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What changed in VILLAGE SUPER MARKET INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of VILLAGE SUPER MARKET INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+78 added−75 removedSource: 10-K (2025-10-09) vs 10-K (2024-10-10)

Top changes in VILLAGE SUPER MARKET INC's 2025 10-K

78 paragraphs added · 75 removed · 61 edited across 5 sections

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeVillage will fund its share of project costs estimated to be $15,000 to $20,000 over the two to three year life of the project. As of July 27, 2024, Village has invested $17,355 into the real estate partnership, which is accounted for as an equity method investment included in Investments in Real Estate Partnerships on the Consolidated Balance Sheet.
Biggest changeAs of July 26, 2025, Village has invested $17,694 into the real estate partnership, which is accounted for as an equity method investment included in Investments in Real Estate Partnerships on the Consolidated Balance Sheet. No additional equity investment is expected for this project.
For additional information on lease obligations, see Note 7 to the consolidated financial statements. During fiscal 2022 the Company entered into a partnership agreement for a 30% interest in the development of a retail center in Old Bridge, New Jersey, which includes Village's Old Bridge replacement store with an operating lease obligation of $4,374 as of July 27, 2024.
For additional information on lease obligations, see Note 7 to the consolidated financial statements. During fiscal 2022, the Company entered into a partnership agreement for a 30% interest in the development of a retail center in Old Bridge, New Jersey, which includes the Village Old Bridge replacement store with an operating lease obligation of $4,328 as of July 26, 2025.
As of July 27, 2024, finance lease right-of-use assets of $9,964 are included in property, equipment and fixtures, net in the Company's consolidated balance sheet. The annual rental payment, including finance leases, for all of the Company's leased facilities for the year ended July 27, 2024 was approximately $38,307.
As of July 26, 2025, finance lease right-of-use assets of $9,017 are included in property, equipment and fixtures, net in the Company's consolidated balance sheet. The annual rental payment, including finance leases, for all of the Company's leased facilities for the year ended July 26, 2025 was approximately $38,160.
ITEM 2. PROPERTIES As of July 27, 2024, Village owns the sites of eight of its supermarkets (containing 539,000 square feet of total space). The remaining 29 stores (containing 1,543,000 square feet of total space), the central commissary and the corporate headquarters are leased, with initial lease terms generally ranging from 20 to 30 years, usually with renewal options.
ITEM 2. PROPERTIES As of July 26, 2025, Village owns the sites of nine of its supermarkets (containing 576,000 square feet of total space). The remaining 28 stores (containing 1,534,000 square feet of total space), the central commissary and the corporate headquarters are leased, with initial lease terms generally ranging from 20 to 30 years, usually with renewal options.
The Company owns all trade fixtures and equipment in its stores 5 and several other properties including retail shopping centers, a warehouse in southern New Jersey and parcels of vacant land, which are available as locations for possible future stores or other development. On January 27, 2023, Village purchased the Vineland store shopping center for $9,500.
The Company owns all trade fixtures and equipment in its stores 5 and several other properties including retail shopping centers and parcels of vacant land, which are available as locations for possible future stores or other development.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS The Company is involved in litigation incidental to the normal course of business. Company management is of the opinion that the ultimate resolution of these legal proceedings should not have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company.
Biggest changeCompany management is of the opinion that the ultimate resolution of these legal proceedings should not have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company.
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ITEM 3. LEGAL PROCEEDINGS On May 2, 2025, we filed a Verified Complaint for Declaratory and Injunctive Relief (the “Complaint”) in a matter captioned Village Super Market, Inc., et al. v. Wakefern Food Corp., et al. in the Superior Court of New Jersey, Chancery Division, Middlesex County (the “Chancery Court”). We sought to enjoin the acquisition by Wakefern Food Corp.
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(“Wakefern”) of Morton Williams Supermarkets (the “Acquisition”) on the basis that the acquisition violates Wakefern’s governing documents, which we believe prohibit Wakefern from acquiring and operating a retail chain that competes directly with its members. We also challenged certain actions and inactions by Wakefern in connection with the Acquisition.
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Subsequently, we filed an amended complaint in the Chancery Court on September 19, 2025 (the “Amended Complaint”) to include additional claims concerning Wakefern’s actions against us that occurred in August 2025. The Acquisition closed on or about October 1, 2025. We are in the process of evaluating our options for alternative relief with respect to Wakefern and the Acquisition.
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Wakefern and the other defendants have filed a motion to dismiss the Amended Complaint, which motion is pending. Notwithstanding the above, the Amended Complaint is pending resolution on the merits.
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In addition, there is currently a dispute that arose in August 2025 between us and Wakefern related to certain trademark and other agreements between the parties, which dispute has delayed and may further delay the approval of new stores that we have planned.
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To date, this dispute has not significantly impacted our operations or financial performance or significantly delayed the opening of any new stores. However, Wakefern has indicated that it could take additional actions against us if the matter in controversy is not resolved.
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At this time, we are unable to determine the probability of the outcome of these matters, or the range of reasonably possible loss, if any. The Company is involved in other litigation incidental to the normal course of business.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeStock Price and Dividend Information The Class A common stock of Village Super Market, Inc. is traded on the NASDAQ Global Select Market under the symbol “VLGEA.” The table below sets forth the high and low last reported sales price for the fiscal quarter indicated. 2024 High Low 4th Quarter $30.82 $24.87 3rd Quarter $28.61 $25.01 2nd Quarter $26.52 $23.69 1st Quarter $24.42 $21.87 2023 High Low 4th Quarter $23.74 $20.42 3rd Quarter $23.65 $21.69 2nd Quarter $24.10 $20.58 1st Quarter $22.97 $19.23 As of October 9, 2024, there were approximately 265 holders of record of Class A common stock.
Biggest changeStock Price and Dividend Information The Class A common stock of Village Super Market, Inc. is traded on the NASDAQ Global Select Market under the symbol “VLGEA.” The table below sets forth the high and low last reported sales price for the fiscal quarter indicated. 2025 High Low 4th Quarter $39.14 $35.55 3rd Quarter $38.04 $30.93 2nd Quarter $33.32 $28.36 1st Quarter $33.28 $26.55 2024 High Low 4th Quarter $30.82 $24.87 3rd Quarter $28.61 $25.01 2nd Quarter $26.52 $23.69 1st Quarter $24.42 $21.87 As of October 9, 2025, there were approximately 264 holders of record of Class A common stock.
During fiscal 2024, Village paid cash dividends of $13,341. Dividends in fiscal 2024 consist of $1.00 per Class A common share and $.65 per Class B common share. During fiscal 2023, Village paid cash dividends of $13,193. Dividends in fiscal 2023 consist of $1.00 per Class A common share and $.65 per Class B common share. 7
During fiscal 2025, Village paid cash dividends of $13,308. Dividends in fiscal 2025 consist of $1.00 per Class A common share and $.65 per Class B common share. During fiscal 2024, Village paid cash dividends of $13,341. Dividends in fiscal 2024 consist of $1.00 per Class A common share and $.65 per Class B common share. 7

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeFor year July 27, 2024 July 29, 2023 July 30, 2022 July 31, 2021 July 25, 2020 Sales $ 2,236,566 $ 2,166,654 $ 2,061,084 $ 2,030,330 $ 1,804,594 Net income 50,462 (1) 49,716 (2) 26,830 (3) 19,994 (4) 24,939 (5) Net income as a % of sales 2.26 % 2.29 % 1.30 % 0.98 % 1.38 % Net income per share: Class A common stock: Basic $ 3.78 $ 3.78 $ 2.06 $ 1.53 $ 1.93 Diluted 3.40 3.38 1.84 1.37 1.72 Class B common stock: Basic 2.46 2.45 1.34 1.00 1.25 Diluted 2.46 2.45 1.34 1.00 1.25 Cash dividends per share: Class A 1.00 1.00 1.00 1.00 1.00 Class B 0.65 0.65 0.65 0.65 0.65 At year-end Total assets $ 981,664 $ 967,706 $ 924,448 $ 889,004 $ 915,546 Long-term debt 339,291 361,418 374,035 370,078 396,181 Working capital 25,485 67,714 79,796 44,023 34,522 Shareholders’ equity 447,559 410,166 372,109 341,473 332,320 Book value per share 30.32 27.61 25.64 23.48 22.84 Other data Same store sales trend (6) 2.3 % 3.5 % 4.1 % 2.3 % 5.3 % Total square feet 2,082,000 2,040,000 2,040,000 2,026,000 2,091,000 Average total sq. ft. per store 56,000 54,000 54,000 55,000 55,000 Selling square feet 1,512,000 1,488,000 1,488,000 1,481,000 1,529,000 Sales per average square foot of selling space (7) $ 1,491 $ 1,460 $ 1,390 $ 1,349 $ 1,275 Number of stores 37 38 38 37 38 Sales per average number of stores (7) $ 58,475 $ 57,017 $ 55,635 $ 52,713 $ 53,284 Capital expenditures and acquisitions $ 63,113 $ 46,400 $ 43,270 $ 25,233 $ 54,495 (1) Includes pre-opening costs of $626 (net of tax) associated with opening of the Old Bridge, NJ ShopRite replacement store opened on March 17, 2024 and $1,466 (net of tax) non-cash impairment charges for long-lived assets due to the closure of the automated micro-fulfillment center in south NJ.
Biggest changeFor year July 26, 2025 July 27, 2024 July 29, 2023 July 30, 2022 July 31, 2021 Sales $ 2,320,690 $ 2,236,566 $ 2,166,654 $ 2,061,084 $ 2,030,330 Net income 56,380 (1) 50,462 (2) 49,716 (3) 26,830 (4) 19,994 (5) Net income as a % of sales 2.43 % 2.26 % 2.29 % 1.30 % 0.98 % Net income per share: Class A common stock: Basic $ 4.24 $ 3.78 $ 3.78 $ 2.06 $ 1.53 Diluted 3.81 3.40 3.38 1.84 1.37 Class B common stock: Basic 2.75 2.46 2.45 1.34 1.00 Diluted 2.75 2.46 2.45 1.34 1.00 Cash dividends per share: Class A 1.00 1.00 1.00 1.00 1.00 Class B 0.65 0.65 0.65 0.65 0.65 At year-end Total assets $ 1,003,711 $ 981,664 $ 967,706 $ 924,448 $ 889,004 Long-term debt 308,485 339,291 361,418 374,035 370,078 Working capital 23,840 25,485 67,714 79,796 44,023 Shareholders’ equity 491,964 447,559 410,166 372,109 341,473 Book value per share 33.34 30.32 27.61 25.64 23.48 Other data Same store sales trend (6) 2.1 % 2.3 % 3.5 % 4.1 % 2.3 % Total square feet 2,110,000 2,082,000 2,040,000 2,040,000 2,026,000 Average total sq. ft. per store 57,000 56,000 54,000 54,000 55,000 Selling square feet 1,533,000 1,512,000 1,488,000 1,488,000 1,481,000 Sales per average square foot of selling space (7) $ 1,524 $ 1,491 $ 1,460 $ 1,390 $ 1,349 Number of stores 37 37 38 38 37 Sales per average number of stores (7) $ 60,591 $ 58,475 $ 57,017 $ 55,635 $ 52,713 Capital expenditures and acquisitions $ 58,765 $ 63,113 $ 46,400 $ 43,270 $ 25,233 (1) Includes pre-opening costs of $470 (net of tax) associated with opening of the Watchung, NJ ShopRite replacement store opened on April 9, 2025, $1,005 (net of tax) of non-cash impairment charges on the long-lived assets of one Gourmet Garage store and assets held for sale, pension settlement gain of $595 (net of tax) and income of $359 (net of tax) related to rent concessions received on one store location to compensate for disruption in operations during redevelopment of the retail center.
The change in same store sales in fiscal 2021 excludes the impact of the 53rd week in fiscal 2021 and fiscal 2022 excludes the impact of the 53rd week in fiscal 2021.
The change in same store sales in fiscal 2021 excludes the impact of the 53rd week in fiscal 2021 and the change in same store sales in fiscal 2022 excludes the impact of the 53rd week in fiscal 2021.
Employees’ Retirement Plan, and a $342 (net of tax) gain on the sale of an equity investment. 8 (4) Includes a $2,802 (net of tax) gain on the sale of the leasehold interest in a non-supermarket related parking lot lease obtained as part of the Fairway acquisition, a gain on the sale of a pharmacy prescription list related to the Silver Spring store, net of store closing costs of $276 (net of tax), non-cash impairment charges for the Fairway trade name and the long lived assets for one Gourmet Garage store of $2,010 (net of tax), pension settlement charges of $409 (net of tax) and estimated net income of $417 due to the fiscal year including a 53rd week.
(5) Includes a $2,802 (net of tax) gain on the sale of the leasehold interest in a non-supermarket related parking lot lease obtained as part of the Fairway acquisition, a gain on the sale of a pharmacy prescription list related to the Silver Spring store, net of store closing costs of $276 (net of tax), non-cash impairment charges for the Fairway trade name and the long lived assets for one Gourmet Garage store of $2,010 (net of tax), pension settlement charges of $409 (net of tax) and estimated net income of $417 due to the fiscal year including a 53rd week.
(7) Amounts for the year ended July 27, 2024 exclude the results of the Old Bridge replacement store opened on March 17, 2024 and the closure of a Gourmet Garage location on November 1, 2023.
(7) Amounts for the year ended July 26, 2025 exclude the results of the Watchung replacement store opened on April 9, 2025. Amounts for the year ended July 27, 2024 exclude the results of the Old Bridge replacement store opened on March 17, 2024 and the closure of a Gourmet Garage location on November 1, 2023.
Amounts for the year ended July 30, 2022 exclude the results of the Gourmet Garage store opened in the West Village in Manhattan on April 29, 2022. Amounts for the year ended July 25, 2020 exclude the results of the Fairway stores acquired on May 14, 2020. Unaudited Quarterly Financial Data (Dollars in thousands except per share amounts).
Amounts for the year ended July 30, 2022 exclude the results of the Gourmet Garage store opened in the West Village in Manhattan on April 29, 2022. Unaudited Quarterly Financial Data (Dollars in thousands except per share amounts).
First Quarter Second Quarter Third Quarter Fourth Quarter Fiscal Year 2024 Sales $ 536,354 $ 575,579 $ 546,396 $ 578,237 $ 2,236,566 Gross profit 152,948 163,442 155,932 169,653 641,975 Net income 11,585 14,480 8,966 15,431 50,462 Net income per share: Class A common stock: Basic 0.87 1.09 0.67 1.16 3.78 Diluted 0.78 0.97 0.60 1.04 3.40 Class B common stock: Basic 0.56 0.71 0.44 0.75 2.46 Diluted 0.56 0.71 0.44 0.75 2.46 2023 Sales $ 519,689 $ 563,866 $ 529,294 $ 553,806 $ 2,166,654 Gross profit 149,285 154,879 151,223 161,063 616,450 Net income (loss) 11,081 12,322 11,017 15,296 49,716 Net income (loss) per share: Class A common stock: Basic 0.85 0.95 0.84 1.15 3.78 Diluted 0.76 0.85 0.75 1.03 3.38 Class B common stock: Basic 0.55 0.62 0.54 0.74 2.45 Diluted 0.55 0.62 0.54 0.74 2.45 9
First Quarter Second Quarter Third Quarter Fourth Quarter Fiscal Year 2025 Sales $ 557,697 $ 599,651 $ 563,669 $ 599,673 $ 2,320,690 Gross profit 161,878 170,006 162,181 168,901 662,966 Net income 12,803 16,896 11,161 15,520 56,380 Net income per share: Class A common stock: Basic 0.96 1.27 0.84 1.17 4.24 Diluted 0.86 1.14 0.75 1.05 3.81 Class B common stock: Basic 0.63 0.82 0.54 0.76 2.75 Diluted 0.63 0.82 0.54 0.76 2.75 2024 Sales $ 536,354 $ 575,579 $ 546,396 $ 578,237 $ 2,236,566 Gross profit 152,948 163,442 155,932 169,653 641,975 Net income (loss) 11,585 14,480 8,966 15,431 50,462 Net income (loss) per share: Class A common stock: Basic 0.87 1.09 0.67 1.16 3.78 Diluted 0.78 0.97 0.60 1.04 3.40 Class B common stock: Basic 0.56 0.71 0.44 0.75 2.46 Diluted 0.56 0.71 0.44 0.75 2.46 9
(2) Includes litigation settlement gains related to claims associated with the Fairway acquisition and liabilities associated thereto of $828 (net of tax). (3) Includes pension settlement charges of $8,556 (net of tax) including the result of the termination of the Village Super Market, Inc.
(4) Includes pension settlement charges of $8,556 (net of tax) including the result of the termination of the Village Super Market, Inc. Employees’ Retirement Plan, and a $342 (net of tax) gain on the sale of an equity investment.
Removed
(5) Includes a $1,911 (net of tax) gain for Superstorm Sandy insurance proceeds received, an $854 (net of tax) gain on the sale of pharmacy prescription lists related to three store pharmacies closed in March 2020, a $2,512 incremental benefit from a federal net operating loss carryback at a rate higher than the current statutory tax rate, a $1,423 (net of tax) gain arising from the breakup of Village’s initial “stalking horse” bid under the January 20, 2020 Fairway Asset Purchase Agreement, transaction costs incurred for the Fairway acquisition of $1,888 (net of tax), amortization of acquisition related inventory step-up of $355 (net of tax), a non-cash pension charge related to the termination of a company-sponsored pension plan and other pension settlement charges of $1,160 (net of tax), pre-opening costs related to the Stroudsburg, Pennsylvania replacement store of $891 (net of tax) and store closure costs and charges to write off the lease asset and related obligations for the old Stroudsburg store of $557 (net of tax).
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(2) Includes pre-opening costs of $626 (net of tax) associated with opening of the Old Bridge, NJ ShopRite replacement store opened on March 17, 2024 and $1,466 (net of tax) non-cash impairment charges for long-lived assets due to the closure of the automated micro-fulfillment center in south NJ. 8 (3) Includes litigation settlement gains related to claims associated with the Fairway acquisition and liabilities associated thereto of $828 (net of tax).

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe following tables reconciles Net income to Adjusted net income and Operating and administrative expenses to Adjusted operating and administrative expenses: Years ended July 27, 2024 July 29, 2023 Net Income $ 50,462 $ 49,716 Adjustments to Operating Expenses: Store pre-opening costs (1) $ 907 $ — Impairment of assets (2) 2,125 — Litigation settlement gain (3) — (1,200) Adjustments to Income Taxes: Tax impact of adjustments to operating expenses (940) 372 Adjusted net income $ 52,554 $ 48,888 Operating and administrative expenses $ 544,348 $ 516,902 Adjustments to operating and administrative expenses (907) 1,200 Adjusted operating and administrative expenses $ 543,441 $ 518,102 Adjusted operating and administrative expenses as a % of sales 24.30 % 23.91 % (1) Fiscal 2024 pre-opening costs are associated with opening of the Old Bridge, NJ ShopRite replacement store opened on March 17, 2024.
Biggest changeThe following tables reconcile Net income to Adjusted net income and Operating and administrative expenses to Adjusted operating and administrative expenses: 52 Weeks Ended July 26, 2025 July 27, 2024 Net Income $ 56,380 $ 50,462 Adjustments to Operating and Administrative Expenses: Store pre-opening costs (1) $ 684 $ 907 Pension settlement gain (2) (874) — Rent concession (3) (517) — Adjustments to Impairment of Assets: Impairment of assets (4) $ 1,462 $ 2,125 Adjustments to Income Taxes: Tax impact of special items $ (234) $ (940) Adjusted net income $ 56,901 $ 52,554 Operating and administrative expenses $ 555,038 $ 544,348 Adjustments to operating and administrative expenses 707 (907) Adjusted operating and administrative expenses $ 555,745 $ 543,441 Adjusted operating and administrative expenses as a % of sales 23.95 % 24.30 % (1) Fiscal 2025 pre-opening costs are associated with opening of the Watchung, NJ ShopRite replacement store that opened on April 9, 2025 and fiscal 2024 pre-opening costs are associated with the opening of the Old Bridge, NJ ShopRite replacement store that opened on March 17, 2024.
Wakefern has the right to prepay these notes at any time. Under certain conditions, the Company can require Wakefern to prepay the notes, although interest earned since inception would be reduced as if it was earned based on overnight money market rates as paid by Wakefern on demand deposits.
Wakefern has the right to prepay these notes at any time. Under certain conditions, the Company can require Wakefern to prepay the notes, although interest earned since inception would be reduced as if it was earned based on overnight money market rates as paid by Wakefern on demand deposits.
An interest rate swap with notional amounts equal to the term loan fixes the base SOFR at .26% per annum through May 4, 2027, resulting in a fixed effective interest rate of 1.72% on the term loan. • A secured $50,000 term loan issued on September 1, 2020 repayable in equal monthly installments based on a fifteen-year amortization schedule through September 1, 2035 and bearing interest at the applicable SOFR plus 1.61%.
An interest rate swap with notional amounts equal to the term loan fixes the base SOFR at .26% per annum through May 4, 2027, resulting in a fixed effective interest rate of 1.72% on the term loan. 15 • A secured $50,000 term loan issued on September 1, 2020 repayable in equal monthly installments based on a fifteen-year amortization schedule through September 1, 2035 and bearing interest at the applicable SOFR plus 1.61%.
Capital expenditures primarily include costs associated with the construction of the Old Bridge replacement store 14 that opened on March 17, 2024, the minor remodel of the Millburn, NJ ShopRite, two other replacement stores scheduled to open in fiscal 2025, the purchase of real estate and various technology, equipment and facility upgrades.
Capital expenditures primarily include costs associated with the construction of the Old Bridge replacement store that opened on March 17, 2024, the minor remodel of the Millburn, NJ ShopRite, two other replacement stores scheduled to open in fiscal 2025, the purchase of real estate and various technology, equipment and facility upgrades.
Online grocery ordering for in-store pick up or home delivery is available in all of our ShopRite stores through shoprite.com, the ShopRite app or through third party service providers. Additionally, the ShopRite Order Express app enables customers to pre-order deli, catering, specialty occasion cakes and other items.
Online grocery ordering for in-store pick up or home delivery is available in all of our ShopRite stores through either shoprite.com, the ShopRite app or through third party service providers. Additionally, the ShopRite Order Express app enables customers to pre-order deli, catering, specialty occasion cakes and other items.
On February 15, 2024, notes receivable due from Wakefern of $33,338 that earned interest at the prime rate plus .75% matured. 18 The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
On February 15, 2024, notes receivable due from Wakefern of $33,338 that earned interest at the prime rate plus .75% matured. The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
Results of operations may be materially adversely impacted by inflation, deflation, interest rate fluctuations, movements in energy costs, social programs, minimum wage legislation, labor shortages, changing demographics, natural disasters, terrorist attacks, the outbreak of pandemics or other illnesses, disruptions to supply chains and disturbances due to social unrest, geopolitical conflict and political instability. • Village purchases substantially all of its merchandise from Wakefern.
Results of operations may be materially adversely impacted by inflation, deflation, interest rate fluctuations, movements in energy costs, social programs, minimum wage legislation, changes in tariffs, labor shortages, changing demographics, natural disasters, terrorist attacks, the outbreak of pandemics or other illnesses, disruptions to supply chains and disturbances due to social unrest, geopolitical conflict and political instability. • Village purchases substantially all of its merchandise from Wakefern.
Both fiscal 2024 and 2023 contain 52 weeks. 10 NON-GAAP MEASURES The accompanying Consolidated Financial Statements, including the related notes, are presented in accordance with generally accepted accounting principles ("GAAP"). We provide non-GAAP measures, including Adjusted net income and Adjusted operating and administrative expenses as management believes these supplemental measures are useful to investors and analysts.
Both fiscal 2025 and 2024 contain 52 weeks. 10 NON-GAAP MEASURES The accompanying Consolidated Financial Statements, including the related notes, are presented in accordance with generally accepted accounting principles ("GAAP"). We provide non-GAAP measures, including Adjusted net income and Adjusted operating and administrative expenses as management believes these supplemental measures are useful to investors and analysts.
IMPAIRMENT OF ASSETS Impairment of assets in fiscal 2024 includes non-cash charges for long-lived assets at the automated micro-fulfillment center which was closed in September 2024. 12 INTEREST EXPENSE Interest expense decreased in fiscal 2024 compared to fiscal 2023 due primarily to lower average outstanding debt balances.
Impairment of assets in fiscal 2024 includes non-cash charges for long-lived assets at the automated micro-fulfillment center which was closed in September 2024. 12 INTEREST EXPENSE Interest expense decreased in fiscal 2025 compared to fiscal 2024 due primarily to lower average outstanding debt balances.
The Company undertakes no obligation to update forward-looking statements to reflect developments or information obtained after the date hereof. • We expect the increase in same store sales to range from 1.0% to 3.0% in fiscal 2025. 16 • We have budgeted $75,000 for capital expenditures in fiscal 2025.
The Company undertakes no obligation to update forward-looking statements to reflect developments or information obtained after the date hereof. • We expect the increase in same store sales to range from 1.0% to 3.0% in fiscal 2026. • We have budgeted $75,000 for capital expenditures in fiscal 2026.
The Company utilizes valuation techniques, such as earnings multiples, in addition to the Company’s market capitalization, to assess goodwill for impairment. Calculating the fair value of a reporting unit requires the use of estimates. Management believes the fair value of Village’s one reporting unit exceeds its carrying value at July 27, 2024.
The Company utilizes valuation techniques, such as earnings multiples, in addition to the Company’s market capitalization, to assess goodwill for impairment. Calculating the fair value of a reporting unit requires the use of estimates. Management believes the fair value of Village’s one reporting unit exceeds its carrying value at July 26, 2025.
To promote production efficiency, product quality and consistency, the Company operates a centralized commissary supplying certain products in deli, bakery, prepared foods and other perishable product categories to all stores. The Company’s stores, eight of which are owned, average 56,000 total square feet.
To promote production efficiency, product quality and consistency, the Company operates a centralized commissary supplying certain products in deli, bakery, prepared foods and other perishable product categories to all stores. The Company’s stores, nine of which are owned, average 57,000 total square feet.
Dividends in fiscal 2024 consist of $1.00 per Class A common share and $.65 per Class B common share. During fiscal 2023, Village paid cash dividends of $13,193. Dividends in fiscal 2023 consist of $1.00 per Class A common share and $.65 per Class B common share. OUTLOOK This annual report contains certain forward-looking statements about Village’s future performance.
Dividends in fiscal 2025 consist of $1.00 per Class A common share and $.65 per Class B common share. During fiscal 2024, Village paid cash dividends of $13,341. Dividends in fiscal 2024 consist of $1.00 per Class A common share and $.65 per Class B common share. OUTLOOK This annual report contains certain forward-looking statements about Village’s future performance.
The Credit Facility also provides for up to $25,000 of letters of credit ($7,336 outstanding at July 27, 2024), which secure obligations for store leases and construction performance guarantees to municipalities. The Credit Facility contains covenants that, among other conditions, require a minimum tangible net worth, a minimum fixed charge coverage ratio and a maximum adjusted debt to EBITDAR ratio.
The Credit Facility also provides for up to $25,000 of letters of credit ($7,438 outstanding at July 26, 2025), which secure obligations for store leases and construction performance guarantees to municipalities. The Credit Facility contains covenants that, among other conditions, require a minimum tangible net worth, a minimum fixed charge coverage ratio and a maximum adjusted debt to EBITDAR ratio.
Based on current trends, the Company believes cash and cash equivalents on hand at July 27, 2024, operating cash flow and availability under our Credit Facility are sufficient to meet our liquidity needs for the next twelve months and for the foreseeable future beyond the next twelve months. During fiscal 2024, Village paid cash dividends of $13,341.
Based on current trends, the Company believes cash and cash equivalents on hand at July 26, 2025, operating cash flow and availability under our Credit Facility are sufficient to meet our liquidity needs for the next twelve months and for the foreseeable future beyond the next twelve months. During fiscal 2025, Village paid cash dividends of $13,308.
Indebtedness under this agreement bears interest at the applicable Secured Overnight Financing Rate ("SOFR") plus 1.10% and expires on May 6, 2025. 15 • An unsecured $25,500 term loan issued on May 12, 2020, repayable in equal monthly installments based on a seven-year amortization schedule through May 4, 2027 and bearing interest at the applicable SOFR plus 1.46%.
Indebtedness under this agreement bears interest at the applicable Secured Overnight Financing Rate ("SOFR") plus 1.25% and expires on April 30, 2030. • An unsecured $25,500 term loan issued on May 12, 2020, repayable in equal monthly installments based on a seven-year amortization schedule through May 4, 2027 and bearing interest at the applicable SOFR plus 1.46%.
During fiscal 2022 the Company entered into a partnership agreement for a 30% interest in the development of a retail center in Old Bridge, New Jersey, which includes the Village Old Bridge replacement store with an operating lease obligation of $4,374 as of July 27, 2024.
During fiscal 2022 the Company entered into a partnership agreement for a 30% interest in the development of a retail center in Old Bridge, New Jersey, which includes the Village Old Bridge replacement store with an operating lease obligation of $4,328 as of July 26, 2025.
The Company’s primary sources of liquidity in fiscal 2025 are expected to be cash and cash equivalents on hand at July 27, 2024 and operating cash flow generated in fiscal 2025.
The Company’s primary sources of liquidity in fiscal 2026 are expected to be cash and cash equivalents on hand at July 26, 2025 and operating cash flow generated in fiscal 2026.
As part of this agreement, Village is required to purchase certain amounts of Wakefern common stock. At July 27, 2024, the Company’s indebtedness to Wakefern for the outstanding amount of this stock subscription was $1,662. The maximum per store investment is currently $975.
As part of this agreement, Village is required to purchase certain amounts of Wakefern common stock. At July 26, 2025, the Company’s indebtedness to Wakefern for the outstanding amount of this stock subscription was $946. The maximum per store investment is currently $975.
At July 27, 2024, Village had demand deposits invested at Wakefern in the amount of $97,126. These deposits earn overnight money market rates. Credit Facility The Company has a credit facility (the “Credit Facility”) with Wells Fargo National Bank, National Association (“Wells Fargo”).
At July 26, 2025, Village had demand deposits invested at Wakefern in the amount of $92,003. These deposits earn overnight money market rates. Credit Facility The Company has a credit facility (the “Credit Facility”) with Wells Fargo National Bank, National Association (“Wells Fargo”).
Adjusted net income increased 7% compared to the prior year due primarily to the 2.3% increase in same store sales, improvements in gross profit and increased interest income. 13 CRITICAL ACCOUNTING POLICIES Critical accounting policies are those accounting policies that management believes are important to the portrayal of the Company’s financial condition and results of operations.
Adjusted net income increased 8% compared to the prior year due primarily to the 2.1% increase in same store sales and improvements in operating margin. 13 CRITICAL ACCOUNTING POLICIES Critical accounting policies are those accounting policies that management believes are important to the portrayal of the Company’s financial condition and results of operations.
The patronage dividend receivable based on these estimates was $16,068 and $12,466 at July 27, 2024 and July 29, 2023, respectively. RECENTLY ISSUED ACCOUNTING STANDARDS For the disclosure related to recently issued accounting standards, see Note 1 to the consolidated financial statements.
The patronage dividend receivable based on these estimates was $14,144 and $16,068 at July 26, 2025 and July 27, 2024, respectively. RECENTLY ISSUED ACCOUNTING STANDARDS For the disclosure related to recently issued accounting standards, see Note 1 to the consolidated financial statements.
LIQUIDITY and CAPITAL RESOURCES CASH FLOWS Net cash provided by operating activities was $80,849 in fiscal 2024 compared to $104,513 in fiscal 2023. The change in cash flows from operating activities in fiscal 2024 was primarily due to changes in working capital partially offset by an increase in net income.
LIQUIDITY and CAPITAL RESOURCES CASH FLOWS Net cash provided by operating activities was $93,222 in fiscal 2025 compared to $80,849 in fiscal 2024. The change in cash flows from operating activities in fiscal 2025 was primarily due an increase in net income and changes in working capital.
The Company was in compliance with all covenants of the credit agreement at July 27, 2024. As of July 27, 2024, $67,664 remained available under the unsecured revolving line of credit.
The Company was in compliance with all covenants of the credit agreement at July 26, 2025. As of July 26, 2025, $67,562 remained available under the unsecured revolving line of credit.
Working capital changes, including Other assets and liabilities, decreased cash flows from operating activities by $11,340 in fiscal 2024 compared to an increase of $15,021 in fiscal 2023. The change in impact of working capital is due primarily to the timing of tax payments.
Working capital changes, including Other assets and liabilities, decreased cash flows from operating activities by $7,922 in fiscal 2025 compared to a decrease of $11,340 in fiscal 2024. The change in impact of working capital is due primarily to the timing of tax payments.
Village paid aggregate rents to three of these partnerships for leased stores of $1,827 and $1,568 in fiscal 2024 and 2023, respectively, and has aggregate lease obligations of $15,733 at July 27, 2024 related to these leases. 19
Village paid aggregate rents to three of these partnerships for leased stores of $2,159 and $1,827 in fiscal 2025 and 2024, respectively, and has aggregate lease obligations of $15,050 at July 26, 2025 related to these leases. 19
This program has included store remodels as well as the opening or acquisition of additional stores. When remodeling, Village has sought, whenever possible, to increase the amount of selling space in its stores. On March 17, 2024, we opened an 83,000 sq. ft. replacement ShopRite store in Old Bridge, NJ, that replaced our existing 32,000 sq. ft. store.
This program has included store remodels as well as the opening or acquisition of additional stores. When remodeling, Village has sought, whenever possible, to increase the amount of selling space in its stores. On April 9, 2025, we opened a 72,000 sq. ft. replacement ShopRite store in Watchung, NJ, that replaced an existing 44,000 sq. ft. store.
GROSS PROFIT Gross profit as a percentage of sales increased to 28.70% in fiscal 2024 compared to 28.45% in fiscal 2023 due primarily to increased departmental gross margin percentages (.21%), increased patronage dividends and rebates received from Wakefern (.13%), decreased warehouse assessment charges from Wakefern (.10%) and lower LIFO charges (.09%) partially offset by higher promotional spending (.18%) and an unfavorable change in product mix (.11%).
GROSS PROFIT Gross profit as a percentage of sales decreased to 28.57% in fiscal 2025 compared to 28.70% in fiscal 2024 due primarily to an unfavorable change in product mix (.15%), higher promotional spending (.08%) and decreased departmental gross margin percentages (.06%) partially offset by higher patronage dividends and rebates received from Wakefern (.07%) and decreased warehouse assessment charges from Wakefern (.09%).
Additional information is provided in Note 3 to the consolidated financial statements. On August 15, 2022, notes receivable due from Wakefern of $28,850 that earned interest at the prime rate plus 1.25% matured.
Additional information is provided in Note 3 to the consolidated financial statements. On February 15, 2024, notes receivable due from Wakefern of $33,338 that earned interest at the prime rate plus .75% matured.
INTEREST INCOME Interest income increased in fiscal 2024 compared to fiscal 2023 due primarily to higher interest rates and larger amounts invested in variable rate notes receivable from Wakefern and demand deposits invested at Wakefern. INCOME TAXES The Company’s effective income tax rate was 30.6% in fiscal 2024 compared to 31.6% in fiscal 2023.
INTEREST INCOME Interest income decreased in fiscal 2025 compared to fiscal 2024 due primarily to lower interest rates earned on variable rate notes receivable from Wakefern and demand deposits invested at Wakefern. INCOME TAXES The effective income tax rate was 31.1% in fiscal 2025 compared to 30.6% in fiscal 2024.
We have budgeted $75,000 for capital expenditures in fiscal 2025. Planned expenditures include costs for construction of replacement stores in both East Orange, NJ and Watchung, NJ, real estate purchases, several smaller store remodels and merchandising initiatives and various technology, equipment and facility upgrades.
We have budgeted $75,000 for capital expenditures in fiscal 2026. Planned expenditures include costs for construction of a replacement store in East Orange, NJ expected to open in fiscal 2026, construction of a replacement store expected to open in fiscal 2027, several smaller store remodels and merchandising initiatives and various technology, equipment and facility upgrades.
On November 1, 2023, Village closed an 8,400 sq. ft. Gourmet Garage store located in New York City. The impact associated with the closure and ongoing results of operating were not material to Village’s consolidated financial statements.
Gourmet Garage store located in New York City. The impact associated with the closure and ongoing results of operating were not material to Village’s consolidated financial statements.
At July 27, 2024, the Company held variable rate notes receivable due from Wakefern of $33,740 that earn interest at the prime rate plus .50% and mature on August 15, 2027, $34,829 that earn interest at the prime rate plus .50% and mature on September 28, 2027, and $34,293 that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
At July 26, 2025, the Company held variable rate notes receivable due from Wakefern of $36,634 that earn interest at the prime rate plus .50% and mature on August 15, 2027, $37,817 that earn interest at the prime rate plus .50% and mature on September 28, 2027, and $36,754 that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
Planned expenditures include costs for construction of replacement stores in both East Orange, NJ and Watchung, NJ, real estate purchases, several smaller store remodels and merchandising initiatives and various technology, equipment and facility upgrades. • The Board’s current intention is to continue to pay quarterly dividends in 2025 at the most recent rate of $.25 per Class A and $.1625 per Class B share. • We believe cash and cash equivalents on hand, operating cash flow and the Company's Credit Facility will be adequate to meet anticipated requirements for working capital, capital expenditures and debt payments for the foreseeable future. • We expect our effective income tax rate in fiscal 2025 to be in the range of 31.0% - 32.0%.
The Company’s primary sources of liquidity in fiscal 2026 are expected to be cash and cash equivalents on hand at July 26, 2025 and operating cash flow generated in fiscal 2026. • The Board’s current intention is to continue to pay quarterly dividends in fiscal 2026 at the most recent rate of $.25 per Class A and $.1625 per Class B share. • We believe cash and cash equivalents on hand, operating cash flow and the Company's Credit Facility will be adequate to meet anticipated requirements for working capital, capital expenditures and debt payments for the foreseeable future. • We expect our effective income tax rate in fiscal 2026 to be in the range of 31.0% - 32.0%.
The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the SOFR plus 2.25% and mature on February 15, 2029. 18 At July 26, 2025, the Company held variable rate notes receivable due from Wakefern of $36,634 that earn interest at the prime rate plus .50% and mature on August 15, 2027, $37,817 that earn interest at the prime rate plus .50% and mature on September 28, 2027, and $36,754 that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
(3) Fiscal 2023 litigation settlement gains are related to claims associated with the Fairway acquisition and liabilities associated thereto. 11 RESULTS OF OPERATIONS The following table sets forth the components of the consolidated statements of operations of the Company as a percentage of sales: July 27, 2024 July 29, 2023 Sales 100.00 % 100.00 % Cost of sales 71.30 % 71.55 % Gross profit 28.70 % 28.45 % Operating and administrative expense 24.34 % 23.86 % Depreciation and amortization 1.48 % 1.58 % Impairment of assets 0.10 % — % Operating income 2.78 % 3.01 % Interest expense (0.18) % (0.19) % Interest income 0.66 % 0.53 % Income before income taxes 3.26 % 3.35 % Income taxes 1.00 % 1.06 % Net income 2.26 % 2.29 % SALES Sales were $2,236,566 in fiscal 2024 compared to $2,166,654 in fiscal 2023.
Fiscal 2024 includes non-cash impairment charges for long-lived assets due to the closure of the automated micro-fulfillment center in south NJ. 11 RESULTS OF OPERATIONS The following table sets forth the components of the consolidated statements of operations of the Company as a percentage of sales: July 26, 2025 July 27, 2024 Sales 100.00 % 100.00 % Cost of sales 71.43 % 71.30 % Gross profit 28.57 % 28.70 % Operating and administrative expense 23.92 % 24.34 % Depreciation and amortization 1.48 % 1.48 % Impairment of assets 0.06 % 0.10 % Operating income 3.11 % 2.78 % Interest expense (0.16) % (0.18) % Interest income 0.58 % 0.66 % Income before income taxes 3.53 % 3.26 % Income taxes 1.10 % 1.00 % Net income 2.43 % 2.26 % SALES Sales were $2,320,690 in fiscal 2025 compared to $2,236,566 in fiscal 2024.
During fiscal 2023, Village used cash to fund capital expenditures of $46,400, dividends of $13,193, principal payments of long-term debt of $10,446, treasury stock purchases of $3,739, an investment in a real estate partnership for the development of a retail center in Old Bridge, New Jersey of $5,865 and additional net investments of $36,425 in notes receivable from Wakefern.
During fiscal 2025, Village used cash to fund capital expenditures of $58,765, dividends of $13,308, principal payments of long-term debt of $11,006, purchase of lease right-of-use assets of $8,133, additional net investments of $8,343 in notes receivable from Wakefern and an investment in a real estate partnership for the development of a retail center in Old Bridge, New Jersey of $339.
Sales increased due primarily to an increase in same store sales of 2.3% and the opening of the Old Bridge, NJ replacement store on March 17, 2024 partially offset by the impact of the closure of a Gourmet Garage location on November 1, 2023.
Sales increased due to an increase in same store sales of 2.1%, the opening of the Watchung, NJ replacement store on April 9, 2025 and the opening of the Old Bridge, NJ replacement store on March 17, 2024.
Same store sales increased due primarily to retail price inflation, digital sales growth, higher pharmacy sales and continued growth in recently remodeled stores. New stores, replacement stores and stores with banner changes are included in same store sales in the quarter after the store has been in operation for four full quarters.
New stores, replacement stores and stores with banner changes are included in same store sales in the quarter after the store has been in operation for four full quarters. Store renovations and expansions are included in same store sales immediately.
The Company paid rent to related parties under this lease of $735 in both fiscal 2024 and 2023, respectively, and has a related lease obligation of $1,144 at July 27, 2024. This lease expires in fiscal 2026 with options to extend at increasing annual rents. The Company has ownership interests in four real estate partnerships.
This lease expires in fiscal 2026 with options to extend at increasing annual rents. The Company has ownership interests in four real estate partnerships.
The effective tax rate decreased in fiscal 2024 compared to fiscal 2023 due primarily to increased estimated work opportunity tax credits and a favorable deferred tax asset revaluation to reflect changes in state tax rates. NET INCOME Net income was $50,462 in fiscal 2024 compared to $49,716 in fiscal 2023.
The increase in the effective income tax rate is due to the prior year including a favorable deferred tax asset revaluation to reflect changes in state tax rates. NET INCOME Net income was $56,380 in fiscal 2025 compared to $50,462 in fiscal 2024. Adjusted net income was $56,901 in fiscal 2025 compared to $52,554 in fiscal 2024.
Village will fund its share of project costs estimated to be $15,000 to $20,000 over the two to three year life of the project. As of July 27, 2024, Village has invested $17,355 into the real estate partnership, which is accounted for as an equity method investment included in Investments in Real Estate Partnerships on the consolidated balance sheet.
As of July 26, 2025, Village has invested $17,694 into the real estate partnership, which is accounted for as an equity method investment included in Investments in Real Estate Partnerships on the consolidated balance sheet. No additional equity investment is expected for this partnership.
LIQUIDITY and DEBT Working capital was $25,485 at July 27, 2024 compared to $67,714 at July 29, 2023. Working capital ratios at the same dates were 1.15 and 1.38 to one, respectively.
LIQUIDITY and DEBT Working capital was $23,840 at July 26, 2025 compared to $25,485 at July 27, 2024. Working capital ratios at the same dates were 1.13 and 1.15 to one, respectively. The Company’s working capital needs are reduced, since inventories are generally sold by the time payments to Wakefern and other suppliers are due.
On August 14, 2022, we converted the Pelham, NY store from the Fairway banner to the ShopRite banner and a major remodel of the store was completed in late October 2022. The Company operated an automated micro-fulfillment center to facilitate online order fulfillment for the south New Jersey stores that was closed on September 1, 2024.
On March 17, 2024, we opened an 83,000 sq. ft. replacement ShopRite store in Old Bridge, NJ, that replaced our existing 32,000 sq. ft. store. The Company operated an automated micro-fulfillment center to facilitate online order fulfillment for the south New Jersey stores that was closed on September 1, 2024. On November 1, 2023, Village closed an 8,400 sq. ft.
Department gross margins increased due primarily to pricing initiatives and improvements in commissary operations partially offset by higher inventory shrink. OPERATING AND ADMINISTRATIVE EXPENSE Operating and administrative expense as a percentage of sales increased to 24.34% in fiscal 2024 compared to 23.86% in fiscal 2023.
OPERATING AND ADMINISTRATIVE EXPENSE Operating and administrative expense as a percentage of sales decreased to 23.92% in fiscal 2025 compared to 24.34% in fiscal 2024. Adjusted operating and administrative expense as a percentage of sales decreased to 23.95% in fiscal 2025 compared to 24.30% in fiscal 2024.
(2) Fiscal 2024 includes non-cash impairment charges for long-lived assets due to the closure of the automated micro-fulfillment center in south NJ.
DEPRECIATION AND AMORTIZATION Depreciation and amortization expense increased in fiscal 2025 compared to fiscal 2024 due primarily to capital expenditures. IMPAIRMENT OF ASSETS Impairment of assets in fiscal 2025 includes non-cash impairment charges on the long-lived assets of one Gourmet Garage store and assets held for sale.
Removed
Store renovations and expansions are included in same store sales immediately.
Added
(2) Fiscal 2025 includes a pension settlement gain related to lump sum payments made under an unfunded, non-qualified company sponsored defined benefit plan. (3) Fiscal 2025 includes income related to rent concessions received on one store location to compensate for disruption in operations during redevelopment of the retail center.
Removed
Adjusted operating and administrative expense as a percentage of sales increased to 24.30% in fiscal 2024 compared to 23.91% in fiscal 2023 due primarily to increased labor costs and fringe benefits (.21%), increased external fees associated with digital sales growth (.08%), expanded store security (.06%) and software licensing associated with retail and commissary technology investments (.05%).
Added
(4) Fiscal 2025 includes non-cash impairment charges on the long-lived assets of one Gourmet Garage store and assets held for sale.
Removed
Higher labor and fringe benefit costs are due primarily to minimum wage and demand driven pay rate increases and higher union health and welfare plan costs. DEPRECIATION AND AMORTIZATION Depreciation and amortization expense decreased in fiscal 2024 compared to fiscal 2023 due primarily to the timing of capital expenditures.
Added
Same store sales increased due primarily to digital sales growth, continued growth in recently remodeled stores, higher pharmacy sales and inflation in the meat and dairy departments. These increases were partially offset by cannibalization of existing stores from the Watchung replacement store opening and recent competitive store openings.
Removed
Adjusted net income was $52,554 in fiscal 2024 compared to $48,888 in fiscal 2023.
Added
The decrease in Adjusted operating and administrative expenses is due primarily to lower employee costs (.16%), sales leverage on occupancy and facility costs (.13%), lower facility insurance costs (.06%) and reduced supply spending (.06%) partially offset by higher utility rates (.07%).
Removed
Capital expenditures primarily include costs associated with the remodel and conversion of the Pelham, NY Fairway to the ShopRite banner, the new Gourmet Garage store in the West Village of New York City, the purchase of the Vineland store shopping center, costs for construction of the Old Bridge replacement store, installation of electronic shelf labels, continued expansion of self-checkout, and various technology, equipment and facility upgrades.
Added
Capital expenditures primarily include costs associated with construction of a replacement store in 14 Watchung, NJ that opened on April 9, 2025, a replacement store in East Orange, NJ expected to open in fiscal 2026, the purchase of the real estate of the Springfield, NJ store, several smaller remodels and merchandising initiatives, and various technology, equipment and facility upgrades.
Removed
The decrease in working capital in fiscal 2024 compared to fiscal 2023 is due primarily to $33,338 in notes receivable from Wakefern that matured on February 15, 2024 and were reinvested in long-term notes receivable from Wakefern. The Company’s working capital needs are reduced, since inventories are generally sold by the time payments to Wakefern and other suppliers are due.
Added
The Company also acquired lease right-of-use assets for a potential future store location.
Removed
On August 15, 2022, notes receivable due from Wakefern of $28,850 that earned interest at the prime rate plus 1.25% matured. The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the prime rate plus .50% and mature on August 15, 2027.
Added
Planned expenditures include costs for construction of a replacement store in East Orange, NJ expected to open in fiscal 2026, construction of a replacement store expected to open in fiscal 2027, several smaller store remodels and merchandising initiatives and various technology, equipment 16 and facility upgrades.
Removed
On September 28, 2022, the Company invested an additional $30,000 in variable rate notes receivable from Wakefern that earn interest at the prime rate plus .50% and mature on September 28, 2027. On February 15, 2024, notes receivable due from Wakefern of $33,338 that earned interest at the prime rate plus .75% matured.
Added
As disclosed under the heading “Legal Proceedings”, we are currently engaged in litigation with Wakefern. At this time, we are unable to assess the impact of the litigation on our results of operations. At July 26, 2025, Village had demand deposits invested at Wakefern in the amount of $92,003. These deposits earn overnight money market rates.
Removed
The Company invested all of the proceeds received in variable rate notes receivable from Wakefern that earn interest at the prime rate plus .50% and mature on August 15, 2027.
Added
The Company leases a supermarket from a realty firm 30% owned by certain Village officers and members of the Board of Directors. The Company paid rent to related parties under this lease of $735 in both fiscal 2025 and 2024, respectively, and has a related lease obligation of $425 at July 26, 2025.
Removed
On September 28, 2022, the Company invested an additional $30,000 in variable rate notes receivable from Wakefern that earn interest at the prime rate plus .50% and mature on September 28, 2027.
Removed
At July 27, 2024, the Company held variable rate notes receivable due from Wakefern of $33,740 that earn interest at the prime rate plus .50% and mature on August 15, 2027, $34,829 that earn interest at the prime rate plus .50% and mature on September 28, 2027, and $34,293 that earn interest at the SOFR plus 2.25% and mature on February 15, 2029.
Removed
At July 27, 2024, Village had demand deposits invested at Wakefern in the amount of $97,126. These deposits earn overnight money market rates. The Company subleased the Vineland store from Wakefern under a sublease agreement which provided for annual rent of $413 in fiscal 2023. The sublease contained normal periodic rent increases and options to extend the lease.
Removed
The sublease agreement was terminated upon the acquisition of the Vineland store shopping center in fiscal 2023. The Company leases a supermarket from a realty firm 30% owned by certain officers of Village.

Other VLGEA 10-K year-over-year comparisons