Village Super Market(VLGEA) - 2025 Q4 - Annual Report

PART I ITEM I. BUSINESS Village Super Market operates 37 stores across four states, leveraging its Wakefern membership for scale in a competitive market, focusing on customer service, pricing, and store upgrades - Village Super Market, Inc. operates 34 supermarkets (ShopRite, Fairway) and 3 Gourmet Garage specialty markets across New Jersey (26), New York (6), Maryland (1), and Pennsylvania (1)[9] - The company is the second-largest member of Wakefern Food Corporation, benefiting from volume purchasing, distribution, retail technology, marketing, and advertising[9][23][24] - The supermarket industry is highly competitive with narrow profit margins, competing with various retail formats including national chains, warehouse clubs, and online providers. Village competes through superior customer service, competitive pricing, and a broad range of quality products, supported by loyalty programs and online ordering[10][11][39] Store Count and Sales Performance (Fiscal 2025) | Metric | Value | | :----- | :---- | | Total Stores | 37 | | Sales per store | $60,591 | | Sales per average square foot of selling space | $1,524 | Sales by Product Category (Fiscal 2025 vs. 2024) | Product Categories | 2025 (%) | 2024 (%) | | :----------------- | :------- | :------- | | Groceries | 34.9 | 35.0 | | Dairy and Frozen | 17.4 | 17.0 | | Produce | 13.1 | 13.3 | | Meats | 9.8 | 9.3 | | Non-Foods | 6.7 | 6.9 | | Deli and Prepared Food | 7.7 | 8.0 | | Pharmacy | 4.0 | 3.7 | | Seafood | 2.6 | 2.7 | | Bakery | 2.7 | 2.8 | | Liquor | 0.7 | 0.8 | | Other | 0.4 | 0.5 | General Business Overview Village Super Market operates 37 stores across four states, leveraging its Wakefern membership for scale in a competitive market, focusing on customer service, pricing, and store upgrades - Village Super Market, Inc. operates 34 supermarkets and 3 specialty markets across New Jersey, New York, Maryland, and Pennsylvania under the ShopRite, Fairway, and Gourmet Garage banners[9] - The company is the second-largest member of Wakefern Food Corporation, a retailer-owned food cooperative, which provides economies of scale in purchasing, distribution, technology, marketing, and advertising[9] - The supermarket industry is highly competitive, with Village competing on customer service, competitive pricing, and a broad range of quality products, including online ordering and loyalty programs[10][11] Store Size Distribution (July 26, 2025) | Total Square Feet | Number of Stores | | :---------------- | :--------------- | | Greater than 60,000 | 18 | | 50,001 to 60,000 | 9 | | 40,001 to 50,000 | 4 | | 20,000 to 40,000 | 3 | | Less than 20,000 | 3 | | Total | 37 | Acquisitions, Development and Expansion The company actively upgrades and expands its supermarket chain through remodels, new store openings, and acquisitions, with significant capital expenditures planned for new and replacement stores - The Company has an ongoing program to upgrade and expand its supermarket chain through remodels, new store openings, and acquisitions, aiming to increase selling space[17] - Capital expenditures for fiscal 2026 are budgeted at $75,000 thousand, primarily for new replacement stores in East Orange, NJ (2026) and another in fiscal 2027, along with smaller remodels and technology upgrades[18][116] - Village invested $17,694 thousand in a real estate partnership for a retail center in Old Bridge, NJ, which includes a replacement store, accounted for as an equity method investment[19] Recent Store Openings and Closures | Date | Event | Details | | :--- | :---- | :------ | | April 9, 2025 | Opened replacement ShopRite | 72,000 sq. ft. in Watchung, NJ, replacing a 44,000 sq. ft. store | | March 17, 2024 | Opened replacement ShopRite | 83,000 sq. ft. in Old Bridge, NJ, replacing a 32,000 sq. ft. store | | September 1, 2024 | Closed automated micro-fulfillment center | Facilitated online order fulfillment for south New Jersey stores | | November 1, 2023 | Closed Gourmet Garage store | 8,400 sq. ft. in New York City; impact not material | Wakefern Food Corporation Relationship Village is the second-largest member of Wakefern Food Corporation, benefiting from its cooperative structure, branded names, volume purchasing, and patronage dividends - Village is the second-largest member of Wakefern, owning 12.9% of its outstanding stock as of July 26, 2025. Wakefern is the nation's largest retailer-owned food cooperative[23] - Benefits from Wakefern include use of branded names (ShopRite, Fairway, Gourmet Garage), volume purchasing, store and own-branded products (18% of sales in fiscal 2025), distribution, advertising, and advanced retail technology[24] - Wakefern distributes patronage dividends to stockholders based on purchase volume, which are recorded as a reduction of cost of sales for Village[25][98] - Village is obligated to purchase a minimum of 85% of its product requirements from Wakefern and fulfilled this obligation in fiscal 2025 and 2024[29] - The Company's investment in Wakefern and affiliates was $32,207 thousand at July 26, 2025, with a total debt outstanding from capital pledges of $946 thousand[33] Labor As of July 26, 2025, Village Super Market employed approximately 7,200 persons, with a significant portion covered by collective bargaining agreements - As of July 26, 2025, the Company employed approximately 7,200 persons, with about 70% working part-time[35] - Approximately 91% of employees are covered by collective bargaining agreements, with contracts expiring between March 2025 and June 2028. About 28% of associates are represented by unions with contracts expiring within one year[35][36] Seasonality The majority of the Company's revenues are not seasonal, but tend to be higher during major holidays throughout the year - The majority of the Company's revenues are not seasonal, but tend to be higher during major holidays throughout the year[37] Regulatory Environment The Company's business requires various state and federal licenses and registrations, which obligate adherence to rules and regulations - The Company's business requires various state and federal licenses and registrations, which obligate adherence to rules and regulations. The Company has not experienced material difficulties in obtaining or retaining these[38] Competition The supermarket business is highly competitive with narrow profit margins, facing competition from various retail formats - The supermarket business is highly competitive with narrow profit margins, facing competition from national, regional, and local supermarket chains, as well as warehouse clubs, supercenters, drug stores, and online retailers[39] - Competition is based on price, store location, convenience, promotion, product assortment, quality, and service. Some competitors possess greater financial resources, lower merchandise acquisition costs, and lower operating expenses[39] Available Information Village Super Market provides access to its SEC filings and uses Wakefern's customer-focused websites for public interaction - As a Wakefern cooperative member, Village uses Wakefern's customer-focused websites (shoprite.com, gourmetgarage.com, fairwaymarket.com) for customer and prospective employee interaction, which do not contain company-specific financial information[40] - Paper copies of SEC filings (10-K, 10-Q, 8-K, press releases) are available free upon shareholder request, and electronic copies can be found at sec.gov[41] ITEM 1A. RISK FACTORS This section is marked as 'Not applicable' in the report, indicating that the company does not have specific risk factors to disclose under this item - The company states that Item 1A, Risk Factors, is not applicable[42] ITEM 1B. UNRESOLVED STAFF COMMENTS This section is marked as 'Not applicable' in the report, indicating no unresolved comments from the SEC staff - The company states that Item 1B, Unresolved Staff Comments, is not applicable[43] [ITEM 2. PROPERTIES](index=6&type=section&id=ITEM%2