SYSCO CORP — Director's Dealing 2014

Oct 2, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYSCO CORP (SYY)
CIK: 0000096021
Period of Report: 2014-09-12

Reporting Person: Day William B. (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-09-12	Common Stock	M	32000	$33.39	Acquired	124819	Direct
2014-09-12	Common Stock	S	32000	$37.96	Disposed	92819	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-09-12	Stock Options (Right to buy)	$33.39	M	32000	Disposed	2014-11-12	Common Stock (32000)	Direct

Footnotes

F1: The exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 13, 2014.

F2: The price reported is a weighted average sale price per share of all shares sold on this date. These shares were sold in multiple transactions at prices ranging from $37.70 to $38.25. The Reporting Person undertakes to provide to Sysco Corporation, any security holder of Sysco Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in the footnote to this Form 4.

F3: Includes (i) 24,592 restricted stock units that may be settled solely by delivery of an equal number of shares of common stock and (ii) 21,153 shares previously held indirectly through Mr. Day's spouse, which are now owned directly by the reporting person.

F4: Options are fully exercisable.

F5: Options granted by the Compensation Committee of the Company's Board of Directors pursuant to the 2007 Stock Incentive Plan, as amended.