UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X]

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

For the quarterly period ended June 29, 2024

[ ]

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

For the transition period from __________to_________

Commission File Number 1-5039

WEIS MARKETS, INC.

(Exact name of registrant as specified in its charter)


Pennsylvania		24-0755415
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1000 S. Second Street
P. O. Box 471		17801-0471
Sunbury, Pennsylvania		(Zip Code)
(Address of principal executive offices)


Registrant’s telephone number, including area code: (570) 286-4571	Registrant’s web address: www.weismarkets.com

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes [X] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer [X]		Accelerated filer [ ]
Non-accelerated filer [ ]		Smaller reporting company [ ]
		Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Securities registered pursuant to section 12(b) of the act:


Title of each class	Trading symbol	Name of exchange on which registered
Common stock, no par value	WMK	New York Stock Exchange

As of August 8, 2024, there were issued and outstanding 26,898,443 shares of the registrant’s common stock.

WEIS MARKETS, INC.

TABLE OF CONTENTS


FORM 10-Q		Page
Part I. Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets		1
Condensed Consolidated Statements of Income		2
Condensed Consolidated Statements of Comprehensive Income		3
Condensed Consolidated Statements of Shareholders’ Equity		4
Condensed Consolidated Statements of Cash Flows		5
Notes to Condensed Consolidated Financial Statements		6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		11
Item 3. Quantitative and Qualitative Disclosures about Market Risk		18
Item 4. Controls and Procedures		18
Part II. Other Information
Item 5. Other Information		19
Item 6. Exhibits		19
Signatures		20
Exhibit 31.1 Rule 13a-14(a) Certification – CEO
Exhibit 31.2 Rule 13a-14(a) Certification – CFO
Exhibit 32 Certification Pursuant to 18 U.S.C. Section 1350

Table of Contents

WEIS MARKETS, INC.

PART I – FINANCIAL INFORMATION

ITEM I – FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)


(amounts in thousands, except shares)	June 29, 2024		December 30, 2023
Assets
Current:
Cash and cash equivalents	$	163,502	$	184,217
Marketable securities		235,149		225,991
SERP investment		29,777		26,651
Accounts receivable, net		79,124		65,092
Inventories		296,519		296,157
Prepaid expenses and other current assets		32,241		34,107
Total current assets		836,312		832,214
Property and equipment, net		970,641		961,353
Operating lease right-to-use		175,004		174,208
Goodwill		52,330		52,330
Intangible and other assets, net		20,312		19,527
Total assets	$	2,054,599	$	2,039,632

Liabilities
Current:
Accounts payable	$	217,185	$	226,164
Accrued expenses		30,241		42,676
Operating leases		39,917		40,658
Accrued self-insurance		19,906		18,353
Deferred revenue, net		9,527		12,416
Income taxes payable		2,827		516
Total current liabilities		319,603		340,782
Postretirement benefit obligations		31,559		29,032
Accrued self-insurance		25,157		25,174
Operating leases		143,354		142,345
Deferred income taxes		117,129		118,091
Other		12,552		9,871
Total liabilities		649,355		665,296
Shareholders’ Equity
Common stock, no par value, 100,800,000 shares authorized, 33,047,807 shares issued, 26,898,443 shares outstanding		9,949		9,949
Retained earnings		1,547,571		1,516,438
Accumulated other comprehensive income (loss) (Net of deferred taxes of $511 in 2024 and $430 in 2023)		(1,419)		(1,193)
		1,556,101		1,525,194
Treasury stock at cost, 6,149,364 shares		(150,857)		(150,857)
Total shareholders’ equity		1,405,244		1,374,337
Total liabilities and shareholders’ equity	$	2,054,599	$	2,039,632
See accompanying notes to Condensed Consolidated Financial Statements.

Table of Contents

WEIS MARKETS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

13 Weeks Ended

26 Weeks Ended

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

June 29, 2024

July 1, 2023

June 29, 2024

July 1, 2023

Net sales

1,181,456

1,178,695

2,360,370

2,323,669

Cost of sales, including advertising, warehousing and distribution expenses

886,695

879,650

1,774,636

1,738,834

Gross profit on sales

294,761

299,045

585,734

584,835

Operating, general and administrative expenses

262,272

253,422

525,882

506,594

Income from operations

32,489

45,623

59,852

78,241

Investment income (loss) and interest expense

4,062

2,508

9,613

6,306

Other income (expense)

(407)

(915)

(1,808)

SEC Form 10-Q filed by Weis Markets Inc.