SYSCO CORP — Director's Dealing 2016

May 20, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYSCO CORP (SYY)
CIK: 0000096021
Period of Report: 2016-05-18

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-18	Common Stock	S	20500	$48.87	Disposed	123231	Direct
2016-05-18	Common Stock	M	15400	$27.44	Acquired	138631	Direct
2016-05-18	Common Stock	S	11756	$48.93	Disposed	126875	Direct
2016-05-18	Common Stock	M	71400	$28.87	Acquired	198275	Direct
2016-05-18	Common Stock	S	67937	$48.87	Disposed	130338	Direct
2016-05-18	Common Stock	F	4055	$49.30	Disposed	167838	Direct
2016-05-18	Common Stock	M	37500	$27.65	Acquired	130338	Direct
2016-05-18	Common Stock	S	37500	$48.85	Disposed	126283	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-18	Stock Options (Right to buy)	$27.44	M	15400	Disposed	2016-11-09	Common Stock (15400)	Direct
2016-05-18	Stock Options (Right to buy)	$28.87	M	71400	Disposed	2017-11-10	Common Stock (71400)	Direct
2016-05-18	Stock Options (Right to buy)	$27.65	M	37500	Disposed	2018-11-14	Common Stock (37500)	Direct

Footnotes

F1: The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 11, 2016.

F2: The price reported is a weighted average sale price of the 20,500 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $48.53 to $49.21. 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 exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 2, 2016.

F4: The price reported is a weighted average sale price of the 11,756 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $48.53 to $49.22. 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.

F5: The price reported is a weighted average sale price of the 67,937 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $48.52 to $49.22. 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.

F6: Represents previously-owned shares having a fair market value of $49.30 per share that were delivered by the Reporting Person in payment of the option exercise price.

F7: The price reported is a weighted average sale price of the 37,500 shares sold on this date. These shares were sold in multiple transactions at prices ranging from $48.52 to $49.20. 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.

F8: Options are fully exercisable.

F9: Options granted by the Compensation Committee of the company's Board of Directors pursuant to the 2007 Stock Incentive Plan, as amended.