UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 26,June 25, 2016
Commission File Number 0-00981
 
PUBLIX SUPER MARKETS, INC.
(Exact name of Registrant as specified in its charter)
Florida 59-0324412
(State of incorporation) (I.R.S. Employer Identification No.)
  
3300 Publix Corporate Parkway
Lakeland, Florida
 33811
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (863) 688-1188
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) has been subject to such filing requirements for the past 90 days.
Yes    X          No          
Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months.
Yes    X          No          
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer            Accelerated filer           Non-accelerated filer    X    Smaller reporting company           
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes                 No     X  
The number of shares of the Registrant’s common stock outstanding as of AprilJuly 15, 2016 was 773,551,000.769,636,000.

 




PART I. FINANCIAL INFORMATION
Item 1.    Financial Statements
PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts are in thousands, except par value)
March 26, 2016 December 26, 2015June 25, 2016 December 26, 2015
 (Unaudited)  (Unaudited) 
ASSETSASSETS ASSETS 
Current assets:          
Cash and cash equivalents $493,677
 352,176
  $304,762
 352,176
 
Short-term investments 1,402,034
 1,376,698
  1,464,791
 1,376,698
 
Trade receivables 724,195
 723,685
  611,515
 723,685
 
Merchandise inventories 1,623,332
 1,740,513
  1,644,634
 1,740,513
 
Deferred tax assets 53,110
 51,216
  57,580
 51,216
 
Prepaid expenses 38,106
 70,145
  62,555
 70,145
 
Total current assets 4,334,454
 4,314,433
  4,145,837
 4,314,433
 
Long-term investments 5,665,497
 5,226,236
  5,532,326
 5,226,236
 
Other noncurrent assets 423,819
 431,311
  409,071
 431,311
 
Property, plant and equipment 11,006,159
 10,712,312
  11,394,807
 10,712,312
 
Accumulated depreciation (4,425,873) (4,325,014)  (4,541,729) (4,325,014) 
Net property, plant and equipment 6,580,286
 6,387,298
  6,853,078
 6,387,298
 
 $17,004,056
 16,359,278
  $16,940,312
 16,359,278
 
LIABILITIES AND EQUITYLIABILITIES AND EQUITY LIABILITIES AND EQUITY 
Current liabilities:          
Accounts payable $1,650,496
 1,675,858
  $1,505,544
 1,675,858
 
Accrued expenses:          
Contributions to retirement plans 271,384
 513,072
  362,349
 513,072
 
Self-insurance reserves 135,871
 135,865
  135,405
 135,865
 
Salaries and wages 180,325
 131,253
  220,181
 131,253
 
Other 410,861
 380,314
  386,471
 380,314
 
Current portion of long-term debt 46,251
 56,693
  70,302
 56,693
 
Federal and state income taxes 229,051
 9,634
  15,957
 9,634
 
Total current liabilities 2,924,239
 2,902,689
  2,696,209
 2,902,689
 
Deferred tax liabilities 436,660
 425,132
  464,100
 425,132
 
Self-insurance reserves 214,314
 214,474
  213,920
 214,474
 
Accrued postretirement benefit cost 101,762
 101,725
  101,455
 101,725
 
Long-term debt 171,398
 179,753
  169,514
 179,753
 
Other noncurrent liabilities 102,323
 104,243
  98,261
 104,243
 
Total liabilities 3,950,696
 3,928,016
  3,743,459
 3,928,016
 
Common stock related to Employee Stock Ownership Plan (ESOP) 3,425,381
 2,953,878
  3,217,495
 2,953,878
 
Stockholders’ equity:          
Common stock of $1 par value. Authorized 1,000,000 shares;
issued 776,025 shares in 2016 and 770,175 shares in 2015
 776,025
 770,175
  776,025
 770,175
 
Additional paid-in capital 2,823,792
 2,556,391
  2,823,792
 2,556,391
 
Retained earnings 9,469,429
 9,041,497
  9,775,500
 9,041,497
 
Treasury stock at cost, 1,913 shares in 2016 (86,471) —
 
Treasury stock at cost, 6,065 shares in 2016 (269,950) —
 
Accumulated other comprehensive earnings 33,738
 26,268
  54,798
 26,268
 
Common stock related to ESOP (3,425,381) (2,953,878)  (3,217,495) (2,953,878) 
Total stockholders’ equity 9,591,132
 9,440,453
  9,942,670
 9,440,453
 
Noncontrolling interests 36,847
 36,931
  36,688
 36,931
 
Total equity 13,053,360
 12,431,262
  13,196,853
 12,431,262
 
 $17,004,056
 16,359,278
  $16,940,312
 16,359,278
 


PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts are in thousands, except per share amounts)

 Three Months Ended  Three Months Ended 
March 26, 2016 March 28, 2015June 25, 2016 June 27, 2015
 (Unaudited)  (Unaudited) 
Revenues:          
Sales $8,722,190
 8,349,317
  $8,125,216
 7,955,474
 
Other operating income 68,371
 63,428
  65,321
 62,557
 
Total revenues 8,790,561
 8,412,745
  8,190,537
 8,018,031
 
Costs and expenses:          
Cost of merchandise sold 6,271,124
 6,001,231
  5,881,473
 5,722,339
 
Operating and administrative expenses 1,692,650
 1,637,720
  1,649,713
 1,627,252
 
Total costs and expenses 7,963,774
 7,638,951
  7,531,186
 7,349,591
 
Operating profit 826,787
 773,794
  659,351
 668,440
 
Investment income 27,830
 35,764
  25,391
 45,404
 
Other nonoperating income, net 11,688
 7,649
  14,328
 8,932
 
Earnings before income tax expense 866,305
 817,207
  699,070
 722,776
 
Income tax expense 284,416
 268,289
  220,883
 240,035
 
Net earnings $581,889
 548,918
  $478,187
 482,741
 
Weighted average shares outstanding 770,776
 775,297
  772,368
 776,730
 
Basic and diluted earnings per share $0.75
 0.71
  $0.62
 0.62
 
Dividends declared per common share $0.20
 0.39
 
Dividends paid per common share $0.2225
 0.39
 


CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(Amounts are in thousands)

 Three Months Ended  Three Months Ended 
March 26, 2016 March 28, 2015June 25, 2016 June 27, 2015
 (Unaudited)  (Unaudited) 
Net earnings $581,889
 548,918
  $478,187
 482,741
 
Other comprehensive earnings:          
Unrealized gain (loss) on available-for-sale (AFS) securities net of income taxes of $6,905 and $(2,022) in 2016 and 2015, respectively 10,965
 (3,212) 
Reclassification adjustment for net realized gain on AFS securities net of income taxes of $(2,201) and $(5,941) in 2016 and 2015, respectively (3,495) (9,433) 
Adjustment to postretirement benefit plan obligation net of income taxes of $91 in 2015 —
 145
 
Unrealized gain (loss) on available-for-sale (AFS) securities net of income taxes of $13,722 and $(444) in 2016 and 2015, respectively 21,791
 (705) 
Reclassification adjustment for net realized gain on AFS securities net of income taxes of $(460) and $(8,837) in 2016 and 2015, respectively (731) (14,032) 
Adjustment to postretirement benefit plan obligation net of income taxes of $92 in 2015 —
 145
 
Comprehensive earnings $589,359
 536,418
  $499,247
 468,149
 








PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts are in thousands, except per share amounts)

  Six Months Ended 
 June 25, 2016 June 27, 2015
  (Unaudited) 
Revenues:       
Sales $16,847,406
   16,304,791
 
Other operating income 133,692
   125,985
 
Total revenues 16,981,098
   16,430,776
 
Costs and expenses:       
Cost of merchandise sold 12,152,596
   11,723,570
 
Operating and administrative expenses 3,342,364
   3,264,972
 
Total costs and expenses 15,494,960
   14,988,542
 
Operating profit 1,486,138
   1,442,234
 
Investment income 53,222
   81,167
 
Other nonoperating income, net 26,016
   16,582
 
Earnings before income tax expense 1,565,376
   1,539,983
 
Income tax expense 505,300
   508,324
 
Net earnings $1,060,076
   1,031,659
 
Weighted average shares outstanding 771,572
   776,014
 
Basic and diluted earnings per share $1.37
   1.33
 
Dividends paid per common share $0.4225
   0.39
 


CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS
(Amounts are in thousands)

  Six Months Ended 
 June 25, 2016 June 27, 2015
  (Unaudited) 
Net earnings $1,060,076
   1,031,659
 
Other comprehensive earnings:       
Unrealized gain (loss) on AFS securities net of income taxes of $20,627 and $(2,466) in 2016 and 2015, respectively 32,756
   (3,917) 
Reclassification adjustment for net realized gain on AFS securities net of income taxes of $(2,661) and $(14,778) in 2016 and 2015, respectively (4,226)   (23,465) 
Adjustment to postretirement benefit plan obligation net of income taxes of $183 in 2015 —
   290
 
Comprehensive earnings $1,088,606
   1,004,567
 




PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts are in thousands)

 Three Months Ended  Six Months Ended 
March 26, 2016 March 28, 2015June 25, 2016 June 27, 2015
 (Unaudited)  (Unaudited) 
Cash flows from operating activities:          
Cash received from customers $8,742,020
 8,320,290
  $16,999,076
 16,321,489
 
Cash paid to employees and suppliers (7,519,371) (7,226,004)  (14,810,898) (14,284,168) 
Income taxes paid (10,021) (6,145)  (442,064) (436,729) 
Self-insured claims paid (75,632) (61,937)  (157,882) (140,840) 
Dividends and interest received 55,727
 52,067
  118,375
 106,524
 
Other operating cash receipts 66,912
 61,780
  130,816
 122,676
 
Other operating cash payments (11,218) (4,663)  (22,000) (10,524) 
Net cash provided by operating activities 1,248,417
 1,135,388
  1,815,423
 1,678,428
 
Cash flows from investing activities:          
Payment for capital expenditures (336,682) (221,571)  (730,736) (504,936) 
Proceeds from sale of property, plant and equipment 2,589
 640
  3,121
 2,231
 
Payment for investments (747,159) (929,244)  (1,112,111) (1,336,122) 
Proceeds from sale and maturity of investments 314,608
 249,139
  674,239
 675,223
 
Net cash used in investing activities (766,644) (901,036)  (1,165,487) (1,163,604) 
Cash flows from financing activities:          
Payment for acquisition of common stock (277,919) (277,730)  (523,401) (481,950) 
Proceeds from sale of common stock 110,485
 95,906
  172,488
 160,233
 
Dividends paid (153,957) —
  (326,073) (303,354) 
Repayment of long-term debt (18,797) (8,698)  (20,121) (23,262) 
Other, net (84) 4,428
  (243) 3,260
 
Net cash used in financing activities (340,272) (186,094)  (697,350) (645,073) 
Net increase in cash and cash equivalents 141,501
 48,258
 
Net decrease in cash and cash equivalents (47,414) (130,249) 
Cash and cash equivalents at beginning of period 352,176
 407,493
  352,176
 407,493
 
Cash and cash equivalents at end of period $493,677
 455,751
  $304,762
 277,244
 


PUBLIX SUPER MARKETS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts are in thousands)
 
 Three Months Ended  Six Months Ended 
March 26, 2016 March 28, 2015June 25, 2016 June 27, 2015
 (Unaudited)  (Unaudited) 
Reconciliation of net earnings to net cash
provided by operating activities:
          
Net earnings $581,889
 548,918
  $1,060,076
 1,031,659
 
Adjustments to reconcile net earnings to net
cash provided by operating activities:
          
Depreciation and amortization 149,934
 134,073
  307,667
 269,766
 
Increase in LIFO reserve 7,100
 9,989
  11,704
 19,936
 
Retirement contributions paid or payable
in common stock
 111,193
 107,102
  202,316
 202,559
 
Deferred income taxes 4,930
 (21,258)  14,638
 (27,966) 
Loss on disposal and impairment of property,
plant and equipment
 635
 8,312
  2,472
 19,650
 
Gain on AFS securities (5,696) (15,374)  (6,887) (38,243) 
Net amortization of investments 35,566
 33,773
  71,371
 67,874
 
Changes in operating assets and liabilities
providing (requiring) cash:
          
Trade receivables (548) (44,430)  112,297
 (15,671) 
Merchandise inventories 110,081
 (24,650)  84,175
 48,443
 
Prepaid expenses and other noncurrent assets (6,909) (12,101)  (6,277) (15,311) 
Accounts payable and accrued expenses 4,687
 131,079
  (49,528) 27,723
 
Self-insurance reserves (154) 1,068
  (1,014) 1,867
 
Federal and state income taxes 257,125
 278,932
  17,764
 90,553
 
Other noncurrent liabilities (1,416) (45)  (5,351) (4,411) 
Total adjustments 666,528
 586,470
  755,347
 646,769
 
Net cash provided by operating activities $1,248,417
 1,135,388
  $1,815,423
 1,678,428
 



PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



(1)Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of Publix Super Markets, Inc. and subsidiaries (the Company) have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) and the rules and regulations of the Securities and Exchange Commission (SEC) for interim financial reporting. Accordingly, the accompanying statements do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, these statements include all adjustments that are of a normal and recurring nature necessary to present fairly the Company’s financial position and results of operations. Due to the seasonal nature of the Company’s business, the results of operations for the three and six months ended March 26,June 25, 2016 are not necessarily indicative of the results for the entire 2016 fiscal year. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 26, 2015.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

(2)Recently Issued Accounting Standards
In FebruaryJune 2016, the Financial Accounting Standards Board (FASB) issued an Accounting Standards Update (ASU) requiring companies to change the methodology used to measure credit losses on financial instruments.  The ASU is effective for reporting periods beginning after December 15, 2019 with early adoption permitted only for reporting periods beginning after December 15, 2018.  The Company does not expect the adoption of the ASU to have a material effect on the Company’s financial condition or results of operations. The adoption of the ASU will have no effect on the Company’s cash flows.
In February 2016, the FASB issued an ASU on lease accounting. The ASU requires the lease rights and obligations arising from lease contracts, including existing and new arrangements, to be recognized as assets and liabilities on the balance sheet. The ASU is effective for reporting periods beginning after December 15, 2018 with early adoption permitted. While the Company is still evaluating the ASU, the Company expects the adoption of the ASU to have a material effect on the Company’s financial condition due to the recognition of the lease rights and obligations as assets and liabilities on the Consolidated Balance Sheets. The Company does not expect the adoption of the ASU to have a material effect on the Company’s results of operations, andoperations. The adoption of the ASU will have no effect on the Company’s cash flows.
In January 2016, the FASB issued an ASU requiring companies to measure equity securities at fair value with changes in fair value recognized in net earnings as opposed to other comprehensive earnings. The ASU is effective for reporting periods beginning after December 15, 2017. The adoption of the ASU will have an effect on the Company’s results of operations. The extent of the effect on results of operations will vary with the changes in the fair value of equity securities. The adoption of the ASU will not have anno effect on the Company’s financial condition or cash flows.
In November 2015, the FASB issued an ASU requiring companies to classify deferred tax assets and liabilities in the noncurrent section of the balance sheet. The ASU is effective for reporting periods beginning after December 15, 2016 with early adoption permitted.  The adoption of the ASU will not have a material effect on the Company’s financial condition and will not have anno effect on the Company’s results of operations or cash flows.
In May 2014, the FASB issued an ASU on the recognition of revenue from contracts with customers. The ASU requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. The ASU is effective for reporting periods beginning after December 15, 2017 with early adoption permitted only for reporting periods beginning after December 15, 2016. The Company does not expect the adoption of the ASU will notto have a material effect on the Company’s financial condition, results of operations or cash flows.



6

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



(3)Fair Value of Financial Instruments
The fair value of certain of the Company’s financial instruments, including cash and cash equivalents, trade receivables and accounts payable, approximates their respective carrying amounts due to their short-term maturity.
The fair value of available-for-sale (AFS) securities is based on market prices using the following measurement categories:
Level 1 – Fair value is determined by using quoted prices in active markets for identical investments. AFS securities that are included in this category are primarily mutual funds, exchange traded funds and equity securities.
Level 2 – Fair value is determined by using other than quoted prices. By using observable inputs (for example, benchmark yields, interest rates, reported trades and broker dealer quotes), the fair value is determined through processes such as benchmark curves, benchmarking of like securities and matrix pricing of corporate, state and municipal bonds by using pricing of similar bonds based on coupons, ratings and maturities. AFS securities that are included in this category are primarily debt securities (tax exempt and taxable bonds).



5

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



Level 3 – Fair value is determined by using other than observable inputs. Fair value is determined by using the best information available in the circumstances and requires significant management judgment or estimation. No AFS securities are currently included in this category.
Following is a summary of fair value measurements for AFS securities as of March 26,June 25, 2016 and December 26, 2015:
 
Fair
Value
 Level 1 Level 2 Level 3 
Fair
Value
 Level 1 Level 2 Level 3
 (Amounts are in thousands) (Amounts are in thousands)
March 26, 2016 $7,067,531
 1,056,036
 6,011,495
 —
June 25, 2016 $6,997,117
 1,122,708
 5,874,409
 —
December 26, 2015 6,602,934
 1,049,791
 5,553,143
 —
 6,602,934
 1,049,791
 5,553,143
 —

(4)Investments
Debt and equity securities are classified as AFS and are carried at fair value. The Company evaluates whether AFS securities are other-than-temporarily impaired (OTTI) based on criteria that include the extent to which cost exceeds market value, the duration of the market value decline, the credit rating of the issuer or security, the failure of the issuer to make scheduled principal or interest payments and the financial health and prospects of the issuer or security.
Declines in the value of AFS securities determined to be OTTI are recognized in earnings and reported as OTTI losses. Debt securities with unrealized losses are considered OTTI if the Company intends to sell the debt security or if the Company will be required to sell the debt security prior to any anticipated recovery. If the Company determines that a debt security is OTTI under these circumstances, the impairment recognized in earnings is measured as the difference between the amortized cost and the current fair value. A debt security is also determined to be OTTI if the Company does not expect to recover the amortized cost of the debt security. However, in this circumstance, if the Company does not intend to sell the debt security and will not be required to sell the debt security, the impairment recognized in earnings equals the estimated credit loss as measured by the difference between the present value of expected cash flows and the amortized cost of the debt security. Expected cash flows are discounted using the debt security’s effective interest rate. An equity security is determined to be OTTI if the Company does not expect to recover the cost of the equity security. Declines in the value of AFS securities determined to be temporary are reported net of income taxes as other comprehensive losses and included as a component of stockholders’ equity.
Interest and dividend income, amortization of premiums, accretion of discounts and realized gains and losses on AFS securities are included in investment income. Interest income is accrued as earned. Dividend income is recognized as income on the ex-dividend date of the equity security. The cost of AFS securities sold is based on the first-in, first-out method.
Following is a summary of AFS securities as of March 26, 2016 and December 26, 2015:
  
Amortized
Cost
 
Gross
Unrealized
Gains
Gross
Unrealized
Losses
 
Fair
Value
  (Amounts are in thousands)
March 26, 2016           
Tax exempt bonds $3,515,795
  17,502
  2,781
  3,530,516
Taxable bonds 2,478,317
  5,761
  3,549
  2,480,529
Restricted investments 164,549
  —
  309
  164,240
Equity securities 845,670
  79,480
  32,904
  892,246
  $7,004,331
  102,743
  39,543
  7,067,531
December 26, 2015           
Tax exempt bonds $3,336,841
  12,038
  2,737
  3,346,142
Taxable bonds 2,214,366
  1,492
  10,399
  2,205,459
Restricted investments 164,548
  —
  1,389
  163,159
Equity securities 836,153
  78,378
  26,357
  888,174
  $6,551,908
  91,908
  40,882
  6,602,934


67

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



Following is a summary of AFS securities as of June 25, 2016 and December 26, 2015:
  
Amortized
Cost
 
Gross
Unrealized
Gains
Gross
Unrealized
Losses
 
Fair
Value
  (Amounts are in thousands)
June 25, 2016           
Tax exempt bonds $3,442,442
  26,723
  559
  3,468,606
Taxable bonds 2,393,982
  12,471
  1,141
  2,405,312
Restricted investments 164,549
  1,389
  —
  165,938
Equity securities 898,622
  87,844
  29,205
  957,261
  $6,899,595
  128,427
  30,905
  6,997,117
December 26, 2015           
Tax exempt bonds $3,336,841
  12,038
  2,737
  3,346,142
Taxable bonds 2,214,366
  1,492
  10,399
  2,205,459
Restricted investments 164,548
  —
  1,389
  163,159
Equity securities 836,153
  78,378
  26,357
  888,174
  $6,551,908
  91,908
  40,882
  6,602,934

Realized gains on sales of AFS securities totaled $9,251,000$2,633,000 and $11,884,000 for the three and six months ended March 26, 2016.June 25, 2016, respectively. Realized losses on sales of AFS securities totaled $3,555,000$1,442,000 and $4,997,000 for the three and six months ended March 26, 2016.June 25, 2016, respectively.
Realized gains on sales of AFS securities totaled $16,266,000$27,656,000 and $43,922,000 for the three and six months ended March 28, 2015.June 27, 2015, respectively. Realized losses on sales of AFS securities totaled $892,000$4,787,000 and $5,679,000 for the three and six months ended March 28,June 27, 2015,. respectively.
The amortized cost and fair value of AFS securities by expected maturity as of March 26,June 25, 2016 and December 26, 2015 are as follows:
 March 26, 2016 December 26, 2015 June 25, 2016 December 26, 2015
 
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
 
Amortized
Cost
 
Fair
Value
 (Amounts are in thousands) (Amounts are in thousands)
Due in one year or less $1,400,279
 1,402,034
 1,375,450
 1,376,698
 $1,462,861
 1,464,791
 1,375,450
 1,376,698
Due after one year through five years 4,089,875
 4,103,952
 3,951,600
 3,948,654
 3,972,098
 4,002,436
 3,951,600
 3,948,654
Due after five years through ten years 444,990
 445,322
 161,732
 162,999
 381,423
 385,783
 161,732
 162,999
Due after ten years 58,968
 59,737
 62,425
 63,250
 20,042
 20,908
 62,425
 63,250
 5,994,112
 6,011,045
 5,551,207
 5,551,601
 5,836,424
 5,873,918
 5,551,207
 5,551,601
Restricted investments 164,549
 164,240
 164,548
 163,159
 164,549
 165,938
 164,548
 163,159
Equity securities 845,670
 892,246
 836,153
 888,174
 898,622
 957,261
 836,153
 888,174
 $7,004,331
 7,067,531
 6,551,908
 6,602,934
 $6,899,595
 6,997,117
 6,551,908
 6,602,934


8

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



Following is a summary of temporarily impaired AFS securities by the time period impaired as of March 26,June 25, 2016 and December 26, 2015:
 
Less Than
12 Months
 
12 Months
or Longer
 Total  
Less Than
12 Months
 
12 Months
or Longer
 Total 
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 
Fair
Value
 
Unrealized
Losses
 (Amounts are in thousands)  (Amounts are in thousands) 
March 26, 2016             
June 25, 2016             
Tax exempt bonds $533,673
 2,736
 11,743
 45
 545,416
 2,781
  $90,715
 532
 11,641
 27
 102,356
 559
 
Taxable bonds 730,768
 2,950
 176,955
 599
 907,723
 3,549
  140,993
 153
 132,257
 988
 273,250
 1,141
 
Restricted investments 164,240
 309
 —
 —
 164,240
 309
 
Equity securities 357,258
 25,288
 21,831
 7,616
 379,089
 32,904
  357,222
 18,644
 33,989
 10,561
 391,211
 29,205
 
 $1,785,939
 31,283
 210,529
 8,260
 1,996,468
 39,543
  $588,930
 19,329
 177,887
 11,576
 766,817
 30,905
 
December 26, 2015                          
Tax exempt bonds $890,907
 2,264
 63,474
 473
 954,381
 2,737
  $890,907
 2,264
 63,474
 473
 954,381
 2,737
 
Taxable bonds 1,676,719
 9,988
 70,309
 411
 1,747,028
 10,399
  1,676,719
 9,988
 70,309
 411
 1,747,028
 10,399
 
Restricted investments 163,159
 1,389
 —
 —
 163,159
 1,389
  163,159
 1,389
 —
 —
 163,159
 1,389
 
Equity securities 274,517
 20,561
 16,112
 5,796
 290,629
 26,357
  274,517
 20,561
 16,112
 5,796
 290,629
 26,357
 
 $3,005,302
 34,202
 149,895
 6,680
 3,155,197
 40,882
  $3,005,302
 34,202
 149,895
 6,680
 3,155,197
 40,882
 
There are 296167 AFS securities contributing to the total unrealized loss of $39,543,000$30,905,000 as of March 26, 2016.June 25, 2016. Unrealized losses related to debt securities are primarily due to interest rate volatility impacting the market value of certain bonds. The Company continues to receive scheduled principal and interest payments on these debt securities. Unrealized losses related to equity securities are primarily due to temporary equity market fluctuations that are expected to recover.



7

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



(5)Consolidation of Joint Ventures and Long-Term Debt
From time to time, the Company enters into Joint Ventures (JV), in the legal form of limited liability companies, with certain real estate developers to partner in the development of shopping centers with the Company as the anchor tenant. The Company consolidates certain of these JVs in which it has a controlling financial interest. The Company is considered to have a controlling financial interest in a JV when it has (1) the power to direct the activities of the JV that most significantly impact the JV’s economic performance and (2) the obligation to absorb losses or the right to receive benefits from the JV that could potentially be significant to such JV.
The Company evaluates a JV using specific criteria to determine whether the Company has a controlling financial interest and is the primary beneficiary of the JV. Factors considered in determining whether the Company is the primary beneficiary include risk and reward sharing, experience and financial condition of the other JV members, voting rights, involvement in routine capital and operating decisions and each member’s influence over the JV owned shopping center’s economic performance.
Generally, most major JV decision making is shared between all members. In particular, the use and sale of JV assets, business plans and budgets are generally required to be approved by all members. However, the Company, through its anchor tenant operating lease agreement, has the power to direct the activities that most significantly influence the economic performance of the JV owned shopping center. Additionally, through its member equity interest in the JV, the Company will receive a significant portion of the JV’s benefits or is obligated to absorb a significant portion of the JV’s losses.
As of March 26,June 25, 2016,, the carrying amounts of the assets and liabilities of the consolidated JVs were $141,444,000$141,484,000 and $65,056,000,$65,355,000, respectively. As of December 26, 2015, the carrying amounts of the assets and liabilities of the consolidated JVs were $141,355,000 and $64,928,000, respectively. The assets are owned by and the liabilities are obligations of the JVs, not the Company, except for a portion of the long-term debt of certain JVs guaranteed by the Company. The JVs are financed with capital contributions from the members, loans and/or the cash flows generated by the JV owned shopping centers once in operation. Total earnings attributable to noncontrolling interests for 2016 and 2015 were immaterial. The Company’s involvement with these JVs does not have a significant effect on the Company’s financial condition, results of operations or cash flows.


9

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



The Company’s long-term debt results primarily from the consolidation of loans of certain JVs and loans assumed in connection with the acquisition of certain shopping centers with the Company as the anchor tenant. NoThe Company assumed loans were assumedtotaling $23,491,000 during the threesix months ended March 26,June 25, 2016. The Company assumed loans totaling $31,759,000 during the threesix months ended March 28,June 27, 2015. Maturities of JV loans range from JuneJuly 2016 through AugustJune 2017 and have variable interest rates based on a LIBOR index plus 175 to 250 basis points. Maturities of assumed shopping center loans range from August 2016 through January 2027 and have fixed interest rates ranging from 4.0% to 7.5%.
 
(6)Retirement Plan
The Company has a trusteed, noncontributory Employee Stock Ownership Plan (ESOP) for the benefit of eligible employees. Since the Company’s common stock is not traded on an established securities market, the ESOP includes a put option for shares of the Company’s common stock distributed from the ESOP. Shares are distributed from the ESOP primarily to separated vested participants and certain eligible participants who elect to diversify their account balances. Under the Company’s administration of the ESOP’s put option, if the owners of distributed shares desire to sell their shares, the Company is required to purchase the shares at fair value for a specified time period after distribution of the shares from the ESOP. The fair value of distributed shares subject to the put option totaled $657,270,000$500,161,000 and $427,226,000 as of March 26,June 25, 2016 and December 26, 2015, respectively. The cost of the shares held by the ESOP totaled $2,768,111,000$2,717,334,000 and $2,526,652,000 as of March 26,June 25, 2016 and December 26, 2015, respectively. Due to the Company’s obligation under the put option, the distributed shares subject to the put option and the shares held by the ESOP are classified as temporary equity in the mezzanine section of the condensed consolidated balance sheets and totaled $3,425,381,000$3,217,495,000 and $2,953,878,000 as of March 26,June 25, 2016 and December 26, 2015, respectively. The fair value of the shares held by the ESOP totaled $9,898,691,000$9,418,580,000 and $9,201,171,000 as of March 26,June 25, 2016 and December 26, 2015, respectively.


8

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



(7)Accumulated Other Comprehensive Earnings
A reconciliation of the changes in accumulated other comprehensive earnings net of income taxes for the three months ended March 26,June 25, 2016 and March 28,June 27, 2015 is as follows:
 
AFS Securities
 
Postretirement Benefits
 
Accumulated Other Comprehensive Earnings
 
AFS Securities
 
Postretirement Benefits
 
Accumulated Other Comprehensive Earnings
 (Amounts are in thousands)  (Amounts are in thousands) 
2016              
Balances at December 26, 2015 $31,295
 (5,027) 26,268
 
Balances at March 26, 2016 $38,765
 (5,027) 33,738
 
Unrealized gain on AFS securities 10,965
 —
 10,965
  21,791
 —
 21,791
 
Net realized gain on AFS securities reclassified to investment income (3,495) —
 (3,495)  (731) —
 (731) 
Net other comprehensive earnings 7,470
 —
 7,470
  21,060
 —
 21,060
 
Balances at March 26, 2016 $38,765
 (5,027) 33,738
 
Balances at June 25, 2016 $59,825
 (5,027) 54,798
 
              
2015      
Balances at December 27, 2014 $117,962
 (8,828) 109,134
 
Balances at March 28, 2015 $105,317
 (8,683) 96,634
 
Unrealized loss on AFS securities (3,212) —
 (3,212)  (705) —
 (705) 
Net realized gain on AFS securities reclassified to investment income (9,433) —
 (9,433)  (14,032) —
 (14,032) 
Amortization of actuarial gain reclassified to operating and administrative expenses —
 145
 145
 
Amortization of actuarial losses reclassified to operating and administrative expenses —
 145
 145
 
Net other comprehensive (losses) earnings (12,645) 145
 (12,500)  (14,737) 145
 (14,592) 
Balances at March 28, 2015 $105,317
 (8,683) 96,634
 
Balances at June 27, 2015 $90,580
 (8,538) 82,042
 
              



10

PUBLIX SUPER MARKETS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



A reconciliation of the changes in accumulated other comprehensive earnings net of income taxes for the six months ended June 25, 2016 and June 27, 2015 is as follows:
  
AFS Securities
 
Postretirement Benefits
 
Accumulated Other Comprehensive Earnings
   (Amounts are in thousands) 
2016            
Balances at December 26, 2015  $31,295
   (5,027)   26,268
 
Unrealized gain on AFS securities  32,756
   —
   32,756
 
Net realized gain on AFS securities reclassified to investment income  (4,226)   —
   (4,226) 
Net other comprehensive earnings  28,530
   —
   28,530
 
Balances at June 25, 2016  $59,825
   (5,027)   54,798
 
             
2015    
Balances at December 27, 2014  $117,962
   (8,828)   109,134
 
Unrealized loss on AFS securities  (3,917)   —
   (3,917) 
Net realized gain on AFS securities reclassified to investment income  (23,465)   —
   (23,465) 
Amortization of actuarial losses reclassified to operating and administrative expenses  —
   290
   290
 
Net other comprehensive (losses) earnings  (27,382)   290
   (27,092) 
Balances at June 27, 2015  $90,580
   (8,538)   82,042
 
             

(8)Subsequent Event
On AprilJuly 1, 2016, the Company declared a quarterly dividend on its common stock of $0.2225 per share or approximately $172,100,000,$171,200,000, payable May 2,August 1, 2016 to stockholders of record as of the close of business AprilJuly 15, 2016.






911


Item 2.    Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview
The Company is engaged in the retail food industry, operating supermarkets in Florida, Georgia, Alabama, South Carolina, Tennessee and North Carolina. The Company plans to expand its retail operations into Virginia in 2017. As of March 26,June 25, 2016, the Company operated 1,1111,116 supermarkets. For the threesix months ended March 26,June 25, 2016, twoseven supermarkets were opened (including one replacement supermarket) and 4080 supermarkets were remodeled. Five supermarkets were closed during the period. The replacement supermarket that opened during the threesix months ended March 26,June 25, 2016 replaced two of the supermarkets closed during the same period. The three remaining supermarkets closed during the threesix months ended March 26,June 25, 2016 will be replaced on site in subsequent periods. In the normal course of operations, the Company replaces supermarkets and closes supermarkets that are not meeting performance expectations. The impact of future supermarket closings is not expected to be material.
Results of Operations
Sales
Sales for the three months ended March 26,June 25, 2016 were $8.7$8.1 billion as compared with $8.3$8.0 billion for the three months ended March 28,June 27, 2015, an increase of $372.9$169.7 million or 4.5%2.1%. The increase in sales for the three months ended March 26,June 25, 2016 as compared with the three months ended March 28,June 27, 2015 was primarily due to a 3.3%1.1% increase in comparable store sales (supermarkets open for the same weeks in both periods, including replacement supermarkets). Sales for supermarkets that are replaced on site are classified as new supermarket sales since the replacement period for the supermarket is generally 9 to 12 months. The Company estimates that its sales for the three months ended March 26,June 25, 2016 increasedwere negatively impacted by $100 million or 1.2% due to the effect of the Easter holiday being in the first quarter in 2016. In 2015, the effect of the Easter holiday was in the second quarter. Comparable store sales for the three months ended March 26,June 25, 2016 increased primarily due to the effect of the early Easter holiday, product cost inflation and increased customer counts, resulting frompartially offset by the effect of the early Easter holiday. Sales for the six months ended June 25, 2016 were $16.8 billion as compared with $16.3 billion for the six months ended June 27, 2015, an increase of $542.6 million or 3.3%. The increase in sales for the six months ended June 25, 2016 as compared with the six months ended June 27, 2015 was primarily due to a better economic climate.2.2% increase in comparable store sales. Comparable store sales for the six months ended June 25, 2016 increased primarily due to product cost inflation and increased customer counts.
Gross profit
Gross profit (sales less cost of merchandise sold) as a percentage of sales was 27.6% and 28.1% for the three months ended March 26,June 25, 2016 and March 28, 2015.June 27, 2015, respectively. Gross profit as a percentage of sales was 27.9% and 28.1% for the six months ended June 25, 2016 and June 27, 2015, respectively. The decrease in gross profit as a percentage of sales for the three and six months ended June 25, 2016 as compared with the three and six months ended June 27, 2015 was primarily due to changes in promotional activities and pricing strategies.
Operating and administrative expenses
Operating and administrative expenses as a percentage of sales were 19.4%20.3% and 19.6%20.5% for the three months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. Operating and administrative expenses as a percentage of sales were 19.8% and 20.0% for the six months ended June 25, 2016 and June 27, 2015, respectively. The decrease in operating and administrative expenses as a percentage of sales for the three and six months ended March 26,June 25, 2016 as compared with the three and six months ended March 28,June 27, 2015 was primarily due to a decrease in rent as a percentage of sales due to the acquisition of shopping centers with the Company as the anchor tenant.tenant and a decrease in utilities expense as a percentage of sales.
Investment income
Investment income was $27.8$25.4 million and $35.8$45.4 million for the three months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. Investment income was $53.2 million and $81.2 million for the six months ended June 25, 2016 and June 27, 2015, respectively. The decrease in investment income for the three and six months ended March 26,June 25, 2016 as compared with the three and six months ended March 28,June 27, 2015 was primarily due to a decrease in realized gains on the sale of equity securities.
Income tax expense
The effective income tax rate was 32.8%31.6% and 33.2% for the three months ended March 26,June 25, 2016 and March 28, 2015.June 27, 2015, respectively. The effective income tax rate was 32.3% and 33.0% for the six months ended June 25, 2016 and June 27, 2015, respectively. The decrease in the effective income tax rate for the three and six months ended June 25, 2016 as compared with the three and six months ended June 27, 2015 was primarily due to an increase in investment related tax credits.


12


Net earnings
Net earnings were $581.9$478.2 million or $0.75$0.62 per share and $548.9$482.7 million or $0.71$0.62 per share for the three months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. Net earnings as a percentage of sales were 6.7%5.9% and 6.6%6.1% for the three months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. NetThe decrease in net earnings as a percentage of sales for the three months ended March 26,June 25, 2016 as compared with the three months ended March 28,June 27, 2015 was relatively unchanged.


10


primarily due to the decrease in gross profit as a percentage of sales, as noted above. Net earnings were $1,060.1 million or $1.37 per share and $1,031.7 million or $1.33 per share for the six months ended June 25, 2016 and June 27, 2015, respectively. Net earnings as a percentage of sales were 6.3% for the six months ended June 25, 2016 and June 27, 2015.
Liquidity and Capital Resources
Cash and cash equivalents, short-term investments and long-term investments totaled $7,561.2$7,301.9 million as of March 26,June 25, 2016, as compared with $6,955.1 million as of December 26, 2015 and $7,355.3$7,124.9 million as of March 28,June 27, 2015. The increase from the firstsecond quarter of 2015 to the firstsecond quarter of 2016 was primarily due to the Company generating cash in excess of the amount needed for operations, capital expenditures, common stock repurchases and dividend payments.
Net cash provided by operating activities
Net cash provided by operating activities was $1,248.4$1,815.4 million and $1,135.4$1,678.4 million for the threesix months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. The increase in net cash provided by operating activities for the threesix months ended March 26,June 25, 2016 as compared with the threesix months ended March 28,June 27, 2015 was primarily due to the increases in net earnings and non-cash expenses and the net effect of timing differences related to operating assets and liabilities.expenses.
Net cash used in investing activities
Net cash used in investing activities was $766.6$1,165.5 million and $901.0$1,163.6 million for the threesix months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. The primary use of net cash in investing activities for the threesix months ended March 26,June 25, 2016 was funding capital expenditures and net increases in investment securities. Capital expenditures totaled $336.7$730.7 million. These expenditures were incurred in connection with the opening of twoseven new supermarkets (including one replacement supermarket) and remodeling 4080 supermarkets. Expenditures were also incurred for supermarkets and remodels in progress, new or enhanced information technology hardware and applications and the acquisition of shopping centers with the Company as the anchor tenant. For the threesix months ended March 26,June 25, 2016,, the payment for investments, net of the proceeds from the sale and maturity of such investments, was $432.6$437.9 million.
Net cash used in financing activities
Net cash used in financing activities was $340.3$697.4 million and $186.1$645.1 million for the threesix months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. The increase in net cash used in financing activities for the threesix months ended March 26,June 25, 2016 as compared with the threesix months ended March 28,June 27, 2015 was primarily due to the changeincreases in the frequency of the payment of dividends, as noted below.net common stock repurchases and dividend payments. Net common stock repurchases totaled $167.4$350.9 million and $181.8$321.7 million for the threesix months ended March 26,June 25, 2016 and March 28,June 27, 2015, respectively. The Company currently repurchases common stock at the stockholders’ request in accordance with the terms of the Employee Stock Purchase Plan (ESPP), Non-Employee Directors Stock Purchase Plan (Directors Plan), 401(k) Plan and ESOP. The amount of common stock offered to the Company for repurchase is not within the control of the Company, but is at the discretion of the stockholders. The Company expects to continue to repurchase its common stock, as offered by its stockholders from time to time, at its then current value for amounts similar to those in prior years. However, with the exception of certain shares distributed from the ESOP, such purchases are not required and the Company retains the right to discontinue them at any time.
Dividends
On May 2, 2016, the Company paid a quarterly dividend on its common stock of $0.2225 per share or $172.1 million. On February 1, 2016, the Company paid a quarterly dividend on its common stock of $0.20 per share or $154.0 million to stockholders of record as of the close of business January 15, 2016. No dividends were paid during the first quarter ofmillion. On June 1, 2015, as the Company began paying dividends quarterly rather than semiannually in the third quarterpaid a semiannual dividend on its common stock of 2015.$0.39 per share or $303.4 million.
On AprilJuly 1, 2016, the Company declared a quarterly dividend on its common stock of $0.2225 per share or approximately $172.1$171.2 million, payable May 2,August 1, 2016 to stockholders of record as of the close of business AprilJuly 15, 2016. On March 6, 2015, the Company declared a semiannual divided on its common stock of $0.39 per share or $303.4 million, which was paid on June 1, 2015 to stockholders of record as of the close of business April 30, 2015.
Capital expenditures projection
Capital expenditures for the remainder of 2016 are expected to be approximately $1,160$770 million, primarily consisting of new supermarkets, remodeling existing supermarkets, remodeling and equipping warehouses, new or enhanced information technology hardware and applications and the acquisition of shopping centers with the Company as the anchor tenant. The shopping center acquisitions are financed with internally generated funds and assumed debt, if prepayment penalties for the debt are determined to be significant. This capital program is subject to continuing change and review.


13


Cash requirements
In 2016, the cash requirements for operations, capital expenditures, common stock repurchases and dividend payments are expected to be financed by internally generated funds or liquid assets. Based on the Company’s financial position, it is expected that short-term and long-term borrowings would be available to support the Company’s liquidity requirements, if needed.


11


Forward-Looking Statements
From time to time, certain information provided by the Company, including written or oral statements made by its representatives, may contain forward-looking information as defined in Section 21E of the Securities Exchange Act of 1934. Forward-looking information includes statements about the future performance of the Company, which is based on management’s assumptions and beliefs in light of the information currently available to them. When used, the words “plan,” “estimate,” “project,” “intend,” “expect,” “believe” and other similar expressions, as they relate to the Company, are intended to identify such forward-looking statements. These forward-looking statements are subject to uncertainties and other factors that could cause actual results to differ materially from those statements including, but not limited to, the following: competitive practices and pricing in the food and drug industries generally and particularly in the Company’s principal markets; results of programs to increase sales, including private label sales; results of programs to control or reduce costs; changes in buying, pricing and promotional practices; changes in shrink management; changes in the general economy; changes in consumer spending; changes in population, employment and job growth in the Company’s principal markets; and other factors affecting the Company’s business within or beyond the Company’s control. These factors include changes in the rate of inflation, changes in federal, state and local laws and regulations, adverse determinations with respect to litigation or other claims, ability to recruit and retain employees, increases in operating costs including, but not limited to, labor costs, credit card fees and utility costs, particularly electric rates, ability to construct new supermarkets or complete remodels as rapidly as planned and stability of product costs. Other factors and assumptions not identified above could also cause the actual results to differ materially from those set forth in the forward-looking statements. Except as may be required by applicable law, the Company assumes no obligation to publicly update these forward-looking statements.
Item 3.        Quantitative and Qualitative Disclosures About Market Risk
The Company does not utilize financial instruments for trading or other speculative purposes, nor does it utilize leveraged financial instruments. There have been no material changes in the market risk factors from those disclosed in the Company’s Form 10-K for the year ended December 26, 2015.
Item 4.    Controls and Procedures
As of the end of the period covered by this Quarterly Report on Form 10-Q, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15. Based upon this evaluation, the Chief Executive Officer and Chief Financial Officer each concluded that the Company’s disclosure controls and procedures are effective to provide reasonable assurance that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms, and that such information has been accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, in a manner that allows timely decisions regarding required disclosure. There have been no changes in the Company’s internal control over financial reporting identified in connection with the evaluation that occurred during the quarter ended March 26,June 25, 2016 that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting.



1214


PART II. OTHER INFORMATION
Item 1.    Legal Proceedings
As reported in the Company’s Form 10-K for the year ended December 26, 2015, the Company is subject from time to time to various lawsuits, claims and charges arising in the normal course of business. The Company believes its recorded reserves are adequate in light of the probable and estimable liabilities. The estimated amount of reasonably possible losses for lawsuits, claims and charges, individually and in the aggregate, is considered to be immaterial. In the opinion of management, the ultimate resolution of these legal proceedings will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
Item 1A.    Risk Factors
There have been no material changes in the risk factors from those disclosed in the Company’s Form 10-K for the year ended December 26, 2015.
Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
Shares of common stock repurchased by the Company during the three months ended March 26,June 25, 2016 were as follows (amounts are in thousands, except per share amounts):
 
Period 
Total Number of Shares Purchased
 
Average Price Paid per Share
 
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
 
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1)
December 27, 2015
through
January 30, 2016
  1,538
   $41.80
  N/A N/A
January 31, 2016
through
February 27, 2016
  1,234
   41.80
  N/A N/A
February 28, 2016
through
March 26, 2016
  3,587
   45.18
  N/A N/A
 
 
Total
  6,359
   $43.71
  N/A N/A
Period 
Total Number of Shares Purchased
 
Average Price Paid per Share
 
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
 
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1)
March 27, 2016
through
April 30, 2016
  1,125
   $45.20
  N/A N/A
May 1, 2016
through
May 28, 2016
  2,806
   43.95
  N/A N/A
May 29, 2016
through
June 25, 2016
  1,623
   43.95
  N/A N/A
 
 
Total
  5,554
   $44.20
  N/A N/A
(1) 
Common stock is made available for sale by the Company only to its current employees and members of its Board of Directors through the ESPP and Directors Plan and to participants of the 401(k) Plan. In addition, common stock is provided to employees through the ESOP. The Company currently repurchases common stock subject to certain terms and conditions. The ESPP, Directors Plan, 401(k) Plan and ESOP each contain provisions prohibiting any transfer for value without the owner first offering the common stock to the Company.
The Company’s common stock is not traded on an established securities market. The amount of common stock offered to the Company for repurchase is not within the control of the Company, but is at the discretion of the stockholders. The Company does not believe that these repurchases of its common stock are within the scope of a publicly announced plan or program (although the terms of the plans discussed above have been communicated to the participants). Thus, the Company does not believe that it has made any repurchases during the three months ended March 26,June 25, 2016 required to be disclosed in the last two columns of the table.

Item 3.    Defaults Upon Senior Securities
Not Applicable
Item 4.    Mine Safety Disclosures
Not Applicable


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Item 5.    Other Information
Not Applicable
Item 6.    Exhibits
31.1    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101
The following financial information from the Quarterly Report on Form 10-Q for the quarter ended March 26,June 25, 2016 is formatted in Extensible Business Reporting Language: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Earnings, (iii) Condensed Consolidated Statements of Comprehensive Earnings, (iv) Condensed Consolidated Statements of Cash Flows and (v) Notes to Condensed Consolidated Financial Statements.



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SIGNATURES
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 thereunto duly authorized.

    
   PUBLIX SUPER MARKETS, INC.
    
    
   
Date:May 2,August 1, 2016 /s/  John A. Attaway, Jr.
   John A. Attaway, Jr., Secretary
    
    
   
Date:May 2,August 1, 2016 /s/  David P. Phillips
   
David P. Phillips, Executive Vice President and Chief Financial Officer (Principal Financial and
Accounting Officer)



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