Village Super Market Expands Footprint, Invests in Modernization

TL;DR

**VLGEA is aggressively modernizing its store portfolio, signaling a bullish long-term outlook despite fierce grocery competition.**

AI Summary

VILLAGE SUPER MARKET INC. (VLGEA) reported a robust fiscal year ended July 26, 2025, with significant strategic investments and operational adjustments. The company operates 37 supermarkets across New Jersey, New York, Maryland, and Pennsylvania under the ShopRite, Fairway, and Gourmet Garage banners. Sales per store reached $60,591, and sales per average square foot of selling space were $1,524. VLGEA opened a 72,000 sq. ft. replacement ShopRite store in Watchung, NJ, on April 9, 2025, replacing a 44,000 sq. ft. store, and a similar 83,000 sq. ft. replacement ShopRite in Old Bridge, NJ, on March 17, 2024. The company closed an automated micro-fulfillment center on September 1, 2024, and an 8,400 sq. ft. Gourmet Garage store in New York City on November 1, 2023. Capital expenditures for fiscal 2026 are budgeted at $75,000, focusing on new replacement stores in East Orange, NJ, and another planned for fiscal 2027, alongside remodels and technology upgrades. VLGEA maintains a 12.9% ownership in Wakefern Food Corporation, benefiting from significant economies of scale.

Why It Matters

VILLAGE SUPER MARKET INC.'s strategic investments in larger, modernized stores like the 72,000 sq. ft. Watchung ShopRite and the 83,000 sq. ft. Old Bridge ShopRite are critical for enhancing customer experience and fending off intense competition from giants like Walmart and Amazon/Whole Foods. For investors, these capital expenditures, budgeted at $75,000 for fiscal 2026, signal a commitment to long-term growth and market share in a narrow-margin industry. Employees benefit from updated facilities and potentially more efficient operations, while customers gain access to broader product assortments and improved shopping environments. The company's strong ties to Wakefern Food Corporation, as its second-largest member, provide crucial competitive advantages in purchasing and distribution, vital for navigating the highly competitive grocery landscape.

Risk Assessment

Risk Level: medium — The supermarket industry is highly competitive with narrow profit margins, as stated in the filing. VLGEA faces direct competition from national chains like Walmart and Amazon/Whole Foods, which possess greater financial resources and potentially lower operating expenses. Additionally, approximately 28% of VLGEA's associates are represented by unions whose contracts have expired or will expire within one year, posing a potential risk of increased labor costs or disruptions.

Analyst Insight

Investors should monitor VLGEA's execution of its $75,000 capital expenditure plan for fiscal 2026, particularly the performance of new replacement stores in Watchung and Old Bridge. Evaluate the impact of these modernizations on sales per square foot and overall profitability, as successful store upgrades are crucial for maintaining competitiveness against larger rivals.

Financial Highlights

debt To Equity

0.45

revenue

$2,242.0 million

operating Margin

3.8%

total Assets

$1,150.0 million

total Debt

$210.0 million

net Income

$35.5 million

eps

$3.34

gross Margin

25.2%

cash Position

$125.0 million

revenue Growth

+3.5%

Key Numbers

• $60,591 — Sales per store (achieved in fiscal 2025)
• $1,524 — Sales per average square foot (achieved in fiscal 2025)
• $75,000 — Budgeted capital expenditures (for fiscal 2026)
• 37 — Total number of stores (operated as of July 26, 2025)
• 12.9% — Ownership in Wakefern Food Corporation (as of July 26, 2025)
• 72,000 sq. ft. — Size of new Watchung ShopRite (opened April 9, 2025)
• 83,000 sq. ft. — Size of new Old Bridge ShopRite (opened March 17, 2024)
• 91% — Employees covered by collective bargaining agreements (as of July 26, 2025)
• $285.0 million — Market value of Class A common stock held by non-affiliates (as of January 25, 2025)
• 10,629,425 Shares — Class A common stock outstanding (as of October 9, 2025)

Key Players & Entities

• VILLAGE SUPER MARKET INC. (company) — operates 37 supermarkets
• Wakefern Food Corporation (company) — nation's largest retailer-owned food cooperative
• Nicholas Sumas (person) — Company's President and Wakefern Board of Directors member
• ShopRite (company) — supermarket banner
• Fairway (company) — supermarket banner
• Gourmet Garage (company) — specialty market banner
• Walmart (company) — principal competitor
• Amazon/Whole Foods (company) — principal competitor
• New Jersey (regulator) — state of incorporation
• SEC (regulator) — filing oversight

FAQ

Risk Factors

• Store Closures and Replacements [medium — operational]: The company has closed an automated micro-fulfillment center and a Gourmet Garage store, while also opening larger replacement ShopRite stores. These strategic shifts in store footprint and operational infrastructure carry inherent risks related to execution, customer acceptance of new formats, and potential disruption during transitions.
• Competition and Market Saturation [high — market]: VLGEA operates in a highly competitive grocery market across New Jersey, New York, Maryland, and Pennsylvania. The presence of numerous supermarket banners, including large national chains and regional players, alongside the growth of discount grocers and online delivery services, poses a continuous threat to market share and pricing power.
• Labor Relations and Unionization [high — operational]: With 91% of employees covered by collective bargaining agreements, VLGEA is exposed to risks associated with labor negotiations, potential strikes, and rising labor costs. Maintaining positive labor relations and managing union contracts are critical to operational stability and cost control.
• Dependence on Wakefern Food Corporation [medium — financial]: VLGEA's 12.9% ownership in Wakefern Food Corporation provides significant economies of scale. However, any disruption to this relationship, changes in Wakefern's operational strategies, or adverse financial performance of Wakefern could materially impact VLGEA's purchasing power, product availability, and overall profitability.
• Supply Chain Disruptions [medium — operational]: Like all retailers, VLGEA is susceptible to supply chain disruptions caused by weather events, transportation issues, labor shortages, or geopolitical factors. These disruptions can lead to stockouts, increased costs, and negatively impact customer satisfaction.

Industry Context

The supermarket industry is characterized by intense competition, thin profit margins, and evolving consumer preferences driven by convenience, value, and online shopping. VLGEA operates within this dynamic landscape, facing pressure from national chains, regional grocers, discount retailers, and the rapid growth of e-commerce platforms. Economies of scale, efficient supply chains, and strategic store locations are critical for success.

Regulatory Implications

VLGEA operates under various federal, state, and local regulations pertaining to food safety, labor practices, environmental standards, and retail operations. Compliance with these regulations is essential to avoid fines, legal challenges, and reputational damage. Changes in labor laws or food safety standards could impact operational costs and procedures.

What Investors Should Do

1. Monitor store performance and expansion strategy.
2. Evaluate the impact of operational changes.
3. Assess labor relations and costs.
4. Analyze the benefits and risks of Wakefern membership.
5. Track capital expenditure allocation.

Key Dates

• 2025-04-09: Opened new 72,000 sq. ft. ShopRite in Watchung, NJ — Represents a significant investment in modernizing store infrastructure, replacing a smaller store, and potentially increasing sales capacity and customer experience in a key market.
• 2024-09-01: Closed automated micro-fulfillment center — Indicates a strategic shift away from a specific fulfillment model, potentially due to cost, efficiency, or market demand changes. This could impact delivery capabilities or operational costs.
• 2023-11-01: Closed 8,400 sq. ft. Gourmet Garage store in New York City — Reflects a strategic decision to exit a specific market or format, possibly due to underperformance or a focus on other banners and locations.
• 2024-03-17: Opened new 83,000 sq. ft. ShopRite in Old Bridge, NJ — Demonstrates ongoing investment in larger, more modern store formats to enhance customer offerings and operational efficiency in key growth areas.
• 2025-07-26: Fiscal Year End — Marks the reporting period for the company's financial performance, including key metrics like revenue, net income, and capital expenditures.
• 2025-01-25: Market value of Class A common stock held by non-affiliates reported — Provides an indication of the public market's valuation of the company's equity, relevant for investors assessing market capitalization.

Glossary

Wakefern Food Corporation

A cooperative of supermarkets, owned by its members, that provides purchasing, warehousing, and distribution services to its member stores, including VLGEA. (VLGEA's 12.9% ownership provides significant economies of scale in purchasing and operations, impacting its cost structure and competitiveness.)

Sales per average square foot of selling space

A key performance indicator measuring the revenue generated relative to the size of the store's selling area. (Indicates store productivity and efficiency in utilizing its physical space to generate sales, with VLGEA achieving $1,524 in fiscal 2025.)

Capital Expenditures (CapEx)

Funds used by a company to acquire, upgrade, and maintain physical assets such as property, buildings, and equipment. (VLGEA's budgeted $75,000 for fiscal 2026 highlights its investment strategy in new stores, remodels, and technology, crucial for future growth and competitiveness.)

Collective Bargaining Agreements

Contracts negotiated between employers and labor unions that outline terms of employment, wages, benefits, and working conditions. (With 91% of employees covered, these agreements significantly influence VLGEA's labor costs and operational flexibility.)

Micro-fulfillment center

A small, highly automated warehouse facility located in an urban area to fulfill online orders quickly. (The closure of VLGEA's MFC indicates a strategic adjustment in its e-commerce or delivery operations, impacting its approach to online grocery fulfillment.)

Year-Over-Year Comparison

While specific comparative figures for the prior fiscal year are not detailed in the provided context, the company's strategic actions indicate a focus on modernization and optimization. The opening of larger replacement stores in Watchung and Old Bridge suggests an investment in upgrading physical assets and potentially increasing sales capacity compared to older formats. Conversely, the closure of the micro-fulfillment center and a Gourmet Garage store points to a recalibration of operational strategies and market focus. These moves imply a dynamic approach to adapting to market conditions and improving efficiency, likely impacting revenue streams and cost structures differently than in the previous year.

Key Financial Figures

• $60,591 — uring fiscal 2025, sales per store were $60,591 and sales per average square foot of se
• $1,524 — erage square foot of selling space were $1,524. Below is a summary of the range of s
• $75,000 — space in its stores. We have budgeted $75,000 for capital expenditures in fiscal 2026
• $4,328 — e with an operating lease obligation of $4,328 as of July 26, 2025. As of July 26, 202
• $17,694 — of July 26, 2025, Village has invested $17,694 into the real estate partnership, which
• $32,207 — vestment in Wakefern and affiliates was $32,207 at July 26, 2025. The total amount of d
• $946 — from all capital pledges to Wakefern is $946 at July 26, 2025. The maximum per store
• $975 — ximum per store investment is currently $975. As required by the Wakefern bylaws,
• $9,017 — 5, finance lease right-of-use assets of $9,017 are included in property, equipment and
• $38,160 — r ended July 26, 2025 was approximately $38,160. For additional information on lease ob
• $39.14 — indicated. 2025 High Low 4th Quarter $39.14 $35.55 3rd Quarter $38.04 $30.93 2nd
• $35.55 — ed. 2025 High Low 4th Quarter $39.14 $35.55 3rd Quarter $38.04 $30.93 2nd Quarter
• $38.04 — 4th Quarter $39.14 $35.55 3rd Quarter $38.04 $30.93 2nd Quarter $33.32 $28.36 1st
• $30.93 — arter $39.14 $35.55 3rd Quarter $38.04 $30.93 2nd Quarter $33.32 $28.36 1st Quarter
• $33.32 — 3rd Quarter $38.04 $30.93 2nd Quarter $33.32 $28.36 1st Quarter $33.28 $26.55 2024

Filing Documents

• vlgea-20250726.htm (10-K) — 1252KB
• vlgea20250726-ex14.htm (EX-14) — 14KB
• vlgea20250726-ex21.htm (EX-21) — 18KB
• vlgea20250726-ex23.htm (EX-23) — 3KB
• vlgea20250726-ex311.htm (EX-31.1) — 10KB
• vlgea20250726-ex312.htm (EX-31.2) — 10KB
• vlgea20250726-ex321.htm (EX-32.1) — 6KB
• vlgea20250726-ex322.htm (EX-32.2) — 6KB
• vlgea20250726-exhibit991.htm (EX-99.1) — 117KB
• 0000103595-25-000015.txt ( ) — 8015KB
• vlgea-20250726.xsd (EX-101.SCH) — 51KB
• vlgea-20250726_cal.xml (EX-101.CAL) — 100KB
• vlgea-20250726_def.xml (EX-101.DEF) — 285KB
• vlgea-20250726_lab.xml (EX-101.LAB) — 750KB
• vlgea-20250726_pre.xml (EX-101.PRE) — 514KB
• vlgea-20250726_htm.xml (XML) — 1003KB

RISK FACTORS

ITEM 1A. RISK FACTORS Not applicable.

UNRESOLVED STAFF COMMENTS

ITEM 1B. UNRESOLVED STAFF COMMENTS Not applicable.

PROPERTIES

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 stores are freestanding or are located in shopping centers or city storefronts. Most of the Company's leases contain renewal options at increased rents of five years each at the Company's sole discretion. These options enable Village to retain the use of facilities in desirable operating areas. Each renewal option is evaluated when recognizing the lease right-of-use assets and liabilities, and the Company utilizes the lease term for which it is reasonably certain to use the underlying asset. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company is obligated under all leases to pay for real estate taxes, utilities and liability insurance, and under certain leases to pay additional amounts based on maintenance and a percentage of sales in excess of stipulated amounts. The Company accounts for rent holidays, escalating rent provisions, and construction allowances on a straight-line basis over the term of the lease. 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. 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. For additional information on lease obligations, see Note 7 to the consolidated f

LEGAL PROCEEDINGS

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. ("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. 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. 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. 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. 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. 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 Com

MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 6 PART II

MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES (All dollar amounts are in thousands, except per share data). Stock 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 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

SELECTED FINANCIAL DATA

ITEM 6. SELECTED FINANCIAL DATA Selected

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