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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): FEBRUARY 17, 2006
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SYSCO CORPORATION
(Exact name of registrant as specified in its charter)
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DELAWARE 1-06544 74-1648137
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
1390 ENCLAVE PARKWAY, HOUSTON, TX 77077-2099
(Address of principal executive office) (zip code)
Registrant's telephone number, including area code: (281) 584-1390
N/A
(Former name or former address, if changed since last report)
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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 (see General Instruction A.2. below):
[_] 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))
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ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINICPAL OFFICERS.
On February 17, 2006, the Board of Directors of SYSCO Corporation (the
"Company"), increased the size of the Board of Directors to twelve members and
elected Nancy S. Newcomb as a member of the Board of Directors on recommendation
of the Corporate Governance and Nominating Committee. Ms. Newcomb is serving in
the class of directors who will stand for re-election to a three-year term at
the November 10, 2006 annual meeting of stockholders. Ms. Newcomb has been
appointed to serve as a member of the Finance and Audit Committees of the Board
of Directors.
There is no arrangement or understanding between Ms. Newcomb and any other
person pursuant to which Ms. Newcomb was elected as a director of the Company.
There are no transactions in which Ms. Newcomb has an interest requiring
disclosure under Item 404(a) of Regulation S-K, and Ms. Newcomb satisfies the
categorical independence standards set forth in the Company's Corporate
Governance Guidelines, and has therefore been determined by the by the
independent directors of the Board of Directors to be an independent director. A
copy of the press release announcing the election of Ms. Newcomb is attached as
Exhibit 99.1 to this Current Report on Form 8-K.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit Number Description
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99.1 Press Release dated February 22, 2006
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, SYSCO
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
SYSCO CORPORATION
Date: February 22, 2006 By: /s/ Michael C. Nichols
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Michael C. Nichols
Vice President, General Counsel
and Corporate Secretary
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated February 22, 2006
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