SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 27, 2005
SYSCO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-06544 74-1648137
(Commission File Number) (IRS Employer Identification No.)
1390 Enclave Parkway, Houston, Texas 77077-2099
(Address of principal executive offices, including zip code)
(281) 584-1390
(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14A-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01. OTHER EVENTS.
On May 27, 2005, Sysco Corporation ("SYSCO"), entered into a stock purchase
plan with Bank of New York to purchase up to 10 million shares of SYSCO common
stock pursuant to Rules 10b5-1 and 10b-18 under the Securities Exchange Act of
1934, as amended (the "Exchange Act"). The shares will be purchased pursuant to
the share repurchase program previously approved by SYSCO's Board as announced
on February 18, 2005. Subject to certain conditions, the shares will be
purchased during the period between June 1, 2005 and August 16, 2005, including
during company "blackout" periods. Depending upon prevailing market conditions
and other factors, there can be no assurance that any or all authorized shares
will be purchased pursuant to the plan. Rule 10b5-1 provides certain defenses to
actions under Section 10(b) of the Exchange Act and Rule 10b-5 thereunder for
transactions conducted pursuant to written trading plans that satisfy the
conditions of the Rule. SYSCO's Policy on Trading in Company Securities, which
prohibits purchases by SYSCO of its securities during certain "blackout"
periods, contains an exception for stock trading plans entered into pursuant to
Rule 10b5-1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, SYSCO has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
SYSCO CORPORATION
Date: May 27, 2005 By: /s/ Michael C. Nichols
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Name: Michael C. Nichols
Title: Vice President, General Counsel
and Corporate Secretary