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) November 1, 2021
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PUBLIX SUPER MARKETS, INC.
(Exact name of Registrant as specified in its charter)
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| Florida |
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000-00981 |
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59-0324412 |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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3300 Publix Corporate Parkway
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Lakeland, Florida
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33811 |
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(Zip Code) |
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(863) 688-1188
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(Registrant’s telephone number, including area code)
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the Act: None
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ¨
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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. ¨
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Item 2.02. Results of Operations and Financial Condition
On November 1, 2021, Publix Super Markets, Inc. (Company) issued a press release to report its third quarter results for 2021 and stock price effective November 1, 2021. A copy of the press release is attached hereto as Exhibit 99.1.
The foregoing information, including Exhibit 99.1, is being furnished under Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits
(d). Exhibits
99.1. Press Release dated November 1, 2021
SIGNATURE
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.
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PUBLIX SUPER MARKETS, INC. |
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| Dated: November 1, 2021 |
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/s/ David P. Phillips |
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David P. Phillips, Executive Vice President, Chief Financial Officer |
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and Treasurer (Principal Financial and Accounting Officer) |
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Exhibit 99.1
Contact: Maria Brous
(863) 680-5339
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Publix Reports Third Quarter 2021 Results and Stock Price
LAKELAND, Fla., Nov. 1, 2021 Publix’s sales for the three months ended Sept. 25, 2021 were $11.9 billion, a 7.8% increase from $11.1 billion in 2020. Comparable store sales for the three months ended Sept. 25, 2021 increased 6.3%.
Net earnings for the three months ended Sept. 25, 2021 were $856.9 million, compared to $917.6 million in 2020, a decrease of 6.6%. Earnings per share for the three months ended Sept. 25, 2021 decreased to $1.24 per share, down from $1.31 per share in 2020. Excluding the impact of net unrealized gains on equity securities in 2021 and 2020, net earnings for the three months ended Sept. 25, 2021 would have been $802.5 million, compared to $836.2 million in 2020, a decrease of 4%. Earnings per share would have been $1.16 per share, compared to $1.20 per share in 2020.
Publix’s sales for the nine months ended Sept. 25, 2021 were $35.4 billion, a 5.2% increase from $33.7 billion in 2020. Comparable store sales for the nine months ended Sept. 25, 2021 increased 3.6%.
Net earnings for the nine months ended Sept. 25, 2021 were $3.4 billion, compared to $3 billion in 2020, an increase of 13.9%. Earnings per share for the nine months ended Sept. 25, 2021 increased to $4.87 per share, up from $4.20 per share in 2020. Excluding the impact of net unrealized gains on equity securities in 2021 and 2020, net earnings for the nine months ended Sept. 25, 2021 would have been $2.6 billion, compared to $2.8 billion in 2020, a decrease of 5%. Earnings per share would have been $3.81 per share, compared to $3.94 per share in 2020.
These amounts are based on unaudited financial statements that will be filed today with the U.S. Securities and Exchange Commission and made available on the company’s website at corporate.publix.com/stock.
Effective Nov. 1, 2021, Publix’s stock price increased from $63.10 per share to $66.40 per share. Publix stock is not publicly traded and is made available for sale only to current Publix associates and members of its board of directors.
“As the effects of the pandemic and supply chain challenges persist, the efforts of our associates continue to be extraordinary,” said Publix CEO Todd Jones. “I couldn’t be more proud of their commitment to serving our customers and communities.”
Non-GAAP Financial Measures
In addition to reporting financial results for the three and nine months ended Sept. 25, 2021 and Sept. 26, 2020 in accordance with U.S. generally accepted accounting principles (GAAP), the company presents net earnings and earnings per share excluding the impact of equity securities being measured at fair value with net unrealized gains and losses from changes in the fair value recognized in earnings (fair value adjustment). These measures are not in accordance with, or an alternative to, GAAP. The company excludes the impact of the fair value adjustment since it is primarily due to temporary equity market fluctuations that do not reflect the company’s operations. The company believes this information is useful in providing period-to-period comparisons of the results of operations.
Following is a reconciliation of net earnings to net earnings excluding the impact of the fair value adjustment for the three months ended Sept. 25, 2021 and Sept. 26, 2020:
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Three Months Ended |
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Sept. 25, 2021 |
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Sept. 26, 2020 |
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(Amounts are in millions, except per share amounts) |
| Net earnings |
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856.9 |
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917.6 |
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| Fair value adjustment, due to net unrealized gain, on equity securities held at end of period |
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(72.9) |
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(130.6) |
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| Net gain on sale of equity securities previously recognized through fair value adjustment |
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— |
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21.5 |
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Income tax expense (1)
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18.5 |
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27.7 |
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| Net earnings excluding impact of fair value adjustment |
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$ |
802.5 |
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836.2 |
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| Weighted average shares outstanding |
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688.9 |
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698.8 |
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| Earnings per share excluding impact of fair value adjustment |
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$ |
1.16 |
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1.20 |
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Following is a reconciliation of net earnings to net earnings excluding the impact of the fair value adjustment for the nine months ended Sept. 25, 2021 and Sept. 26, 2020:
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Nine Months Ended |
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Sept. 25, 2021 |
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Sept. 26, 2020 |
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(Amounts are in millions, except per share amounts) |
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$ |
3,361.4 |
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2,952.0 |
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| Fair value adjustment, due to net unrealized gain, on equity securities held at end of period |
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(986.7) |
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(340.6) |
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| Net gain on sale of equity securities previously recognized through fair value adjustment |
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9.4 |
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97.5 |
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Income tax expense (1)
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248.5 |
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61.8 |
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| Net earnings excluding impact of fair value adjustment |
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$ |
2,632.6 |
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2,770.7 |
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| Weighted average shares outstanding |
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690.7 |
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702.9 |
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| Earnings per share excluding impact of fair value adjustment |
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3.81 |
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3.94 |
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(1) Income tax expense is based on the company’s combined federal and state statutory income tax rates.
Publix, the largest employee-owned company in the U.S. with more than 225,000 associates, currently operates 1,284 stores in Florida, Georgia, Alabama, Tennessee, South Carolina, North Carolina and Virginia. For 24 consecutive years, the company has been recognized by Fortune as a great place to work. In addition, Publix’s dedication to superior quality and customer service is recognized among the top in the grocery business. For more information, visit the company’s website, corporate.publix.com. ###
