SYSCO CORP — Director's Dealing 2016

Nov 21, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYSCO CORP (SYY)
CIK: 0000096021
Period of Report: 2016-11-17

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-17	Common Stock	M	38250	$29.96	Acquired	108293	Direct
2016-11-17	Common Stock	S	38250	$53.01	Disposed	70043	Direct
2016-11-17	Common Stock	M	37500	$27.65	Acquired	107543	Direct
2016-11-17	Common Stock	S	33884	$53.01	Disposed	73659	Direct
2016-11-17	Common Stock	F	1881	$53.13	Disposed	71778	Direct
2016-11-18	Common Stock	F	1376	$53.36	Disposed	70402	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-17	Common Stock	$29.96	M	38250	Disposed	2019-11-13	Common Stock (38250)	Direct
2016-11-17	Common Stock	$27.65	M	37500	Disposed	2018-11-14	Common Stock (37500)	Direct

Footnotes

F1: The exercise and sale was effected pursuant to a Rule 10b5-1 trading plan.

F2: The price reported is a weighted average sale price of the 38,250 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $52.91 to $53.15. 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: The price reported is a weighted average sale price of the 33,884 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $52.91 to $53.15. 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.

F4: Represents previously-owned shares ahving a fair market value of $53.13 per share that were delivered by the Reporting Person in payment of the option exercise price.

F5: These shares were withheld upon the vesting of restricted stock units to pay tax withholding obligations.

F6: Options are fully exercisable.

F7: Options granted by the Compensation Committee of the Company's Board of Directors pursuant to the 2007 Stock Incentive Plan, as amended.