268984432689844326898443268984431.271.352.232.52http://fasb.org/us-gaap/2023#FairValueInputsLevel1Memberhttp://fasb.org/us-gaap/2023#FairValueInputsLevel2Memberhttp://fasb.org/us-gaap/2023#FairValueInputsLevel2Memberhttp://fasb.org/us-gaap/2023#FairValueInputsLevel1Memberhttp://fasb.org/us-gaap/2023#FairValueInputsLevel2Member0000105418--12-312023Q2false1111Large Accelerated Filer0000105418us-gaap:SupplementalEmployeeRetirementPlanDefinedBenefitMember2023-04-022023-07-010000105418us-gaap:SupplementalEmployeeRetirementPlanDefinedBenefitMember2023-01-012023-07-010000105418us-gaap:SupplementalEmployeeRetirementPlanDefinedBenefitMember2022-03-272022-06-250000105418us-gaap:SupplementalEmployeeRetirementPlanDefinedBenefitMember2021-12-262022-06-250000105418us-gaap:TreasuryStockCommonMember2023-07-010000105418us-gaap:RetainedEarningsMember2023-07-010000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-07-010000105418us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2023-07-010000105418us-gaap:TreasuryStockCommonMember2023-04-010000105418us-gaap:RetainedEarningsMember2023-04-010000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-04-0100001054182023-04-010000105418us-gaap:TreasuryStockCommonMember2022-12-310000105418us-gaap:RetainedEarningsMember2022-12-310000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-12-310000105418us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2022-12-310000105418us-gaap:TreasuryStockCommonMember2022-06-250000105418us-gaap:RetainedEarningsMember2022-06-250000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-06-250000105418us-gaap:TreasuryStockCommonMember2022-03-260000105418us-gaap:RetainedEarningsMember2022-03-260000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-03-2600001054182022-03-260000105418us-gaap:TreasuryStockCommonMember2021-12-250000105418us-gaap:RetainedEarningsMember2021-12-250000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-250000105418wmk:PharmacyMember2023-04-022023-07-010000105418wmk:ManufacturingMember2023-04-022023-07-010000105418wmk:GroceryMember2023-04-022023-07-010000105418wmk:FuelProductMember2023-04-022023-07-010000105418wmk:PharmacyMember2023-01-012023-07-010000105418wmk:ManufacturingMember2023-01-012023-07-010000105418wmk:GroceryMember2023-01-012023-07-010000105418wmk:FuelProductMember2023-01-012023-07-010000105418wmk:PharmacyMember2022-03-272022-06-250000105418wmk:ManufacturingMember2022-03-272022-06-250000105418wmk:GroceryMember2022-03-272022-06-250000105418wmk:FuelProductMember2022-03-272022-06-250000105418wmk:PharmacyMember2021-12-262022-06-250000105418wmk:ManufacturingMember2021-12-262022-06-250000105418wmk:GroceryMember2021-12-262022-06-250000105418wmk:FuelProductMember2021-12-262022-06-250000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-04-022023-07-010000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-01-012023-07-010000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-03-272022-06-250000105418us-gaap:AccumulatedOtherComprehensiveIncomeMember2021-12-262022-06-250000105418us-gaap:AccumulatedNetUnrealizedInvestmentGainLossMember2023-01-012023-07-010000105418us-gaap:RevolvingCreditFacilityMemberwmk:RevolvingCreditAgreementWellsFargoBankNationalAssociationMember2023-07-010000105418us-gaap:RevolvingCreditFacilityMemberwmk:RevolvingCreditAgreementWellsFargoBankNationalAssociationRevolvingCreditFacilityMember2023-07-010000105418us-gaap:LineOfCreditMemberwmk:RevolvingCreditAgreementWellsFargoBankNationalAssociationRevolvingCreditFacilityDiscretionaryMember2023-07-010000105418us-gaap:LetterOfCreditMemberwmk:RevolvingCreditAgreementWellsFargoBankNationalAssociationLettersOfCreditMember2023-07-010000105418srt:MinimumMember2023-07-010000105418srt:MaximumMember2023-07-010000105418us-gaap:RetainedEarningsMember2023-04-022023-07-010000105418us-gaap:RetainedEarningsMember2023-01-012023-07-010000105418us-gaap:RetainedEarningsMember2022-03-272022-06-250000105418us-gaap:RetainedEarningsMember2021-12-262022-06-250000105418us-gaap:RevolvingCreditFacilityMemberwmk:RevolvingCreditAgreementWellsFargoBankNationalAssociationMember2023-01-012023-07-010000105418wmk:PharmacyMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-04-022023-07-010000105418wmk:ManufacturingMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-04-022023-07-010000105418wmk:GroceryMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-04-022023-07-010000105418wmk:FuelProductMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-04-022023-07-010000105418us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-04-022023-07-010000105418wmk:PharmacyMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-01-012023-07-010000105418wmk:ManufacturingMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-01-012023-07-010000105418wmk:GroceryMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-01-012023-07-010000105418wmk:FuelProductMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-01-012023-07-010000105418us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2023-01-012023-07-010000105418wmk:PharmacyMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2022-03-272022-06-250000105418wmk:ManufacturingMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2022-03-272022-06-250000105418wmk:GroceryMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2022-03-272022-06-250000105418wmk:FuelProductMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2022-03-272022-06-250000105418us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2022-03-272022-06-250000105418wmk:PharmacyMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2021-12-262022-06-250000105418wmk:ManufacturingMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2021-12-262022-06-250000105418wmk:GroceryMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2021-12-262022-06-250000105418wmk:FuelProductMemberus-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2021-12-262022-06-250000105418us-gaap:RevenueFromContractWithCustomerMemberus-gaap:ProductConcentrationRiskMember2021-12-262022-06-250000105418us-gaap:CommonStockMember2023-07-010000105418us-gaap:CommonStockMember2023-04-010000105418us-gaap:CommonStockMember2022-12-310000105418us-gaap:CommonStockMember2022-06-250000105418us-gaap:CommonStockMember2022-03-260000105418us-gaap:CommonStockMember2021-12-2500001054182023-04-022023-07-0100001054182022-03-272022-06-2500001054182021-12-262022-06-2500001054182022-06-2500001054182021-12-250000105418us-gaap:CommercialPaperMember2023-07-010000105418us-gaap:BondsMember2023-07-010000105418us-gaap:BondsMember2022-12-3100001054182023-07-0100001054182022-12-3100001054182023-08-1000001054182023-01-012023-07-01xbrli:sharesiso4217:USDiso4217:USDxbrli:sharesxbrli:purewmk:segment

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 July 1, 2023

or

[ ]

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 10, 2023, 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

Consolidated Balance Sheets

1

Consolidated Statements of Income

2

Consolidated Statements of Comprehensive Income

3

Consolidated Statements of Shareholders’ Equity

4

Consolidated Statements of Cash Flows

5

Notes to Consolidated Financial Statements

6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

10

Item 3. Quantitative and Qualitative Disclosures about Market Risk

18

Item 4. Controls and Procedures

18

Part II. Other Information

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

WEIS MARKETS, INC.

PART I – FINANCIAL INFORMATION

ITEM I – FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

(unaudited)

(amounts in thousands, except shares)

    

July 1, 2023

    

December 31, 2022

Assets

Current:

Cash and cash equivalents

$

139,338

$

157,997

Marketable securities

217,866

186,419

SERP investment

24,995

22,696

Accounts receivable, net

56,965

50,863

Inventories

295,026

293,274

Prepaid expenses and other current assets

31,036

29,921

Total current assets

765,225

741,170

Property and equipment, net

965,251

970,913

Operating lease right-to-use

172,871

175,952

Goodwill

52,330

52,330

Intangible and other assets, net

17,830

18,785

Total assets

$

1,973,507

$

1,959,150

Liabilities

Current:

Accounts payable

$

198,200

$

206,849

Accrued expenses

34,438

57,431

Operating leases

43,150

43,527

Accrued self-insurance

17,216

19,416

Deferred revenue, net

8,861

11,774

Income taxes payable

15,700

6,354

Total current liabilities

317,566

345,351

Postretirement benefit obligations

26,965

25,270

Accrued self-insurance

23,555

23,712

Operating leases

139,129

142,424

Deferred income taxes

114,230

111,225

Other

6,864

9,334

Total liabilities

628,309

657,316

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

1,490,979

1,449,191

Accumulated other comprehensive income (loss)
(Net of deferred taxes of $1,758 in 2023 and $2,342 in 2022)

(4,874)

(6,449)

1,496,055

1,452,691

Treasury stock at cost, 6,149,364 shares

(150,857)

(150,857)

Total shareholders’ equity

1,345,198

1,301,834

Total liabilities and shareholders’ equity

$

1,973,507

$

1,959,150

See accompanying notes to Consolidated Financial Statements.

1

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

13 Weeks Ended

26 Weeks Ended

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

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

Net sales

$

1,178,695

$

1,135,234

$

2,323,669

$

2,239,302

Cost of sales, including advertising, warehousing and distribution expenses

879,650

843,020

1,738,834

1,653,403

Gross profit on sales

299,045

292,214

584,835

585,899

Operating, general and administrative expenses

253,422

243,809

506,594

496,081

Income from operations

45,623

48,405

78,241

89,818

Investment income (loss) and interest expense

2,508

(1,030)

6,306

(1,910)

Other income (expense)

(915)

2,085

(2,173)

3,590

Income before provision for income taxes

47,216

49,460

82,374

91,498

Provision for income taxes

12,951

13,194

22,295

23,843

Net income

$

34,265

$

36,266

$

60,079

$

67,655

Weighted-average shares outstanding, basic and diluted

26,898,443

26,898,443

26,898,443

26,898,443

Cash dividends per share

$

0.34

$

0.32

$

0.68

$

0.64

Basic and diluted earnings per share

$

1.27

$

1.35

$

2.23

$

2.52

See accompanying notes to Consolidated Financial Statements.

2

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

Net income

$

34,265

$

36,266

$

60,079

$

67,655

Other comprehensive income (loss) by component, net of tax:

Available-for-sale marketable securities

Unrealized holding gains (losses) arising during period
(Net of deferred taxes of $48 and $822, respectively for the thirteen weeks ended, and $584 and $2,823, respectively for the twenty-six weeks ended)

(133)

(2,073)

1,575

(7,120)

Other comprehensive income gain (loss), net of tax

(133)

(2,073)

1,575

(7,120)

Comprehensive income, net of tax

$

34,132

$

34,193

$

61,654

$

60,535

See accompanying notes to Consolidated Financial Statements.

3

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(unaudited)

Accumulated

(amounts in thousands, except shares)

Other

Total

For the Thirteen Weeks Ended

Common Stock

Retained

Comprehensive

Treasury Stock

Shareholders’

July 1, 2023 and June 25, 2022

Shares

Amount

Earnings

Income (Loss)

Shares

Amount

Equity

Balance at April 1, 2023

    

33,047,807

$

9,949

$

1,465,860

$

(4,741)

6,149,364

$

(150,857)

$

1,320,211

Net income

34,265

34,265

Other comprehensive income (loss), net of tax

(133)

(133)

Dividends paid

(9,146)

(9,146)

Balance at July 1, 2023

33,047,807

$

9,949

$

1,490,979

$

(4,874)

6,149,364

$

(150,857)

$

1,345,198

Balance at March 26, 2022

33,047,807

$

9,949

$

1,381,745

$

(3,360)

6,149,364

$

(150,857)

$

1,237,477

Net income

36,266

36,266

Other comprehensive income (loss), net of tax

(2,073)

(2,073)

Dividends paid

(8,608)

(8,608)

Balance at June 25, 2022

33,047,807

$

9,949

$

1,409,403

$

(5,433)

6,149,364

$

(150,857)

$

1,263,062

Accumulated

(amounts in thousands, except shares)

Other

Total

For the Twenty-Six Weeks Ended

Common Stock

Retained

Comprehensive

Treasury Stock

Shareholders’

July 1, 2023 and June 25, 2022

Shares

Amount

Earnings

Income (Loss)

Shares

Amount

Equity

Balance at December 31, 2022

    

33,047,807

$

9,949

$

1,449,191

$

(6,449)

6,149,364

$

(150,857)

$

1,301,834

Net income

60,079

60,079

Other comprehensive income (loss), net of tax

1,575

1,575

Dividends paid

(18,291)

(18,291)

Balance at July 1, 2023

33,047,807

$

9,949

$

1,490,979

$

(4,874)

6,149,364

$

(150,857)

$

1,345,198

Balance at December 25, 2021

33,047,807

$

9,949

$

1,358,963

$

1,687

6,149,364

$

(150,857)

$

1,219,742

Net income

67,655

67,655

Other comprehensive income (loss), net of tax

(7,120)

(7,120)

Dividends paid

(17,215)

(17,215)

Balance at June 25, 2022

33,047,807

$

9,949

$

1,409,403

$

(5,433)

6,149,364

$

(150,857)

$

1,263,062

See accompanying notes to Consolidated Financial Statements.

4

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Cash flows from operating activities:

Net income

$

60,079

$

67,655

Adjustments to reconcile net income to

net cash provided by operating activities:

Depreciation and amortization

54,104

51,510

(Gain) loss on disposition of fixed assets

(4)

(2,465)

Unrealized (gain) loss in value of equity securities

378

145

Deferred income taxes

2,421

1,713

Unrealized (gain) loss in SERP

(2,061)

4,820

Changes in operating assets and liabilities:

Inventories

(1,752)

(33,830)

Accounts receivable and prepaid expenses

(7,218)

4,213

Accounts payable and other liabilities

(36,676)

(18,794)

Income taxes

9,346

9,140

Other

1,813

286

Net cash provided by operating activities

80,430

84,393

Cash flows from investing activities:

Purchase of property and equipment

(49,946)

(53,443)

Proceeds from the sale of property and equipment

57

5,413

Purchase of marketable securities

(57,700)

(170,511)

Proceeds from the sale and maturities of marketable securities

27,057

136,465

Purchase of intangible assets

(29)

(48)

Proceeds from sale of intangible assets

125

Change in SERP investment

(237)

(549)

Net cash used in investing activities

(80,798)

(82,548)

Cash flows from financing activities:

Dividends paid

(18,291)

(17,215)

Net cash used in financing activities

(18,291)

(17,215)

Net increase (decrease) in cash and cash equivalents

(18,659)

(15,370)

Cash and cash equivalents at beginning of year

157,997

86,048

Cash and cash equivalents at end of period

$

139,338

$

70,678

See accompanying notes to Consolidated Financial Statements. In the first twenty-six weeks of 2023, there was $10.5 million cash paid for income taxes compared to $13.7 million in 2022 for the same period. Cash paid for interest related to long-term debt was $17 thousand and $16 thousand in the first twenty-six weeks of 2023 and 2022, respectively.

5

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(1) Significant Accounting Policies

Basis of Presentation: The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring deferrals and accruals) considered necessary for a fair presentation have been included. The operating results for the periods presented are not necessarily indicative of the results to be expected for the full year. The Company has evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited consolidated interim financial statements and there were no material subsequent events which require additional disclosure. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s latest Annual Report on Form 10-K.

(2) Current Relevant Accounting Standards

The Company regularly monitors recently issued accounting standards and assesses their applicability and impact. The Company believes that there are no accounting standard updates that have or will have a material or significant impact on the Company’s accounting policies.

(3) Marketable Securities

The Company’s marketable securities are all classified as available-for-sale within “Current Assets” in the Company’s Consolidated Balance Sheets. FASB has established three levels of inputs that may be used to measure fair value:

Level 1Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

The Company’s marketable securities valued using Level 1 inputs include highly liquid equity securities, for which quoted market prices are available. The Company’s bond and commercial paper portfolio is valued using a combination of pricing for similar securities, recently executed transactions, cash flow models with yield curves and other pricing models utilizing observable inputs, which are considered Level 2 inputs.

For Level 2 investment valuation, the Company utilizes standard pricing procedures of its investment advisory firm which includes various third-party pricing services. These procedures also require specific price monitoring practices as well as pricing review reports, valuation oversight and pricing challenge procedures to maintain the most accurate representation of investment fair market value.

The Company accrues interest on its bond and commercial paper portfolio throughout the life of each bond and commercial paper held. Dividends from the equity securities are recognized as received. Interest, dividends and unrealized gains and losses on equity securities are recognized in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment gain of $1.6 million in the thirteen weeks ended July 1, 2023, which included an unrealized loss in equity securities of $703 thousand. In the thirteen weeks ended June 25, 2022, the Company recognized investment income of $1.1 million, which included an unrealized gain in equity securities of $70 thousand. In the twenty-six weeks ended July 1, 2023, the Company recognized investment income of $4.2 million, which included an unrealized loss in equity securities of $378 thousand. In the twenty-six weeks ended June 25, 2022, the Company recognized investment income of $1.7 million, which included unrealized losses in equity securities of $145 thousand.

6

Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

Marketable securities, as of July 1, 2023 and December 31, 2022, consisted of:

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

July 1, 2023

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

4,807

Level 2

Corporate and municipal bonds

$

182,891

$

2,046

$

(9,029)

175,908

Commercial Paper

36,800

352

(1)

37,151

Total

$

219,691

$

2,398

$

(9,030)

$

217,866

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

December 31, 2022

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

5,185

Level 2

Corporate and municipal bonds

$

190,025

$

2,110

$

(10,901)

181,234

Total

$

190,025

$

2,110

$

(10,901)

$

186,419

Maturities of marketable securities classified as available-for-sale at July 1, 2023, were as follows:

Amortized

Fair

(amounts in thousands)

    

Cost

    

Value

Available-for-sale:

Due within one year

$

78,057

$

77,332

Due after one year through five years

91,270

87,741

Due after five years through ten years

21,749

19,726

Due after ten years

28,615

28,260

Total

$

219,691

$

213,059

SERP Investments

The Company also maintains a non-qualified supplemental executive retirement plan for certain of its associates which allows them to defer income to future periods. Participants in the plans earn a return on their deferrals based on mutual fund investments. The Company chooses to invest in the underlying mutual fund investments to offset the liability associated with the non-qualified deferred compensation plans. Such investments are reported on the Company’s Consolidated Balance Sheets as “SERP investment,” are classified as trading securities and are measured at fair value using Level 1 inputs with gains and losses included in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment income of $915 thousand in the thirteen weeks ended July 1, 2023, and investment loss of $2.1 million in the same period in 2022. The Company recognized investment income of $2.2 million and investment loss of $3.6 million in the twenty-six weeks ended July 1, 2023, and June 25, 2022, respectively. The changes in the underlying liability to the associates are recorded in “Other income (expense).”

7

Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(4) Accumulated Other Comprehensive Income

All balances in accumulated other comprehensive income are related to available-for-sale marketable securities. The following table sets forth the balance of the Company’s accumulated other comprehensive income, net of tax.

Unrealized Gains (Losses)

on Available-for-Sale

(amounts in thousands)

    

Marketable Securities

Accumulated other comprehensive income (loss) balance as of December 31, 2022

$

(6,449)

Other comprehensive income (loss)

1,575

Net current period other comprehensive income (loss)

1,575

Accumulated other comprehensive income (loss) balance as of July 1, 2023

$

(4,874)

(5) Long-Term Debt

On September 1, 2016, Weis Markets entered into a revolving credit agreement with Wells Fargo Bank, N.A. (the “Credit Agreement”), which was amended on September 29, 2021, and matures on September 1, 2024. The Credit Agreement provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of July 1, 2023, the availability under the revolving credit agreement was $25.5 million, net of $4.5 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Interest expense related to long-term debt was $9 thousand in the thirteen weeks ended July 1, 2023, and $8 thousand in the thirteen weeks ended June 25, 2022. Interest expense related to long-term debt was $17 thousand and $16 thousand in the twenty-six weeks ended July 1, 2023 and June 25, 2022, respectively.

(6) Revenue Recognition

The Chief Operating Officer, the Company’s chief operating decision maker, analyzes store operational revenues by geographical area but each area offers customers similar products, has similar distribution methods, and is supported by centralized management processes. The Company’s operations are reported as a single reportable segment.

The following tables represent net sales by type of product for the thirteen and twenty-six weeks ended July 1, 2023, and June 25, 2022:

13 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

    

$

985,559

83.6

%

$

952,397

83.9

%

Pharmacy

128,999

11.0

106,924

9.4

Fuel

61,553

5.2

73,014

6.4

Manufacturing

2,584

0.2

2,899

0.3

Total net sales

$

1,178,695

100.0

%  

$

1,135,234

100.0

%

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

$

1,955,372

84.2

%  

$

1,893,992

84.5

%  

Pharmacy

247,628

10.6

210,198

9.4

Fuel

115,244

5.0

129,171

5.8

Manufacturing

5,425

0.2

5,941

0.3

Total net sales

$

2,323,669

100.0

%

$

2,239,302

100.0

%

8

Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(7) Leases

As of July 1, 2023, the Company leased approximately 49% of its open store facilities under operating leases that expire at various dates through 2036, with the remaining store facilities being owned. These leases generally provide for fixed annual rentals; however, several provide for minimum annual rentals plus variable lease costs related to real estate taxes and insurance as well as contingent rentals based on a percentage of annual sales or increases periodically based on inflation. These variable lease costs are not included in the measurement of the operating lease right-to-use assets or lease liabilities and are charged to the related expense category included in “Operating, general and administrative expenses.” Most of the leases contain multiple renewal options, under which the Company may extend the lease terms from 5 to 20 years. Additionally, the Company has operating leases for certain transportation and other equipment.

The Company leases or subleases space to tenants in owned, vacated and open store facilities. Rental income is recorded when earned as a component of “Operating, general and administrative expenses.”

The following is a schedule of the lease costs included in “Operating, general and administrative expenses” for the thirteen and twenty-six weeks ended July 1, 2023, and June 25, 2022.

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

    

    

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

Operating lease cost

$

11,780

$

11,896

$

23,572

$

23,654

Variable lease cost

2,817

2,761

5,656

5,587

Lease or sublease income

(2,625)

(2,456)

(5,106)

(4,839)

Net lease cost

$

11,972

$

12,201

$

24,122

$

24,402

9

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of Weis Markets, Inc.’s (the “Company”) financial condition and results of operations should be read in conjunction with the unaudited Consolidated Financial Statements and related notes included in Item 1 of this Quarterly Report on Form 10-Q, the Company’s audited Consolidated Financial Statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the U.S. Securities and Exchange Commission, as well as the cautionary statement captioned "Forward-Looking Statements" immediately following this analysis.

Company Summary

Weis Markets is a conventional supermarket chain that operates 197 retail stores with over 23 thousand associates located in Pennsylvania and six surrounding states: Delaware, Maryland, New Jersey, New York, Virginia and West Virginia. Approximately 97% of Weis Markets associates are paid an hourly wage. Its products sold include groceries, dairy products, frozen foods, meats, seafood, fresh produce, floral, pharmacy services at certain locations, deli products, prepared foods, bakery products, beer and wine, fuel, and general merchandise items, such as health and beauty care and household products. The store product selection includes national, local and private brands. The Company promotes competitive pricing by using Everyday Lower Price; Low Price Guarantee; Low, Low Price; 3 Day Sale; senior and military discounts; and Loyalty programs. The Loyalty program includes reward points that may be redeemed for discounts on items in store, at one of the Company’s fuel stations or one of its third-party fuel station partners.

Utilizing its own strategically located distribution center and transportation fleet, Weis Markets self distributes approximately 61% of product with the remaining being supplied by direct store delivery vendors. In addition, the Company has three manufacturing facilities which process milk, ice cream and fresh meat products. The corporate offices are located in Sunbury, PA where the Company was founded in 1912.

The COVID-19 pandemic resulted in government mandated shutdowns in early 2020, as well as multiple legislative acts to provide emergency economic assistance for individuals, families and businesses affected by the novel coronavirus pandemic. These events were accretive to the Company’s sales and gross profits compared to the time periods preceding the impact of the novel coronavirus pandemic.

The Company continues to innovate and remain relevant to industry trends and offer customer convenience by presenting programs like “Weis 2 Go Online” and home delivery. As of July 1, 2023, the Company offered Weis 2 Go Online in 188 of its locations. Weis 2 Go Online allows the customer to order on-line and then pick up their order at a drive-thru location at the store. The Company also currently offers home delivery to customers in all 197 of its locations via multiple grocery delivery partners.

10

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Two-Year Stacked Comparable Store Sales Analysis

Management is providing Comparable Store Sales Two-Year Stacked analysis, a non-GAAP measure, because management believes this metric is useful to investors and analysts. A Comparable Store Sales Two-Year Stacked analysis presents a comparison of results and trends over a longer period of time to demonstrate the effect of the novel coronavirus pandemic on the operating results of the Company. Information presented in the tables below is not intended for use as an alternative to any other measure of performance. It is not recommended that this table be considered a substitute for the Company’s operating results as reported in accordance with GAAP.

Year-over-year and sequential comparisons are the primary calculations used to analyze operating results, however, due to significant fluctuations caused by the novel coronavirus pandemic management believes it is necessary to provide a Two-Year Stacked Comparable Store Sales analysis. The following tables provide the two-year stacked comparable store sales, including and excluding fuel, for the periods ended July 1, 2023, and June 25, 2022, as well as periods ended June 25, 2022, and June 26, 2021, respectively. Comparable store sales increased 3.5 percent on an individual year-over-year basis and increased 11.9 percent on a two-year stacked basis for the thirteen weeks ended July 1, 2023 following the decrease of 5.8 percent for the same period in 2021. Comparable store sales increased 3.3 percent on an individual year-over-year basis and increased 12.2 percent on a two-year stacked basis in the twenty-six weeks ended July 1, 2023 following the decrease of 2.4 percent for the same period in 2021.

Percentage Change

13 Weeks Ended

2023 vs. 2022

2022 vs. 2021

Comparable store sales (individual year)

3.5

%

8.4

%

Comparable store sales (two-year stacked)

11.9

Comparable store sales, excluding fuel (individual year)

4.8

6.0

%

Comparable store sales, excluding fuel (two-year stacked)

10.8

%

Percentage Change

26 Weeks ended

2023 vs. 2022

2022 vs. 2021

Comparable store sales (individual year)

3.3

%

8.9

%

Comparable store sales (two-year stacked)

12.2

Comparable store sales, excluding fuel (individual year)

4.2

6.8

Comparable store sales, excluding fuel (two-year stacked)

11.0

When calculating the percentage change in comparable store sales, the Company defines a new store to be comparable after it has been in operation for five full fiscal quarters. Relocated stores and stores with expanded square footage are included in comparable store sales since these units are located in existing markets and are open during construction. Planned store dispositions are excluded from the calculation. The Company only includes retail food stores in the calculation.

11

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Results of Operations

Analysis of Consolidated Statements of Income

Percentage Change

13 Weeks Ended

26 Weeks Ended

13 Weeks Ended

26 Weeks Ended

(amounts in thousands, except per share amounts)

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

2023 vs. 2022

2023 vs. 2022

Net sales

$

1,178,695

$

1,135,234

$

2,323,669

$

2,239,302

3.8

%

3.8

%

Cost of sales, including advertising, warehousing and distribution expenses

879,650

843,020

1,738,834

1,653,403

4.3

5.2

Gross profit on sales

299,045

292,214

584,835

585,899

2.3

(0.2)

Gross profit margin

25.4

%

25.7

%

25.2

%

26.2

%

Operating, general and administrative expenses

253,422

243,809

506,594

496,081

3.9

2.1

O, G & A, percent of net sales

21.5

%

21.5

%

21.8

%

22.2

%

Income from operations

45,623

48,405

78,241

89,818

(5.7)

(12.9)

Operating margin

3.9

%

4.3

%

3.4

%

4.0

%

Investment income (loss) and interest expense

2,508

(1,030)

6,306

(1,910)

343.5

430.2

Investment income (loss) and interest expense, percent of net sales

0.2

%

(0.1)

%

0.3

%

(0.1)

%

Other income (expense)

(915)

2,085

(2,173)

3,590

(143.9)

(160.5)

Other income (expense), percent of net sales

(0.1)

%

0.2

%

(0.1)

%

0.2

%

Income before provision for income taxes

47,216

49,460

82,374

91,498

(4.5)

(10.0)

Income before provision for income taxes, percent of net sales

4.0

%

4.4

%

3.5

%

4.1

%

Provision for income taxes

12,951

13,194

22,295

23,843

(1.8)

(6.5)

Effective income tax rate

27.4

%

26.7

%

27.1

%

26.1

%

Net income

$

34,265

$

36,266

$

60,079

$

67,655

(5.5)

%

(11.2)

%

Net income, percent of net sales

2.9

%

3.2

%

2.6

%

3.0

%

Basic and diluted earnings per share

$

1.27

$

1.35

$

2.23

$

2.52

(5.9)

%

(11.5)

%

Net Sales

Individual Year-Over-Year Analysis of Sales

Percentage Change

2023 vs. 2022

July 1, 2023

13 Weeks Ended

26 Weeks Ended

Net sales

    

3.8

%

3.8

%

Net sales, excluding fuel

5.2

4.6

Comparable store sales

3.5

3.3

Comparable store sales, excluding fuel

4.8

%

4.2

%

When calculating the percentage change in comparable store sales, the Company defines a new store to be comparable after it has been in operation for five full fiscal quarters. Relocated stores and stores with expanded square footage are included in comparable store sales since these units are located in existing markets and are open during construction. Planned store dispositions are excluded from the calculation. The Company only includes retail food stores in the calculation.

12

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

According to the latest U.S. Bureau of Labor Statistics’ report, the Seasonally Adjusted Food-at-Home Consumer Price Index decreased 0.2% and increased 3.5% for the thirteen week periods ended July 1, 2023 and June 25, 2022, respectively. The Seasonally Adjusted Food-at-Home Consumer Price Index increased 0.2% and 8.2% for twenty-six week periods ended July 1, 2023 and June 25, 2022, respectively. Even though the U.S. Bureau of Labor Statistics’ index rates may be reflective of a trend, it will not necessarily be indicative of the Company’s actual results. According to the U.S. Department of Energy, the average price of gasoline in the Central Atlantic States decreased 19.7% or $0.91 per gallon in the thirteen weeks ended July 1, 2023, compared to the same period in 2022. The average price of gasoline in the Central Atlantic States decreased 13.1% or $0.56 per gallon in the first twenty-six weeks of 2023 when compared to the same period in 2022.

Total net sales increased 3.8% to $1.2 billion for the thirteen weeks ended July 1, 2023, from $1.1 billion for the thirteen weeks ended June 25, 2022. In the twenty-six weeks ended July 1, 2023, total net sales increased 3.8% to $2.3 billion from $2.2 billion. The increase in total net sales includes retail price inflation in grocery, pharmacy and fresh product categories. Comparable store sales for the thirteen weeks ended July 1, 2023, compared to the same period in 2022 increased 3.5% including fuel and 4.8% excluding fuel. Comparable store sales for the twenty-six weeks ended July 1, 2023, compared to the same period in 2022 increased 3.3% including fuel and 4.2% excluding fuel.

Although the Company experienced retail inflation and deflation in various commodities for the periods presented, the Company anticipates overall product costs to increase given the recent inflationary indicators in the food retail industry. Management cannot accurately measure the full impact of inflation or deflation on retail pricing due to changes in the types of merchandise sold between periods, shifts in customer buying patterns and the fluctuation of competitive factors. Management remains confident in its ability to generate long-term sales growth in a highly competitive environment, but also understands some competitors have greater financial resources and could use these resources to take measures which could adversely affect the Company’s competitive position.

Cost of Sales and Gross Profit

Cost of sales consists of direct product costs (net of discounts and allowances), net advertising costs, distribution center and transportation costs, as well as manufacturing facility operations.

Gross profit on sales increased 2.3% and decreased 0.2% for the thirteen and twenty-six weeks ended July 1, 2023, compared to the same period in 2022. When compared to the thirteen and twenty-six weeks ended June 25, 2022, gross profit margin for the thirteen and twenty-six weeks ended July 1, 2023 decreased 0.3% and 1.0%, respectively. The Company experienced degradation in its gross profit margin as product costs increased in the fresh meats and pharmacy departments and lower margin departments, such as pharmacy, increased in the product mix.

Non-cash LIFO inventory valuation adjustments represent expense of $2.9 million in the first twenty-six weeks of 2023 compared to expense of $4.9 million in the same period in 2022. Although the Company experienced cost inflation and deflation in various commodities for the periods presented, the Company anticipates overall product costs to increase given the recent inflationary indicators in the food retail industry.

13

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Operating, General and Administrative Expenses

The majority of the operating, general and administrative expenses are driven by sales volume.

Employee expenses such as wages, employer paid taxes, health care benefits and retirement plans, comprise approximately 59.8% of the total “Operating, general and administrative expenses.” As a percent of sales, direct store labor decreased 0.2% in both the thirteen and twenty-six week periods ended July 1, 2023 when compared to the same period in 2022, respectively.

Depreciation and amortization expense charged to “Operating, general and administrative expenses” was $24.8 million, or 2.1% of net sales during the thirteen weeks ended July 1, 2023 compared to $23.5 million, or 2.1% of net sales during the thirteen weeks ended June 25, 2022. During the first twenty-six weeks of 2023 and 2022, depreciation and amortization expense charged to “Operating, general and administrative expenses” was $48.9 million, or 2.1% of net sales and $46.8 million, or 2.1% of net sales, respectively. See the Liquidity and Capital Resources section for further information regarding the Company’s capital expenditure program.

A breakdown of the material increases (decreases) as a percent of sales in "Operating, general and administrative expenses" is as follows:

13 Weeks Ended

(amounts in thousands)

Increase

Increase (Decrease)

July 1, 2023

(Decrease)

as a % of sales

Employee expenses

$

2,606

(0.3)

%

Fixed expense (amortization, depreciation, insurance expenses, and occupancy costs)

1,157

(0.1)

Other expenses (financial service fees, technology, repairs and maintenance, supplies)

5,850

0.4

26 Weeks Ended

(amounts in thousands)

Increase

Increase (Decrease)

July 1, 2023

(Decrease)

as a % of sales

Employee expenses

$

1,511

(0.4)

%

Fixed expense (amortization, depreciation, insurance expenses, and occupancy costs)

1,608

(0.1)

Other expenses (financial service fees, technology, repairs and maintenance, supplies)

7,394

0.1

Overall, the operating, general and administrative expenses as a percent of sales presented for the thirteen and twenty-six weeks ended July 1, 2023 have benefited in comparison with the 2022 percent of sales due to the increase in sales. Although employee expenses, fixed expenses and other expenses have increased from a cost perspective, the increase in sales has caused a decrease in the percent of sales rate.

Provision for Income Taxes

The effective income tax rate was 27.1% and 26.1% for the twenty-six weeks ended July 1, 2023 and June 25, 2022, respectively. The effective income tax rate differed from the federal statutory rate, primarily due to the effect of state taxes, net of permanent differences.

14

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Liquidity and Capital Resources

The primary source of cash is cash flows generated from operations. In addition, the Company has access to a revolving credit agreement entered into on September 1, 2016, and amended on September 29, 2021, with Wells Fargo Bank, N.A. (the “Credit Agreement”). The Credit Agreement matures on September 1, 2024, and provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of July 1, 2023, the availability under the revolving credit agreement was $25.5 million, net of $4.5 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

The Company’s investment portfolio consists of high-grade bonds and commercial paper with maturity dates between one and 30 years and four high yield, large capitalized public company equity securities. The portfolio totaled $217.9 million as of July 1, 2023. Management anticipates maintaining the investment portfolio but has the ability to liquidate if needed.

The Company’s capital expenditure program includes the construction of new superstores, the expansion and remodeling of existing units, the acquisition of sites for future expansion, new technology purchases and the continued upgrade of the Company’s distribution facilities and transportation fleet. Management currently plans to invest approximately $150 million in its capital expenditure program in 2023, including multiple carryover projects from 2022 that were delayed due to labor and supply chain disruptions.

The Company expects that cash generated from operations and cash available under the Credit Agreement will fund its working capital requirements, debt requirements, capital expenditure program, acquisitions and dividends. The Company has no other commitment of capital resources as of July 1, 2023, other than the lease commitments on its store facilities and transportation equipment under operating leases that expire at various dates through 2036.

The Board of Directors’ 2004 resolution authorizing the repurchase of up to one million shares of the Company’s common stock has a remaining balance of 752,468 shares.

Quarterly Cash Dividends

At its regular meeting held in July, the Board of Directors declared a quarterly dividend of $0.34 per share, payable on August 21, 2023, to shareholders of record on August 7, 2023. The Company expects to continue paying regular cash dividends on a quarterly basis. However, the Board of Directors reconsiders the declaration of dividends quarterly. The Company pays these dividends at the discretion of the Board of Directors and the continuation of these payments and the amount of the dividends depends upon the results of operations, the financial condition of the Company and other factors which the Board of Directors deems relevant.

15

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Cash Flow Information

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

2023 vs. 2022

Net cash provided by (used in):

Operating activities

$

80,430

$

84,393

$

(3,963)

Investing activities

(80,798)

(82,548)

1,750

Financing activities

(18,291)

(17,215)

(1,076)

Operating

Cash flows from operating activities decreased $4.0 million in the first twenty-six weeks of 2023 compared to the first twenty-six weeks of 2022. The decrease in cash flow from operating activities is primarily due to less net income when compared to the same period in 2022.

Investing

In the first twenty-six weeks of 2023, when compared to the same period in 2022, the purchase of property and equipment exceeded the proceeds from sales of property and equipment by $1.9 million and the proceeds from the sale and maturities of marketable securities exceeded the purchase of marketable securities by $3.4 million. Additionally, as a percent of sales, capital expenditures were 2.1% in the first twenty-six weeks of 2023 and 2.4% in the first twenty-six weeks of 2022. The decrease as a percent of sales in 2023 compared to 2022 is due to the increase in sales as well as a decrease in spend resulting from limited availability of raw materials and equipment to complete remodels, supply chain and information technology upgrades, and smaller store improvement projects. For the remainder of 2023, management anticipates maintaining the investment portfolio but has the ability to liquidate if needed.

Financing

The Company paid dividends of $18.3 million and $17.2 million in the first twenty-six weeks of 2023 and 2022, respectively.

16

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Accounting Policies and Estimates

The Company has chosen accounting policies that it believes are appropriate to accurately and fairly report its operating results and financial position, and the Company applies those accounting policies in a consistent manner. The Significant Accounting Policies are summarized in Note 1 to the Consolidated Financial Statements included in the 2022 Annual Report on Form 10-K. There have been no changes to the Significant Accounting Policies since the Company filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

Forward-Looking Statements

In addition to historical information, this Form 10-Q Report may contain forward-looking statements, which are included pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. For example, risks and uncertainties can arise with changes in: competitive and reputational risks; financial, investment and infrastructure risks; information security, cybersecurity and data privacy risks; supply chain and third-party risks; risks created by pandemics (such as the COVID-19 outbreak and the related responses of governments, consumers, customers, suppliers and employees); and legal, regulatory and other external risks. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management’s analysis only as of the date hereof. The Company undertakes no obligation to publicly revise or update these forward-looking statements to reflect events or circumstances that arise after the date hereof. Readers should carefully review the risk factors described in other documents the Company files periodically with the Securities and Exchange Commission.

17

Table of Contents

WEIS MARKETS, INC.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Quantitative Disclosure - There have been no material changes in the Company’s market risk during the fiscal quarter ended July 1, 2023. Quantitative information is set forth in Item 7a on the Company’s Annual Report on Form 10-K under the caption “Quantitative and Qualitative Disclosures About Market Risk,” which was filed for the fiscal year ended December 31, 2022, and is incorporated herein by reference.

Qualitative Disclosure - This information is set forth in the Company’s Annual Report on Form 10-K under the caption “Liquidity and Capital Resources,” within “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which was filed for the fiscal year ended December 31, 2022, and is incorporated herein by reference.

ITEM 4. CONTROLS AND PROCEDURES

The Chief Executive Officer and the Chief Financial Officer, together with the Company’s Disclosure Committee, evaluated the Company’s disclosure controls and procedures as of the fiscal quarter ended July 1, 2023. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report 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, was 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 was 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.

In connection with the evaluation described above, there was no change in the Company’s internal control over financial reporting during the fiscal quarter ended July 1, 2023, that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

18

Table of Contents

WEIS MARKETS, INC.

SIGNATURES

Pursuant to the requirements 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:

8/10/2023

/S/Jonathan H. Weis

Jonathan H. Weis

Chairman,

President and Chief Executive Officer

(Principal Executive Officer)

Date:

8/10/2023

/S/Michael T. Lockard

Michael T. Lockard

Senior Vice President, Chief Financial Officer

and Treasurer

(Principal Financial Officer)

20

Exhibit 31.1

WEIS MARKETS, INC.

CERTIFICATION- CHIEF EXECUTIVE OFFICER

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Jonathan H. Weis, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of Weis Markets, Inc.;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods covered by this report;

3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  designed such internal controls over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)  evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)  disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a)  all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:

August 10, 2023

/S/Jonathan H. Weis

Jonathan H. Weis

Chairman,

President and Chief Executive Officer


Exhibit 31.2

WEIS MARKETS, INC.

CERTIFICATION- CHIEF FINANCIAL OFFICER

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Michael T. Lockard, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of Weis Markets, Inc.;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods covered by this report;

3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  designed such internal controls over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)  evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)  disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.  The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):

a)  all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:

August 10, 2023

/S/Michael T. Lockard

Michael T. Lockard

Senior Vice President, Chief Financial Officer

and Treasurer


Exhibit 32

WEIS MARKETS, INC.

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly report of Weis Markets, Inc. (the “Company”) on Form 10-Q for the fiscal quarter ended July 1, 2023, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), we, Jonathan H. Weis, Chairman, President and Chief Executive Officer, and Michael T. Lockard, Senior Vice President, Chief Financial Officer and Treasurer, of the Company, certify, pursuant to and for purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) to my knowledge the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/S/Jonathan H. Weis

Jonathan H. Weis

Chairman, President and Chief Executive Officer

8/10/2023

/S/Michael T. Lockard

Michael T. Lockard

Senior Vice President, Chief Financial Officer and Treasurer

8/10/2023

The foregoing certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Section 1350 of Chapter 63 of Title 18 of the United States Code) and is not being filed as part of the report or as a separate disclosure document.

A signed original of this written statement required by Section 906 has been provided to Weis Markets, Inc. and will be retained by Weis Markets, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


v3.23.2
Document and Entity Information - shares
6 Months Ended
Jul. 01, 2023
Aug. 10, 2023
Cover [Abstract]    
Entity Central Index Key 0000105418  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jul. 01, 2023  
Current Fiscal Year End Date --12-31  
Document Transition Report false  
Entity File Number 1-5039  
Entity Registrant Name WEIS MARKETS, INC  
Entity Incorporation, State or Country Code PA  
Entity Tax Identification Number 24-0755415  
Entity Address, Address Line One 1000 S. Second Street  
Entity Address, Address Line Two P. O. Box 471  
Entity Address, City or Town Sunbury  
Entity Address, State or Province PA  
Entity Address, Postal Zip Code 17801-0471  
City Area Code 570  
Local Phone Number 286-4571  
Title of 12(b) Security Common stock, no par value  
Trading Symbol WMK  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   26,898,443
Amendment Flag false  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2023  
v3.23.2
Consolidated Balance Sheets - USD ($)
$ in Thousands
Jul. 01, 2023
Dec. 31, 2022
Current:    
Cash and cash equivalents $ 139,338 $ 157,997
Marketable securities 217,866 186,419
SERP investment 24,995 22,696
Accounts receivable, net 56,965 50,863
Inventories 295,026 293,274
Prepaid expenses and other current assets 31,036 29,921
Total current assets 765,225 741,170
Property and equipment, net 965,251 970,913
Operating lease right-to-use 172,871 175,952
Goodwill 52,330 52,330
Intangible and other assets, net 17,830 18,785
Total assets 1,973,507 1,959,150
Current:    
Accounts payable 198,200 206,849
Accrued expenses 34,438 57,431
Operating leases 43,150 43,527
Accrued self-insurance 17,216 19,416
Deferred revenue, net 8,861 11,774
Income taxes payable 15,700 6,354
Total current liabilities 317,566 345,351
Postretirement benefit obligations 26,965 25,270
Accrued self-insurance 23,555 23,712
Operating leases 139,129 142,424
Deferred income taxes 114,230 111,225
Other 6,864 9,334
Total liabilities 628,309 657,316
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 1,490,979 1,449,191
Accumulated other comprehensive income (loss) (Net of deferred taxes of $1,710 in 2023 and $2,342 in 2022) (4,874) (6,449)
Shareholders' equity before treasury stock 1,496,055 1,452,691
Treasury stock at cost, 6,149,364 shares (150,857) (150,857)
Total shareholders' equity 1,345,198 1,301,834
Total liabilities and shareholders' equity $ 1,973,507 $ 1,959,150
v3.23.2
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jul. 01, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Common stock, par value
Common stock, shares authorized 100,800,000 100,800,000
Common stock, shares issued 33,047,807 33,047,807
Common stock, shares outstanding 26,898,443 26,898,443
Accumulated other comprehensive income, deferred taxes $ 1,758 $ 2,342
Treasury stock, shares 6,149,364  
v3.23.2
Consolidated Statements of Income - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Income Statement [Abstract]        
Net sales $ 1,178,695 $ 1,135,234 $ 2,323,669 $ 2,239,302
Cost of sales, including advertising, warehousing and distribution expenses 879,650 843,020 1,738,834 1,653,403
Gross profit on sales 299,045 292,214 584,835 585,899
Operating, general and administrative expenses 253,422 243,809 506,594 496,081
Income from operations 45,623 48,405 78,241 89,818
Investment income (loss) and interest expense 2,508 (1,030) 6,306 (1,910)
Other income (expense) (915) 2,085 (2,173) 3,590
Income before provision for income taxes 47,216 49,460 82,374 91,498
Provision for income taxes 12,951 13,194 22,295 23,843
Net income $ 34,265 $ 36,266 $ 60,079 $ 67,655
Weighted-average shares outstanding, basic 26,898,443 26,898,443 26,898,443 26,898,443
Weighted-average shares outstanding, diluted 26,898,443 26,898,443 26,898,443 26,898,443
Cash dividends per share $ 0.34 $ 0.32 $ 0.68 $ 0.64
Basic earnings per share 1.27 1.35 2.23 2.52
Diluted earnings per share $ 1.27 $ 1.35 $ 2.23 $ 2.52
v3.23.2
Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Statement of Comprehensive Income [Abstract]        
Net income $ 34,265 $ 36,266 $ 60,079 $ 67,655
Available-for-sale marketable securities        
Unrealized holding gains (losses) arising during period (Net of deferred taxes of $48 and $822, respectively for the thirteen weeks ended, and $584 and $2,823, respectively for the twenty-six weeks ended) (133) (2,073) 1,575 (7,120)
Other comprehensive income gain (loss), net of tax (133) (2,073) 1,575 (7,120)
Comprehensive income, net of tax $ 34,132 $ 34,193 $ 61,654 $ 60,535
v3.23.2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Statement of Comprehensive Income [Abstract]        
Unrealized holding gains (losses) arising during period, deferred taxes $ 48 $ 822 $ 584 $ 2,823
v3.23.2
Consolidated Statements of Shareholders' Equity - USD ($)
$ in Thousands
Common Stock [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Treasury Stock, Common [Member]
Total
Accumulated other comprehensive income (loss) balance, Beginning at Dec. 25, 2021 $ 9,949 $ 1,358,963 $ 1,687 $ (150,857) $ 1,219,742
Balance, shares at Dec. 25, 2021 33,047,807        
Balance, treasury shares at Dec. 25, 2021       6,149,364  
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net income   67,655     67,655
Other comprehensive income (loss), net of tax     (7,120)   (7,120)
Dividends paid   (17,215)     (17,215)
Accumulated other comprehensive income (loss) balance, Ending at Jun. 25, 2022 $ 9,949 1,409,403 (5,433) $ (150,857) 1,263,062
Balance, shares at Jun. 25, 2022 33,047,807        
Balance, treasury shares at Jun. 25, 2022       6,149,364  
Accumulated other comprehensive income (loss) balance, Beginning at Mar. 26, 2022 $ 9,949 1,381,745 (3,360) $ (150,857) 1,237,477
Balance, shares at Mar. 26, 2022 33,047,807        
Balance, treasury shares at Mar. 26, 2022       6,149,364  
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net income   36,266     36,266
Other comprehensive income (loss), net of tax     (2,073)   (2,073)
Dividends paid   (8,608)     (8,608)
Accumulated other comprehensive income (loss) balance, Ending at Jun. 25, 2022 $ 9,949 1,409,403 (5,433) $ (150,857) 1,263,062
Balance, shares at Jun. 25, 2022 33,047,807        
Balance, treasury shares at Jun. 25, 2022       6,149,364  
Accumulated other comprehensive income (loss) balance, Beginning at Dec. 31, 2022 $ 9,949 1,449,191 (6,449) $ (150,857) $ 1,301,834
Balance, shares at Dec. 31, 2022 33,047,807       26,898,443
Balance, treasury shares at Dec. 31, 2022       6,149,364  
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net income   60,079     $ 60,079
Other comprehensive income (loss), net of tax     1,575   1,575
Dividends paid   (18,291)     (18,291)
Accumulated other comprehensive income (loss) balance, Ending at Jul. 01, 2023 $ 9,949 1,490,979 (4,874) $ (150,857) $ 1,345,198
Balance, shares at Jul. 01, 2023 33,047,807       26,898,443
Balance, treasury shares at Jul. 01, 2023       6,149,364 6,149,364
Accumulated other comprehensive income (loss) balance, Beginning at Apr. 01, 2023 $ 9,949 1,465,860 (4,741) $ (150,857) $ 1,320,211
Balance, shares at Apr. 01, 2023 33,047,807        
Balance, treasury shares at Apr. 01, 2023       6,149,364  
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Net income   34,265     34,265
Other comprehensive income (loss), net of tax     (133)   (133)
Dividends paid   (9,146)     (9,146)
Accumulated other comprehensive income (loss) balance, Ending at Jul. 01, 2023 $ 9,949 $ 1,490,979 $ (4,874) $ (150,857) $ 1,345,198
Balance, shares at Jul. 01, 2023 33,047,807       26,898,443
Balance, treasury shares at Jul. 01, 2023       6,149,364 6,149,364
v3.23.2
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Cash flows from operating activities:    
Net income $ 60,079 $ 67,655
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 54,104 51,510
(Gain) loss on disposition of fixed assets (4) (2,465)
Unrealized (gain) loss in value of equity securities 378 145
Deferred income taxes 2,421 1,713
Unrealized (gain) loss in SERP (2,061) 4,820
Changes in operating assets and liabilities:    
Inventories (1,752) (33,830)
Accounts receivable and prepaid expenses (7,218) 4,213
Accounts payable and other liabilities (36,676) (18,794)
Income taxes 9,346 9,140
Other 1,813 286
Net cash provided by operating activities 80,430 84,393
Cash flows from investing activities:    
Purchase of property and equipment (49,946) (53,443)
Proceeds from the sale of property and equipment 57 5,413
Purchase of marketable securities (57,700) (170,511)
Proceeds from the sale and maturities of marketable securities 27,057 136,465
Purchase of intangible assets (29) (48)
Proceeds from sale of intangible assets   125
Change in SERP investment (237) (549)
Net cash used in investing activities (80,798) (82,548)
Cash flows from financing activities:    
Dividends paid (18,291) (17,215)
Net cash used in financing activities (18,291) (17,215)
Net increase (decrease) in cash and cash equivalents (18,659) (15,370)
Cash and cash equivalents at beginning of year 157,997 86,048
Cash and cash equivalents at end of period $ 139,338 $ 70,678
v3.23.2
Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands
6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Statement of Cash Flows [Abstract]    
Income taxes paid $ 10,500 $ 13,700
Interest paid $ 17 $ 16
v3.23.2
Significant Accounting Policies
6 Months Ended
Jul. 01, 2023
Accounting Policies [Abstract]  
Significant Accounting Policies

(1) Significant Accounting Policies

Basis of Presentation: The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring deferrals and accruals) considered necessary for a fair presentation have been included. The operating results for the periods presented are not necessarily indicative of the results to be expected for the full year. The Company has evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited consolidated interim financial statements and there were no material subsequent events which require additional disclosure. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s latest Annual Report on Form 10-K.

v3.23.2
Current Relevant Accounting Standards
6 Months Ended
Jul. 01, 2023
Accounting Standards Update and Change in Accounting Principle [Abstract]  
Current Relevant Accounting Standards

(2) Current Relevant Accounting Standards

The Company regularly monitors recently issued accounting standards and assesses their applicability and impact. The Company believes that there are no accounting standard updates that have or will have a material or significant impact on the Company’s accounting policies.

v3.23.2
Marketable Securities
6 Months Ended
Jul. 01, 2023
Investments, Debt and Equity Securities [Abstract]  
Marketable Securities

(3) Marketable Securities

The Company’s marketable securities are all classified as available-for-sale within “Current Assets” in the Company’s Consolidated Balance Sheets. FASB has established three levels of inputs that may be used to measure fair value:

Level 1Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

The Company’s marketable securities valued using Level 1 inputs include highly liquid equity securities, for which quoted market prices are available. The Company’s bond and commercial paper portfolio is valued using a combination of pricing for similar securities, recently executed transactions, cash flow models with yield curves and other pricing models utilizing observable inputs, which are considered Level 2 inputs.

For Level 2 investment valuation, the Company utilizes standard pricing procedures of its investment advisory firm which includes various third-party pricing services. These procedures also require specific price monitoring practices as well as pricing review reports, valuation oversight and pricing challenge procedures to maintain the most accurate representation of investment fair market value.

The Company accrues interest on its bond and commercial paper portfolio throughout the life of each bond and commercial paper held. Dividends from the equity securities are recognized as received. Interest, dividends and unrealized gains and losses on equity securities are recognized in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment gain of $1.6 million in the thirteen weeks ended July 1, 2023, which included an unrealized loss in equity securities of $703 thousand. In the thirteen weeks ended June 25, 2022, the Company recognized investment income of $1.1 million, which included an unrealized gain in equity securities of $70 thousand. In the twenty-six weeks ended July 1, 2023, the Company recognized investment income of $4.2 million, which included an unrealized loss in equity securities of $378 thousand. In the twenty-six weeks ended June 25, 2022, the Company recognized investment income of $1.7 million, which included unrealized losses in equity securities of $145 thousand.

Marketable securities, as of July 1, 2023 and December 31, 2022, consisted of:

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

July 1, 2023

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

4,807

Level 2

Corporate and municipal bonds

$

182,891

$

2,046

$

(9,029)

175,908

Commercial Paper

36,800

352

(1)

37,151

Total

$

219,691

$

2,398

$

(9,030)

$

217,866

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

December 31, 2022

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

5,185

Level 2

Corporate and municipal bonds

$

190,025

$

2,110

$

(10,901)

181,234

Total

$

190,025

$

2,110

$

(10,901)

$

186,419

Maturities of marketable securities classified as available-for-sale at July 1, 2023, were as follows:

Amortized

Fair

(amounts in thousands)

    

Cost

    

Value

Available-for-sale:

Due within one year

$

78,057

$

77,332

Due after one year through five years

91,270

87,741

Due after five years through ten years

21,749

19,726

Due after ten years

28,615

28,260

Total

$

219,691

$

213,059

SERP Investments

The Company also maintains a non-qualified supplemental executive retirement plan for certain of its associates which allows them to defer income to future periods. Participants in the plans earn a return on their deferrals based on mutual fund investments. The Company chooses to invest in the underlying mutual fund investments to offset the liability associated with the non-qualified deferred compensation plans. Such investments are reported on the Company’s Consolidated Balance Sheets as “SERP investment,” are classified as trading securities and are measured at fair value using Level 1 inputs with gains and losses included in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment income of $915 thousand in the thirteen weeks ended July 1, 2023, and investment loss of $2.1 million in the same period in 2022. The Company recognized investment income of $2.2 million and investment loss of $3.6 million in the twenty-six weeks ended July 1, 2023, and June 25, 2022, respectively. The changes in the underlying liability to the associates are recorded in “Other income (expense).”

v3.23.2
Accumulated Other Comprehensive Income
6 Months Ended
Jul. 01, 2023
Equity [Abstract]  
Accumulated Other Comprehensive Income

(4) Accumulated Other Comprehensive Income

All balances in accumulated other comprehensive income are related to available-for-sale marketable securities. The following table sets forth the balance of the Company’s accumulated other comprehensive income, net of tax.

Unrealized Gains (Losses)

on Available-for-Sale

(amounts in thousands)

    

Marketable Securities

Accumulated other comprehensive income (loss) balance as of December 31, 2022

$

(6,449)

Other comprehensive income (loss)

1,575

Net current period other comprehensive income (loss)

1,575

Accumulated other comprehensive income (loss) balance as of July 1, 2023

$

(4,874)

v3.23.2
Long-Term Debt
6 Months Ended
Jul. 01, 2023
Debt Disclosure [Abstract]  
Long-Term Debt

(5) Long-Term Debt

On September 1, 2016, Weis Markets entered into a revolving credit agreement with Wells Fargo Bank, N.A. (the “Credit Agreement”), which was amended on September 29, 2021, and matures on September 1, 2024. The Credit Agreement provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of July 1, 2023, the availability under the revolving credit agreement was $25.5 million, net of $4.5 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Interest expense related to long-term debt was $9 thousand in the thirteen weeks ended July 1, 2023, and $8 thousand in the thirteen weeks ended June 25, 2022. Interest expense related to long-term debt was $17 thousand and $16 thousand in the twenty-six weeks ended July 1, 2023 and June 25, 2022, respectively.

v3.23.2
Revenue Recognition
6 Months Ended
Jul. 01, 2023
Revenue from Contract with Customer [Abstract]  
Revenue Recognition

(6) Revenue Recognition

The Chief Operating Officer, the Company’s chief operating decision maker, analyzes store operational revenues by geographical area but each area offers customers similar products, has similar distribution methods, and is supported by centralized management processes. The Company’s operations are reported as a single reportable segment.

The following tables represent net sales by type of product for the thirteen and twenty-six weeks ended July 1, 2023, and June 25, 2022:

13 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

    

$

985,559

83.6

%

$

952,397

83.9

%

Pharmacy

128,999

11.0

106,924

9.4

Fuel

61,553

5.2

73,014

6.4

Manufacturing

2,584

0.2

2,899

0.3

Total net sales

$

1,178,695

100.0

%  

$

1,135,234

100.0

%

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

$

1,955,372

84.2

%  

$

1,893,992

84.5

%  

Pharmacy

247,628

10.6

210,198

9.4

Fuel

115,244

5.0

129,171

5.8

Manufacturing

5,425

0.2

5,941

0.3

Total net sales

$

2,323,669

100.0

%

$

2,239,302

100.0

%

v3.23.2
Leases
6 Months Ended
Jul. 01, 2023
Leases [Abstract]  
Leases

(7) Leases

As of July 1, 2023, the Company leased approximately 49% of its open store facilities under operating leases that expire at various dates through 2036, with the remaining store facilities being owned. These leases generally provide for fixed annual rentals; however, several provide for minimum annual rentals plus variable lease costs related to real estate taxes and insurance as well as contingent rentals based on a percentage of annual sales or increases periodically based on inflation. These variable lease costs are not included in the measurement of the operating lease right-to-use assets or lease liabilities and are charged to the related expense category included in “Operating, general and administrative expenses.” Most of the leases contain multiple renewal options, under which the Company may extend the lease terms from 5 to 20 years. Additionally, the Company has operating leases for certain transportation and other equipment.

The Company leases or subleases space to tenants in owned, vacated and open store facilities. Rental income is recorded when earned as a component of “Operating, general and administrative expenses.”

The following is a schedule of the lease costs included in “Operating, general and administrative expenses” for the thirteen and twenty-six weeks ended July 1, 2023, and June 25, 2022.

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

    

    

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

Operating lease cost

$

11,780

$

11,896

$

23,572

$

23,654

Variable lease cost

2,817

2,761

5,656

5,587

Lease or sublease income

(2,625)

(2,456)

(5,106)

(4,839)

Net lease cost

$

11,972

$

12,201

$

24,122

$

24,402

v3.23.2
Significant Accounting Policies (Policies)
6 Months Ended
Jul. 01, 2023
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation: The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring deferrals and accruals) considered necessary for a fair presentation have been included. The operating results for the periods presented are not necessarily indicative of the results to be expected for the full year. The Company has evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited consolidated interim financial statements and there were no material subsequent events which require additional disclosure. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s latest Annual Report on Form 10-K.

Current Relevant Accounting Standards

The Company regularly monitors recently issued accounting standards and assesses their applicability and impact. The Company believes that there are no accounting standard updates that have or will have a material or significant impact on the Company’s accounting policies.

v3.23.2
Marketable Securities (Tables)
6 Months Ended
Jul. 01, 2023
Investments, Debt and Equity Securities [Abstract]  
Schedule Of Marketable Securities

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

July 1, 2023

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

4,807

Level 2

Corporate and municipal bonds

$

182,891

$

2,046

$

(9,029)

175,908

Commercial Paper

36,800

352

(1)

37,151

Total

$

219,691

$

2,398

$

(9,030)

$

217,866

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

December 31, 2022

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

5,185

Level 2

Corporate and municipal bonds

$

190,025

$

2,110

$

(10,901)

181,234

Total

$

190,025

$

2,110

$

(10,901)

$

186,419

Schedule Of Maturities Of Marketable Securities

Amortized

Fair

(amounts in thousands)

    

Cost

    

Value

Available-for-sale:

Due within one year

$

78,057

$

77,332

Due after one year through five years

91,270

87,741

Due after five years through ten years

21,749

19,726

Due after ten years

28,615

28,260

Total

$

219,691

$

213,059

v3.23.2
Accumulated Other Comprehensive Income (Tables)
6 Months Ended
Jul. 01, 2023
Equity [Abstract]  
Schedule Of Accumulated Other Comprehensive Income

Unrealized Gains (Losses)

on Available-for-Sale

(amounts in thousands)

    

Marketable Securities

Accumulated other comprehensive income (loss) balance as of December 31, 2022

$

(6,449)

Other comprehensive income (loss)

1,575

Net current period other comprehensive income (loss)

1,575

Accumulated other comprehensive income (loss) balance as of July 1, 2023

$

(4,874)

v3.23.2
Revenue Recognition (Tables)
6 Months Ended
Jul. 01, 2023
Revenue from Contract with Customer [Abstract]  
Schedule Of Sales By Type Of Product

13 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

    

$

985,559

83.6

%

$

952,397

83.9

%

Pharmacy

128,999

11.0

106,924

9.4

Fuel

61,553

5.2

73,014

6.4

Manufacturing

2,584

0.2

2,899

0.3

Total net sales

$

1,178,695

100.0

%  

$

1,135,234

100.0

%

26 Weeks Ended

(amounts in thousands)

July 1, 2023

June 25, 2022

Grocery

$

1,955,372

84.2

%  

$

1,893,992

84.5

%  

Pharmacy

247,628

10.6

210,198

9.4

Fuel

115,244

5.0

129,171

5.8

Manufacturing

5,425

0.2

5,941

0.3

Total net sales

$

2,323,669

100.0

%

$

2,239,302

100.0

%

v3.23.2
Leases (Tables)
6 Months Ended
Jul. 01, 2023
Leases [Abstract]  
Schedule of Lease Costs

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

    

    

July 1, 2023

June 25, 2022

July 1, 2023

June 25, 2022

Operating lease cost

$

11,780

$

11,896

$

23,572

$

23,654

Variable lease cost

2,817

2,761

5,656

5,587

Lease or sublease income

(2,625)

(2,456)

(5,106)

(4,839)

Net lease cost

$

11,972

$

12,201

$

24,122

$

24,402

v3.23.2
Marketable Securities - Investment Income (Loss) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Investment Income, Net [Abstract]        
Investment income (loss) $ 1,600 $ 1,100 $ 4,200 $ 1,700
Equity Securities, FV-NI, Unrealized Gain (Loss) [Abstract]        
Unrealized gain (loss) on equity securities $ 703 $ (70) $ (378) $ (145)
v3.23.2
Marketable Securities - Fair Value (Details) - USD ($)
$ in Thousands
Jul. 01, 2023
Dec. 31, 2022
Marketable Securities [Abstract]    
Equity securities $ 4,807 $ 5,185
Available-for-sale securities 213,059  
Marketable securities $ 217,866 $ 186,419
Equity Securities, FV-NI, Fair Value by Fair Value Hierarchy Level us-gaap:FairValueInputsLevel1Member us-gaap:FairValueInputsLevel1Member
Bonds [Member]    
Marketable Securities [Abstract]    
Available-for-sale securities $ 175,908 $ 181,234
Debt Securities, Available-for-Sale, Fair Value by Fair Value Hierarchy Level us-gaap:FairValueInputsLevel2Member us-gaap:FairValueInputsLevel2Member
Commercial Paper [Member]    
Marketable Securities [Abstract]    
Available-for-sale securities $ 37,151  
Debt Securities, Available-for-Sale, Fair Value by Fair Value Hierarchy Level us-gaap:FairValueInputsLevel2Member  
v3.23.2
Marketable Securities - Amortized Cost (Details) - USD ($)
$ in Thousands
Jul. 01, 2023
Dec. 31, 2022
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]    
Amortized Cost $ 219,691 $ 190,025
Gross Unrealized Holding Gains 2,398 2,110
Gross Unrealized Holding Losses (9,030) (10,901)
Fair Value 213,059  
Bonds [Member]    
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]    
Amortized Cost 182,891 190,025
Gross Unrealized Holding Gains 2,046 2,110
Gross Unrealized Holding Losses (9,029) (10,901)
Fair Value 175,908 $ 181,234
Commercial Paper [Member]    
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]    
Amortized Cost 36,800  
Gross Unrealized Holding Gains 352  
Gross Unrealized Holding Losses (1)  
Fair Value $ 37,151  
v3.23.2
Marketable Securities - Maturities (Details) - USD ($)
$ in Thousands
Jul. 01, 2023
Dec. 31, 2022
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Amortized Cost, Rolling Maturity [Abstract]    
Amortized Cost, Due within one year $ 78,057  
Amortized Cost, Due after one year through five years 91,270  
Amortized Cost, Due after five years through ten years 21,749  
Amortized Cost, Due after ten years 28,615  
Amortized Cost 219,691 $ 190,025
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Rolling Maturity, Fair Value [Abstract]    
Fair Value, Due within one year 77,332  
Fair Value, Due after one year through five years 87,741  
Fair Value, Due after five years through ten years 19,726  
Fair Value, Due after ten years 28,260  
Fair Value $ 213,059  
v3.23.2
Marketable Securities - SERP Investments (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Net Investment Income [Line Items]        
Investment Income (Loss) and Interest Expense $ 2,508 $ (1,030) $ 6,306 $ (1,910)
Supplemental Employee Retirement Plan [Member]        
Net Investment Income [Line Items]        
Investment Income (Loss) and Interest Expense $ 915,000 $ 2,100 $ 2,200 $ 3,600
v3.23.2
Accumulated Other Comprehensive Income (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
AOCI Attributable to Parent, Net of Tax [Roll Forward]        
Accumulated other comprehensive income (loss) balance, Beginning $ 1,320,211 $ 1,237,477 $ 1,301,834 $ 1,219,742
Other comprehensive income gain (loss), net of tax (133) (2,073) 1,575 (7,120)
Accumulated other comprehensive income (loss) balance, Ending 1,345,198 1,263,062 1,345,198 1,263,062
AOCI Attributable to Parent [Member]        
AOCI Attributable to Parent, Net of Tax [Roll Forward]        
Accumulated other comprehensive income (loss) balance, Beginning (4,741) (3,360) (6,449) 1,687
Accumulated other comprehensive income (loss) balance, Ending (4,874) $ (5,433) (4,874) $ (5,433)
AOCI, Accumulated Gain (Loss), Debt Securities, Available-for-sale, Parent [Member]        
AOCI Attributable to Parent, Net of Tax [Roll Forward]        
Accumulated other comprehensive income (loss) balance, Beginning     (6,449)  
Other comprehensive income (loss)     1,575  
Other comprehensive income gain (loss), net of tax     1,575  
Accumulated other comprehensive income (loss) balance, Ending $ (4,874)   $ (4,874)  
v3.23.2
Long-Term Debt - General Information (Details)
6 Months Ended
Jul. 01, 2023
USD ($)
Revolving Credit Agreement, Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member]  
Debt Instrument [Line Items]  
Debt Instrument, Issuance Date Sep. 01, 2016
Debt Instrument, Maturity Date Sep. 01, 2024
Line of Credit Facility, Remaining Borrowing Capacity $ 25,500,000
Revolving Credit Agreement, Wells Fargo Bank, National Association, Revolving Credit Facility [Member] | Revolving Credit Facility [Member]  
Debt Instrument [Line Items]  
Line of Credit Facility, Maximum Borrowing Capacity 30,000,000.0
Revolving Credit Agreement, Wells Fargo Bank, National Association, Revolving Credit Facility, Discretionary [Member] | Line of Credit [Member]  
Debt Instrument [Line Items]  
Line of Credit Facility, Maximum Borrowing Capacity 70,000,000.0
Revolving Credit Agreement, Wells Fargo Bank, National Association, Letters of Credit [Member] | Letter of Credit [Member]  
Debt Instrument [Line Items]  
Amount of facility borrowed $ 4,500,000
v3.23.2
Long-Term Debt - Interest Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Interest Expense, Debt [Abstract]        
Interest expense $ 9 $ 8 $ 17 $ 16
v3.23.2
Revenue Recognition - Segments (Details) - segment
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]        
Number of reportable segments 1 1 1 1
v3.23.2
Revenue Recognition - Revenue by Product (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Disaggregation of Revenue [Line Items]        
Total net sales $ 1,178,695 $ 1,135,234 $ 2,323,669 $ 2,239,302
Grocery [Member]        
Disaggregation of Revenue [Line Items]        
Total net sales 985,559 952,397 1,955,372 1,893,992
Pharmacy [Member]        
Disaggregation of Revenue [Line Items]        
Total net sales 128,999 106,924 247,628 210,198
Fuel, Product [Member]        
Disaggregation of Revenue [Line Items]        
Total net sales 61,553 73,014 115,244 129,171
Manufacturing [Member]        
Disaggregation of Revenue [Line Items]        
Total net sales $ 2,584 $ 2,899 $ 5,425 $ 5,941
v3.23.2
Revenue Recognition - Concentration Risk (Details) - Revenue from Contract with Customer Benchmark [Member] - Product Concentration Risk [Member]
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Product Information [Line Items]        
Concentration risk (as a percent) 100.00% 100.00% 100.00% 100.00%
Grocery [Member]        
Product Information [Line Items]        
Concentration risk (as a percent) 83.60% 83.90% 84.20% 84.50%
Pharmacy [Member]        
Product Information [Line Items]        
Concentration risk (as a percent) 11.00% 9.40% 10.60% 9.40%
Fuel, Product [Member]        
Product Information [Line Items]        
Concentration risk (as a percent) 5.20% 6.40% 5.00% 5.80%
Manufacturing [Member]        
Product Information [Line Items]        
Concentration risk (as a percent) 0.20% 0.30% 0.20% 0.30%
v3.23.2
Leases - General Information (Details)
Jul. 01, 2023
Lessee, Operating Lease, Description [Abstract]  
Percentage of facilities under operating leases 49.00%
Maximum [Member]  
Lessee, Operating Lease, Description [Abstract]  
Lease renewal term 20 years
Minimum [Member]  
Lessee, Operating Lease, Description [Abstract]  
Lease renewal term 5 years
v3.23.2
Leases - Lease Costs (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jul. 01, 2023
Jun. 25, 2022
Jul. 01, 2023
Jun. 25, 2022
Lease, Cost [Abstract]        
Operating lease cost $ 11,780 $ 11,896 $ 23,572 $ 23,654
Variable lease cost 2,817 2,761 5,656 5,587
Lease or sublease income (2,625) (2,456) (5,106) (4,839)
Net lease cost $ 11,972 $ 12,201 $ 24,122 $ 24,402

Weis Markets (NYSE:WMK)
過去 株価チャート
から 11 2024 まで 12 2024 Weis Marketsのチャートをもっと見るにはこちらをクリック
Weis Markets (NYSE:WMK)
過去 株価チャート
から 12 2023 まで 12 2024 Weis Marketsのチャートをもっと見るにはこちらをクリック