 and December 28, 2024, respectively.

The Company’s fuel operations use underground tanks for the storage of gasoline and diesel fuel.

The Company reviewed FASB Accounting Standards Codification Topic 410 (“FASB ASC 410”) and determined that we have a legal obligation to remove tanks at various times in the future and accordingly determined that we have met the requirements for an asset retirement obligation.

The Company reviewed FASB Accounting Standards Codification Topic 410 (“FASB ASC 410”) and determined it had a legal obligation to remove tanks at various times in the future and accordingly determined that the Company had met the requirements for an asset retirement obligation.

The Company followed the FASB ASC 410 model for determining the asset retirement cost and asset retirement obligation.

The amounts recorded were immaterial for each fuel center, as well as in the aggregate, at June 28, 2025 and September 28, 2024.

The amounts recorded were immaterial for each fuel center as well as in the aggregate, at December 27, 2025 and September 27, 2025.

LONG-TERM DEBT

4 unchanged sentences

The Line provides the Company with various interest rate options based on the prime rate, the Federal Funds Rate or SOFR.

The Line allows the Company to issue up to $ 10.0 million of letters of credit, of which a single letter of credit in the amount of $ 500,000 was outstanding at June 28, 2025.

The Line allows the Company to issue up to $ 10.0 million of letters of credit, of which a single letter of credit in the amount of $ 500,000 was issued at December 27, 2025.

The Company is not required to maintain compensating balances in connection with the Line.

At December 27, 2025, the Company had no other borrowings outstanding under the Line.

In December 2010, the Company completed the funding of $ 99.7 million of bonds (the “ Bonds”) for construction of new warehouse and distribution space adjacent to its existing space in Buncombe County, North Carolina (the “Project”).

The final maturity date of the Bonds is January 1, 2036 .

The Project was completed in 2012.

The Project was completed in 2012, and the final maturity date of the Bonds is January 1, 2036 .

Under a Continuing Covenant and Collateral Agency Agreement (the “Covenant Agreement”) between certain financial institutions and the Company, the financial institutions agreed to hold the Bonds until December 17, 2029, subject to certain events.

Mandatory redemption of the Bonds by the Company in the annual amount of $ 4.5 million began on January 1, 2014 .

The outstanding balance of the Bonds was $ 45.4 million as of June 28, 2025.

The outstanding balance of the Bonds was $ 45.4 million as of December 27, 2025.

The Company may redeem the Bonds without penalty or premium at any time prior to December 17, 2029 .

4 unchanged sentences

In September 2017, the Company refinanced approximately $ 60 million of secured borrowing obligations with a SOFR-based amortizing floating rate loan secured by real estate, which matures in October 2027.

The Company has an interest rate swap agreement for a current notional amount of $ 14.0 million at a fixed rate of 3.962 %.

As of December 27, 2025, the Company had an interest rate swap agreement for a current notional amount of $ 11.0 million at a fixed rate of 3.962 %.

Under this agreement, the Company pays monthly the fixed rate of 3.962 % and receives the one-month SOFR plus 1.75 %.

2 unchanged sentences

In December 2019, the Company entered into a $ 155 million SOFR-based amortizing floating rate loan secured by real estate, which matures in January 2030 .

The Company has an interest rate swap agreement for a current notional amount of $ 111.1 million at a fixed rate of 2.998 %.

As of December 27, 2025, the Company had an interest rate swap agreement for a current notional amount of $ 107.2 million at a fixed rate of 2.998 %.

Under this agreement, the Company pays monthly the fixed rate of 2.998 % and receives the one-month SOFR plus 1.60 %.

3 unchanged sentences

The Company has designated the swaps as cash flow hedges and records the changes in the estimated fair value of the swaps to other comprehensive income each period.

For the three and nine months ended June 28, 2025, the Company recorded $ 1.1 million and $ 0.6 million of other comprehensive loss, respectively, net of income taxes, in its Condensed Consolidated Statements of Comprehensive Income.

Unrealized gains of $ 8.2 million were included as an asset at fair value in the line “Other Assets” on the Condensed Consolidated Balance Sheet as of June 28, 2025.

For the three and nine months ended June 29, 2024, the Company recorded $ 0.3 million and $ 3.0 million of other comprehensive loss, respectively, net of income taxes, in its Condensed Consolidated Statements of Comprehensive Income.

Unrealized gains of $ 13.6 million were included as an asset at fair value in the line “Other Assets” on the Condensed Consolidated Balance Sheet as of June 29, 2024.

For the three months ended December 27, 2025, the Company recorded $ 0.5 million of other comprehensive loss, net of income tax benefits, in its Condensed Consolidated Statements of Comprehensive Income.

Unrealized gains of $ 6.7 million were included as an asset at fair value in the line “Other Assets” on the Condensed Consolidated Balance Sheet as of December 27, 2025.

The Company’s long-term debt agreements generally contain provisions that under certain circumstances would permit lending institutions to terminate or withdraw their respective extensions of credit to the Company.

Included among the triggering factors permitting the termination or withdrawal of the Line are certain events of default, including both monetary and non-monetary defaults, the initiation of bankruptcy or insolvency proceedings, and the failure of the Company to meet certain financial covenants designated in its loan documents.

The Company was in compliance with all financial covenants at June 28, 2025.

The Company was in compliance with all financial covenants at December 27, 2025.

The Company’s long-term debt agreements generally have cross-default provisions which could result in the acceleration of payments due under all long-term debt agreements in the event of default under any one instrument.

At June 28, 2025, property and equipment with an undepreciated cost of approximately $ 245.9 million were pledged as collateral for long-term debt.

At December 27, 2025, property and equipment with an undepreciated cost of approximately $ 239.3 million were pledged as collateral for long-term debt.

Long-term debt and Line agreements contain various restrictive covenants requiring, among other things, maintenance of certain financial ratios.

The Line permits the Company to pay dividends on its common stock, as long as the Company is in compliance with certain financial covenants.

In addition, the terms of the indenture may restrict the ability of the Company to pay additional cash dividends based on certain financial parameters.

In addition, the terms of the indenture governing the Notes may restrict the ability of the Company to pay additional cash dividends based on certain financial parameters.

The Company paid cash dividends of $ 0.165 for each share of Class A Common Stock and $ 0.15 for each share of Class B Common Stock on October 16, 2025 , to stockholders of record on October 9, 2025 .

The Company paid cash dividends of $ 0.165 for each share of Class A Common Stock and $ 0.15 for each share of Class B Common Stock on January 15, 2026 , to stockholders of record on January 8, 2026 .

The Company paid cash dividends of $ 0.165 for each share of Class A Common Stock and $ 0.15 for each share of Class B Common Stock on April 17, 2025 to stockholders of record on April 10, 2025 .

The Company paid cash dividends of $ 0.165 for each share of Class A Common Stock and $ 0.15 for each share of Class B Common Stock on July 17, 2025 to stockholders of record on July 10, 2025 .

For additional information regarding the dividend rights of the Class A Common Stock and Class B Common Stock, please see Note 8, “Stockholders’ Equity” to the Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K filed by the Company under the Securities Exchange Act of 1934, on December 27, 2024.

EARNINGS PER COMMON SHARE

10 unchanged sentences

Three Months Ended

Nine Months Ended

June 28, 2025

Allocated net income

Net income allocated, basic

Conversion of Class B to Class A shares

Net income allocated, diluted

Weighted average shares outstanding

Weighted average shares outstanding, basic

Conversion of Class B to Class A shares

Weighted average shares outstanding, diluted

Earnings per share

Three Months Ended

Nine Months Ended

June 29, 2024

December 27, 2025

December 28, 2024

Allocated net income

13 unchanged sentences

Step rent provisions, escalation clauses and lease incentives are considered in computing minimum lease payments.

Operating Leases – Rent expense for all operating leases totaled $ 1.8 million for the three months ended June 28, 2025 and $ 5.5 million for the nine months ended June 28, 2025.

Operating Leases – Rent expense for all operating leases totaled $ 1.6 million for the three months ended December 27, 2025.

This amount included short-term (less than one year) leases, common area expenses, and variable lease costs, all of which were insignificant.

Cash paid for lease liabilities in operating activities approximates operating lease cost.

Finance Leases – Finance lease cost of $ 630.0 thousand included amortization expense of $ 535.5 thousand, which was included in operating and administrative expense, and $ 127.7 thousand of interest expense for the nine months ended June 28, 2025.

Future maturities of lease liabilities as of June 28, 2025 were as follows:

Finance Leases – Finance lease cost of $ 210.0 thousand included amortization expense of $ 175.1 thousand, which was included in operating and administrative expense, and $ 34.9 thousand of interest expense for the three months ended December 27, 2025.

Future maturities of lease liabilities as of December 27, 2025 were as follows:

Operating Leases

4 unchanged sentences

Present value of lease liabilities

Lease extensions exercised during the nine months ended June 28, 2025 increased the line items “Operating lease right of use assets” and “Noncurrent operating lease liabilities” by $ 3.9 million on the Condensed Consolidated Balance Sheet for the nine months ended June 28, 2025.

At June 28, 2025, the weighted average remaining lease term for the Company’s operating leases was 14.2 years.

As of June 28, 2025, the weighted average discount rates used to determine operating lease and finance lease liability balances were 4.3 % and 6.0 %, respectively.

There were no lease extensions exercised during the three months ended December 27, 2025.

At December 27, 2025, the weighted average remaining lease term for the Company’s operating leases was 14.6 years.

As of December 27, 2025, the weighted average discount rates used to determine operating lease and finance lease liability were 4.2 % and 6.0 %, respectively.

Leases as Lessor

At June 28, 2025, the Company owned and operated 101 shopping centers in conjunction with its supermarket operations.

At December 27, 2025, the Company owned and operated 102 shopping centers in conjunction with its supermarket operations, including one of the three stores located in a shopping center that remains temporarily closed as a result of damage sustained during Hurricane Helene.

The Company leases to others a portion of its shopping center properties.

3 unchanged sentences

Three Months Ended

Nine Months Ended

June 28, 2025

December 27, 2025

Rents earned on owned and subleased properties:

2 unchanged sentences

( 2,357,646 )

( 6,465,627 )

Other shopping center expenses

( 1,089,640 )

( 3,328,663 )

Future minimum operating lease receipts at June 28, 2025 were as follows:

Future minimum operating lease receipts at December 27, 2025 were as follows:

Remainder of 2026

1 unchanged sentence

SEGMENT INFORMATION

The Company operates one primary business segment, retail grocery sales.

“Other” includes our remaining operations – fluid dairy and shopping center rentals.

Information about the Company’s operations by lines of business (amounts in thousands) is as follows:

The reportable segments were determined based on information reviewed by the Company’s CODM for operational decision-making purposes, and the segment information is prepared on the same basis that the CODM reviews such financial information.

The Company operates one primary business segment, retail grocery sales (representing the aggregation of individual retail stores) and includes four categories of product sales:

grocery, non-foods, perishables and fuel.

The “All Other” segment includes the results of non-reportable segments, fluid dairy and shopping center rentals, which do not meet both quantitative and qualitative criteria as defined under ASC 280, Segment Reporting.

Beginning i n fiscal year 2025, expense allocation methodology changed to include direct and indirect costs associated with the shopping center rentals that were previously included in the retail segment.

The results for the three months ended December 28, 2024 were recast to be comparable.

The CODM utilizes operating income to assess the Company’s operating performance and to make decisions about allocating resources to each segment.

The CODM does not review assets in evaluating results.

Therefore, such information is not provided.

The Company’s President and Chief Executive Officer is the CODM.

The accounting policies are the same as those described in the summary of significant accounting policies.

The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

See below for a reconciliation of net income (amounts in thousands):

Three Months Ended

Nine Months Ended

Revenues from unaffiliated customers:

Retail grocery revenue

Non-foods (2)

Perishables (3)

Total retail grocery revenue

All other revenue

Total revenues from unaffiliated customers

Income from operations:

Total income from operations

September 28,

Elimination of intercompany receivable

Total retail grocery revenue

Less retail grocery expenses:

Merchandise costs (4)

Salary and wages

Insurance costs

Repair and maintenance

Depreciation and amortization

Other retail grocery expenses (5)

Retail grocery operating income

Other operating income (6)

Interest expense

(1) The “Grocery” category includes grocery, dairy, and frozen foods.

1 unchanged sentence

(3) The “Perishables” category includes meat, produce, deli and bakery.

The fluid dairy operation sales to the grocery sales segment have been eliminated in consolidation and are excluded from the amounts in the table above.

(4) Merchandise costs include product costs, net of discounts and allowances, warehousing, distribution and freight.

(5) Other retail grocery expenses includes supplies, taxes and licenses, advertising, professional fees and other expenses.

(6) Other operating income includes operating income from shopping center rentals, fluid dairy and the gain or loss on the disposal of fixed assets.

FAIR VALUES OF FINANCIAL INSTRUMENTS

12 unchanged sentences

The inputs into the determination of fair value require significant management judgment or estimation.

The carrying amount and fair value of the Company’s debt, interest rate swaps, and non-qualified retirement plan assets at June 28, 2025 were as follows (in thousands):

The carrying amount and fair value of the Company’s debt, interest rate swaps, and non-qualified retirement plan assets at December 27, 2025 were as follows (in thousands):

Senior Notes due 2031

1 unchanged sentence

Secured notes payable and other

Interest rate swap derivative contracts asset

Interest rate swaps derivative contract assets

Non-qualified retirement plan assets

10 unchanged sentences

The Company is currently working with its insurance carriers to reach final determinations with respect to inventory loss claims related to the impact of Hurricane Helene.

During fiscal year 2025, the Company entered into an agreement and received a partial payment of $ 4.2 million towards the ultimate settlement of the inventory loss claims.

The Company also received an additional $ 500 thousand from a different policy.

The final amount of the claims is currently being assessed, and the timing and exact amount of insurance proceeds remain uncertain.

The Company did no t recognize an asset for the insurance recovery receivable in the Consolidated Balance Sheet as of June 28, 2025 because recovery was not yet deemed probable.

The Company will continue to monitor the claims process and will accordingly adjust its impact on the Company’s financial statements in future periods.

On May 1, 2025 the Company entered into an agreement and received a partial payment of $ 4.2 million towards the ultimate settlement of the inventory loss claims.

The proceeds were recorded as a reduction of cost of goods sold.

We will continue to work with the insurance carriers to reach final determinations with respect to the total recovery of the inventory loss claims.

The Company did no t recognize an asset for the insurance recovery receivable in the Consolidated Balance Sheet as of December 27, 2025, because recovery was not yet deemed probable.

The Company will continue to monitor the claims process and will adjust its impact on the Company’s financial statements accordingly in future periods.

RELATED PARTY TRANSACTIONS

The Company will from time to time make short-term non-interest bearing loans to the Company’s Investment/Profit Sharing Plan to allow the plan to meet distribution obligations during a time when the plan is prohibited from selling shares of the Company’s Class A Common Stock.

During the nine months ended June 28, 2025, no such loans were made, repaid or outstanding.

During the three months ended December 27, 2025, no such loans were made, repaid or outstanding.

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.

What changed 10-Q

Item 1. Financial Statements