UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________

FORM 8-K

____________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 1, 2019

____________________________________________

PUBLIX SUPER MARKETS, INC.

(Exact name of Registrant as specified in its charter)

____________________________________________

Florida

 

0-00981

 

59-0324412

(State of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

 

 

3300 Publix Corporate Parkway

 

 

 

 

Lakeland, Florida

 

 

 

33811

(Address of principal executive offices)

 

 

 

(Zip Code)

 

 

 

 

 

 

 

(863) 688-1188

 

 

 

 

(Registrant’s telephone number, including area code)

 

 

____________________________________________

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:

¨

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))

 

 

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 ¨

 

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. ¨

 

 

 


 

 

 

Item 1.01.    Entry into a Material Definitive Agreement

Indemnification Agreements

Effective May 1, 2019, Publix Super Markets, Inc. (the “Company”) appointed William E. Crenshaw as Trustee of the Publix Super Markets, Inc. Employee Stock Ownership Plan and the Publix Super Markets, Inc. Employee Stock Ownership Trust (collectively, the “Plan and Trust”) to serve with current Trustees Tina P. Johnson and David P. Phillips. As a result, the Company entered into an Indemnification Agreement dated May 1, 2019 with William E. Crenshaw as Trustee of the Plan and Trust. This Indemnification Agreement is in the same form as the Indemnification Agreement attached as an exhibit to the current report of the Company on Form 8-K dated July 1, 2015. The Indemnification Agreement has been entered into between the Company and the Trustees of the Plan and Trust as previously reported.

The Company and Douglas A. Harris, Jr., officer of the Company, entered into an Indemnification Agreement dated May 1, 2019. This Indemnification Agreement is in the same form as the Indemnification Agreement attached as an exhibit to the quarterly report of the Company on Form 10-Q for the quarter ended March 31, 2001. The Indemnification Agreement has been entered into between the Company and all of its directors and officers as previously reported.

Item 2.02.     Results of Operations and Financial Condition

On May 1, 2019, the Company issued a press release to report its first quarter results for 2019 and stock price effective May 1, 2019. 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 May 1, 2019

 

 

Page 2 of 3 pages

 


 

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.

    

 

 

PUBLIX SUPER MARKETS, INC.

 

 

 

 

 

 

Dated: May 1, 2019

By:

/s/ David P. Phillips

 

 

David P. Phillips, Executive Vice President and Chief Financial Officer

 

 

(Principal Financial and Accounting Officer)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

        

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Page 3 of 3 pages

 

 

 

 

Exhibit 99.1

Contact: Maria Brous

(863) 680-5339

 

Publix Reports First Quarter 2019 Results and Stock Price

 

LAKELAND, Fla., May 1, 2019 - Publix’s sales for the three months ended March 30, 2019 were $9.7 billion, a 4.3 percent increase from $9.3 billion in 2018. Comparable store sales for the three months ended March 30, 2019 increased 1.9 percent. The company estimates the increase in sales for the three months ended March 30, 2019 compared to the three months ended March 31, 2018 was 1.2 percent lower due to the effect of the Easter holiday being in the second quarter in 2019 and in the first quarter in 2018.

 

Net earnings for the three months ended March 30, 2019 were $981 million, compared to $680.3 million in 2018, an increase of 44.2 percent. Earnings per share for the three months ended March 30, 2019 increased to $1.37 per share, up from $0.93 per share in 2018. Net earnings and earnings per share were impacted by net unrealized gains and losses on equity securities. Excluding the impact of net unrealized gains on equity securities in 2019 and net unrealized losses on equity securities in 2018, net earnings for the three months ended March 30, 2019 would have been $741.7 million, compared to $704.2 million in 2018, an increase of 5.3 percent. Earnings per share would have been $1.04 per share, compared to $0.96 per share in 2018.

 

The company adopted a new accounting standard in the first quarter of 2019 that changed the accounting for operating leases. The new standard required the company to recognize $2.9 billion of operating lease rights and obligations as assets and liabilities on the balance sheet.

 

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 May 1, 2019, Publix’s stock price increased from $42.85 per share to $44.75 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.

 

“I’m proud of our results and pleased with our stock price increase,” said Publix CEO Todd Jones. “I want to thank our associates for delivering premier customer service that makes shopping at Publix a pleasure.”

 

 


 

 

Non-GAAP Financial Measures

In addition to reporting financial results for the three months ended March 30, 2019 and March 31, 2018 in accordance with U.S. generally accepted accounting principles (GAAP), the company presented 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 March 30, 2019 and March 31, 2018 (amounts are in millions, except per share amounts):

 

 

Three Months Ended

 

March 30, 2019

March 31, 2018

Net earnings

 

$

981.0

 

 

680.3

 

Fair value adjustment, due to net unrealized (gain) loss, on equity securities held at end of period

 

(314.3

)

 

 

25.8

 

Net (loss) gain on sale of equity securities previously recognized through fair value adjustment

 

(6.6

)

 

 

6.2

 

Income tax expense (benefit) (1)

 

81.6

 

 

(8.1

)

 

Net earnings excluding impact of fair value adjustment

 

$

741.7

 

 

704.2

 

Weighted average shares outstanding

 

716.0

 

 

734.2

 

Earnings per share excluding impact of fair value adjustment

 

$

1.04

 

 

0.96

 

(1) 

Income tax expense (benefit) is based on the company’s combined federal and state statutory income tax rates.

 

Publix is privately owned and operated by its more than 200,000 employees, with 2018 sales of $36.1 billion. Currently Publix has 1,215 stores in Florida, Georgia, Alabama, Tennessee, South Carolina, North Carolina and Virginia. The company has been named one of Fortune’s “100 Best Companies to Work For in America” for 22 consecutive years, and ranked No. 1 on Fortune’s inaugural “Best Big Companies” list. 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. ###