Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 6, 2023

WEIS MARKETS, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

(State or other jurisdiction of incorporation)

1-5039		24-0755415
(Commission File Number)		(IRS Employer Identification No.)

1000 South Second Street
Sunbury, PA		17801
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (570) 286-4571

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On November 6, 2023, the Company released its earnings for the third quarter ended September 30, 2023. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit.

99.1 Weis Markets, Inc. November 6, 2023 news release announcing the third quarter ended September 30, 2023 earnings.

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 hereunto duly authorized.


		WEIS MARKETS, INC.


		By: /s/Michael T. Lockard
		Name: Michael T. Lockard
		Title: Senior Vice President, Chief Financial Officer and Treasurer
		(Principal Financial Officer)

Dated: November 6, 2023

Exhibit 99.1

NEWS RELEASE

FOR IMMEDIATE RELEASE

Contact:

Dennis Curtin

Weis Markets, Inc.

570-847-3636

dennis.curtin@weismarkets.com

WEIS MARKETS REPORTS THIRD QUARTER 2023 RESULTS

Company’s third quarter comparable store sales increased 0.8 percent (year-over-year) and increased 8.7 percent (two-year stacked)

Sunbury, PA (November 6, 2023) – Weis Markets, Inc. (NYSE: WMK) today reported its financial results for the 13-week third quarter and the 39-week year-to-date period ended September 30, 2023.

“Our 2023 results remain in line with our expectations despite a challenging marketplace of ongoing inflation, higher interest rates, and declining government benefits,” said Weis Markets, Inc. Chairman, President and CEO Jonathan H. Weis. “We are grateful to our associates for their hard work and commitment to serve our customers and drive efficiencies in our business. During the quarter, we expanded our Low, Low Price program which now offers strong, everyday savings and values on more than 10,000 products. We also continue to make prudent reinvestments in long-term profitable growth which benefits all our stakeholders now and in the years ahead.”

The Weis Markets, Inc. Board of Directors declared on October 26, 2023, a dividend of $0.34 per share to shareholders of record as of November 6, 2023, payable on November 20, 2023.

Third Quarter 2023 Results

Net sales totaled $1.16 billion for the 13-week third quarter ended September 30, 2023, compared to $1.15 billion for the same period in 2022, up 0.8 percent. Third quarter comparable store sales increased 0.8 percent on an individual year-over-year basis and increased 8.7 percent on a two-year stacked basis.

The Company’s third quarter net income totaled $23.23 million compared to $28.66 million in 2022, down 19.0 percent. Third quarter earnings per share totaled $0.86 compared to $1.07 per share for the same period in 2022.

Year-To-Date 2023 Results

Net sales totaled $3.48 billion for the 39-week year-to-date period ended September 30, 2023, compared to $3.39 billion for the same period in 2022, up 2.8 percent. Year-to-date comparable store sales increased 2.5 percent on an individual year-over-year basis and increased 11.1 percent on a two-year stacked basis.

The Company’s year-to-date net income totaled $83.31 million compared to $96.31 million in 2022, down 13.5 percent. Year-to-date earnings per share totaled $3.10 compared to $3.58 per share for the same period in 2022.

###

About Weis Markets

Founded in 1912, Weis Markets, Inc. is a Mid Atlantic food retailer operating 197 stores in Pennsylvania, Maryland, Delaware, New Jersey, New York, West Virginia and Virginia. For more information, please visit: WeisMarkets.com or Facebook.com/WeisMarkets.

In addition to historical information, this news release 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 based on information currently available to us and speak 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. Management is also providing a two-year stacked comparable store sales analysis, a non-GAAP measure, because management believes this metric is useful to investors and analysts. It is not recommended that the two-year-stacked analysis be considered a substitute for the Company’s operating results as reported in accordance with GAAP.

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WEIS MARKETS, INC.

COMPARATIVE SUMMARY OF SALES & EARNINGS



Third Quarter — 2023
(Unaudited)



	13 Weeks Ended		13 Weeks Ended			Increase
	September 30, 2023		September 24, 2022			(Decrease)
Net sales	$	1,160,306,000	$	1,150,551,000		0.8	%

Income from operations		29,673,000		33,658,000		(11.8)	%

Income before provision for income taxes	$	31,856,000	$	33,389,000		(4.6)	%
Provision for income taxes		8,630,000		4,731,000		82.4	%
Net income	$	23,226,000	$	28,658,000		(19.0)	%

Weighted-average shares outstanding		26,898,443		26,898,443		—
Basic and diluted earnings per share	$	0.86	$	1.07	$	(0.21)



	39 Weeks Ended		39 Weeks Ended			Increase
	September 30, 2023		September 24, 2022			(Decrease)
Net sales	$	3,483,975,000	$	3,389,853,000		2.8	%

Income from operations		107,914,000		123,476,000		(12.6)	%

Income before provision for income taxes	$	114,230,000	$	124,887,000		(8.5)	%
Provision for income taxes		30,925,000		28,574,000		8.2	%
Net income	$	83,305,000	$	96,313,000		(13.5)	%

Weighted-average shares outstanding		26,898,443		26,898,443		—
Basic and diluted earnings per share	$	3.10	$	3.58	$	(0.48)

WEIS MARKETS, INC.

TWO-YEAR STACKED COMPARABLE STORE SALES

Third Quarter — 2023

(Unaudited)


	Percentage Change
	13 Weeks Ended
		2023 vs. 2022		2022 vs. 2021
Comparable store sales (individual year)		0.8	%	7.9	%
Comparable store sales (two-year stacked)		8.7
Comparable store sales, excluding fuel (individual year)		1.1		6.7	%
Comparable store sales, excluding fuel (two-year stacked)		7.8	%

	Percentage Change
	39 Weeks ended
		2023 vs. 2022		2022 vs. 2021
Comparable store sales (individual year)		2.5	%	8.6	%
Comparable store sales (two-year stacked)		11.1
Comparable store sales, excluding fuel (individual year)		3.1		6.8
Comparable store sales, excluding fuel (two-year stacked)		9.9

Document and Entity Information	Nov. 06, 2023
Cover [Abstract]
Entity Central Index Key	0000105418
Document Type	8-K
Document Period End Date	Nov. 06, 2023
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 South Second Street
Entity Address, City or Town	Sunbury
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	17801
City Area Code	570
Local Phone Number	286-4571
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, no par value
Trading Symbol	WMK
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Amendment Flag	false