WEIS MARKETS INC 10-K

Item 9a. Controls and Procedures : Management’s Report on Disclosure Controls and Procedures The Chief Executive Officer and the Chief Financial Officer of the Company (its principal executive officer and principal financial officer, respectively) have concluded, based on their evaluation as of the close of the period covered by this Report, that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports filed or submitted by it under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company's management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Management's Report on Internal Control Over Financial Reporting The management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) under the Exchange Act). Under the supervision and with the participation of management, including the Company’s Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013 framework). The Company’s internal control system was designed to provide reasonable assurance to the Company’s management and board of directors regarding the preparation and fair presentation of published financial statements. All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Based on the Company’s evaluation, management concluded that the Company’s internal control over financial reporting was effective as of December 26, 2020. RSM US LLP, an independent registered public accounting firm, has audited the Consolidated Financial Statements included in this Annual Report on Form 10-K and, as part of their audit, has issued their attestation report on the Company’s internal control over financial reporting as of December 26, 2020. The report can be found in Item 8 of this Annual Report on Form 10-K. Changes in Internal Control over Financial Reporting There were no changes in the Company’s internal control over financial reporting during the fiscal year ended December 26, 2020, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. Item 9b. Other Information : There was no information required on Form 8-K during this quarter that was not reported. ‎ 40 WEIS MARKETS, INC. Table of Contents P ART I II Item 10. D irectors, Executive Officers and Corporate Governance: In addition to the information reported in Part I of this Form 10-K under the caption “Information about our Executive Officers,” “Election of Directors,” “Board Committees and Meeting Attendance, Audit Committee,” “Corporate Governance Matters,” “Compensation Tables” and “Stock Ownership” of the Weis Markets, Inc. definitive proxy statement dated March 11, 2021 are incorporated herein by reference. Item 11. Executive Compensation: “Board Committees and Meeting Attendance, Compensation Committee,” “Executive Compensation, Compensation Discussion and Analysis,” “Compensation Committee Report,” “Compensation Tables” and “Other Information Concerning the Board of Directors, Compensation Committee Interlocks and Insider Participation” of the Weis Markets, Inc. definitive proxy statement dated March 11, 2021 are incorporated herein by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters: “Stock Ownership” of the Weis Markets, Inc. definitive proxy statement dated March 11, 2021 is incorporated herein by reference. Item 13. Certain Relationships and Related Transactions, and Director Independence: “Other Information Concerning the Board of Directors, Review and Approval of Related Party Transactions” and “Independence of Directors” of the Weis Markets, Inc. definitive proxy statement dated March 11, 2021 are incorporated herein by reference. Item 14. P rincipal Accounting Fees and Services: “Ratification Of Appointment Of Independent Registered Public Accounting Firm” of the Weis Markets, Inc. definitive proxy statement dated March 11, 2021 is incorporated herein by reference. ‎ 41 WEIS MARKETS, INC. Table of Contents PART IV Item 15. Exhibits, Financial Statement Schedules: (a)(1)- The Company’s 2020 Consolidated Financial Statements and the Report of Independent Registered Public Accounting Firm are included in Item 8 of Part II. Financial Statements Page Consolidated Balance Sheets 19 Consolidated Statements of Income 20 Consolidated Statements of Comprehensive Income 21 Consolidated Statements of Shareholders’ Equity 22 Consolidated Statements of Cash Flows 23 Notes to Consolidated Financial Statements 24 Report of Independent Registered Public Accounting Firm 37 (a)(2)- Financial statement schedules required to be filed by Item 8 of this form, and by Item 15(c)(3) below: Schedule II - Valuation and Qualifying Accounts, page 44 of this Annual Report on Form 10-K All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted. ‎ 42 WEIS MARKETS, INC. Table of Contents Item 15. Exhibits, Financial Statement Schedules: (continued) (a)(3) A listing of exhibits filed or incorporated by reference is as follows: Exhibit No. Exhibits 3-A Articles of Incorporation , filed as exhibit 4.1 in Form S-8 on September 13, 2002 and incorporated herein by reference. 3-B By-Laws , filed as exhibit under Part IV, Item 14(c) in the Annual Report on Form 10-K for the fiscal year ended December 29, 2001 and incorporated herein by reference. 4-A Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934, as amended, filed as exhibit 4-A in the Annual Report on Form 10-K for the fiscal year ended December 28, 2019 and incorporated herein by reference. 10-A Retirement Savings Plan , filed as exhibit 10-A in the Annual Report on Form 10-K for the fiscal year ended December 28, 2019 and incorporated herein by reference. * 10-B Supplemental Executive Retirement Plan , filed as exhibit 10-B in the Annual Report on Form 10-K for the fiscal year ended December 28, 2019 and incorporated herein by reference. * 10-E Deferred Compensation Agreement between the Company and Mr. Robert F. Weis, filed as exhibit under Part IV, Item 15(a)(3) in the Annual Report on Form 10-K for the fiscal year ended December 26, 2009 and incorporated herein by reference. * 10-H Chief Executive Officer Incentive Award Plan between the Company and Jonathan H. Weis, Chairman, President and Chief Executive Officer, effective July 1, 2011, amended and restated effective as of January 1, 2014 and January 1, 2017 and continuing thereafter through December 31, 2019, filed as Exhibit 10.2 to Form 8-K April 7, 2017 and incorporated herein by reference. * 10-I Executive Employment Agreement between the Company and Jonathan H Weis, Chairman, President and Chief Executive Officer, signed on November 15, 2019 effective January 1, 2020 and continuing thereafter through December 31, 2023, filed as Exhibit 10.1 to Form 8-K November 18, 2019 and incorporated herein by reference. * 10-J Chief Executive Office Incentive Award Plan between the Company and Jonathan H Weis, Chairman, President and Chief Executive Officer, effective January 1, 2020 amended and restated effective as of January 1, 2021 and continuing thereafter through December 31, 2022, filed as Exhibit 10.2 to Form 8-K March 9, 2021 and incorporated herein by reference. * 21 Subsidiaries of the Registrant , filed with this Annual Report on Form 10-K 31.1 Rule 13a-14(a) Certification - CEO , filed with this Annual Report on Form 10-K 31.2 Rule 13a-14(a) Certification - CFO , filed with this Annual Report on Form 10-K 32 Certification Pursuant to 18 U.S.C. Section 1350 , filed with this Annual Report on Form 10-K * Management contract or compensatory plan arrangement. The Company will provide a copy of any exhibit upon receipt of a written request for the particular exhibit or exhibits desired. All requests should be addressed to the Company’s principal executive offices. (b) The Company files as exhibits to this Annual Report on Form 10-K, those exhibits listed in Item 15(a)(3) above. ‎ 43 WEIS MARKETS, INC. Table of Contents Item 15(c)(3). Financial Statement Schedules : Schedule II - Valuation and Qualifying Accounts: SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS WEIS MARKETS, INC. (dollars in thousands) Col. A Col. B Col. C Col. D Col. E Additions Balance at Charged to Charged to Balance at Beginning Costs and Accounts Deductions End of Description of Period Expenses Describe Describe (1) Period Fiscal Year ended December 26, 2020: Deducted from asset accounts: Allowance for uncollectible accounts $ 2,757 $ 1,556 $ --- $ 1,886 $ 2,427 Fiscal Year ended December 28, 2019: Deducted from asset accounts: Allowance for uncollectible accounts $ 2,090 $ 1,975 $ --- $ 1,308 $ 2,757 Fiscal Year ended December 29, 2018: Deducted from asset accounts: Allowance for uncollectible accounts $ 1,946 $ 1,144 $ --- $ 1,000 $ 2,090 (1) Deductions are uncollectible accounts written off, net of recoveries. Item 16. Form 10-K Summary: None . ‎ 44 WEIS MARKETS, INC. Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. WEIS MARKETS, INC. (Registrant) Date: 3/11/2021 /S/Jonathan H. Weis Jonathan H. Weis Chairman, President and Chief Executive Officer (Principal Executive Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Date 3/11/2021 /S/Jonathan H. Weis Jonathan H. Weis Chairman, President and Chief Executive Officer and Director (principal executive officer) Date 3/11/2021 /S/Scott F. Frost Scott F. Frost Senior Vice President, Chief Financial Officer and Treasurer (principal financial officer) Date 3/11/2021 /S/Harold G. Graber Harold G. Graber Senior Vice President of Real Estate and Development and Secretary and Director Date 3/11/2021 /S/Dennis G. Hatchell Dennis G. Hatchell Director Date 3/11/2021 /S/Edward J. Lauth III Edward J. Lauth III Director Date 3/11/2021 /S/Gerrald B. Silverman Gerrald B. Silverman Director Date 3/11/2021 /S/Jeanette R. Rogers Jeanette R. Rogers Vice President, Corporate Controller (principal accounting officer) 45