UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the fiscal year ended December 28, 1996 Commission file number 1-5039
WEIS MARKETS, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 24-0755415
State or other jurisdiction of (IRS Employee Identification No.)
incorporation or organization)
1000 South Second Street, Sunbury, PA 17801
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 717-286-4571
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common stock, no par value New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
(Title of class)
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 (or for such shorter
period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past
90 days.
Yes x No
The aggregate market value of Common Stock held by non-affiliates of the
Registrant is approximately $887,195,000. Shares of common stock
outstanding as of February 10, 1997 - 41,940,856.
The index to Exhibits is located in Part IV, Item 14(c).
Amendment #1 is being filed to submit the Exhibit 99 which was omitted from
the original filing, correct Part I, Item 8 and, correct Part IV, Item 14(c).
DOCUMENTS INCORPORATED BY REFERENCE
Selected portions of the 1996 Weis Markets, Inc. Annual Report to
Shareholders are incorporated by reference in Part II and Part IV of this
Form 10-K.
Selected portions of the Weis Markets, Inc. definitive proxy statement dated
March 5, 1997 are incorporated by reference in Part III of this Form 10-K.
<PAGE>
Item 8. Financial Statements and Supplementary Data:
The following information is incorporated herein by reference
from the 1996 Weis Markets, Inc. Annual Report to Shareholders: The
consolidated financial statements on pages 8 to 10, the notes to
consolidated financial statements on pages 11 to 15, and the independent
auditors' report on page 15. The preceding independent auditors' report on the
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previous two years financial statements may be found in Exhibit 99.
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<PAGE>
Item 14. Exhibits, Financial Statements, Schedules and Reports on Form 8-K
WEIS MARKETS, INC.
(c) A listing of exhibits filed or incorporated by reference is as follows:
Exhibit No.
3-A Articles of Incorporation
3-B By-Laws
10-A Profit Sharing Plan
10-B Stock Bonus Plan
10-C Company Appreciation Plan
10-D Stock Option Plan
10-E Supplemental Employee Retirement Plan
10-F Executive Employment Contract
13 Annual Report to Shareholders for the
Fiscal Year ended December 28, 1996
21 Subsidiaries of the Registrant
23 Consent of Independent Auditors
99 Opinion of preceding Independent Auditors
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Exhibits 3-A and 3-B have been filed as exhibits under Part IV,
Item 14(c) in Form 10-K for the fiscal year ended December 27,
1980 and are incorporated herein by reference. Exhibits 10-A
through 10-F, have been filed as exhibits under Part IV, Item 14(c)
in Form 10-K for the fiscal year ended December 31, 1994 and are
incorporated herein by reference.
The foregoing exhibits are available upon request from the
Secretary of the Company at a fee of $10.00 per copy.
<PAGE>
WEIS MARKETS, INC.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
WEIS MARKETS, INC.
(Registrant)
Date
Robert F. Weis
Chairman of the Board of Directors,
and Treasurer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
Date
Robert F. Weis
(Principal Financial Officer)
Chairman of the Board of Directors,
and Treasurer and Director
Date
Norman S. Rich
(Principal Executive Officer)
President and Director
Date
William R. Mills
Vice President Finance, Secretary
and Director
<PAGE>
The following item was the subject
of a Form 12b-25 and is included
herein:
Exhibit 99
Report of Independent Auditors
The Board of Directors
Weis Markets, Inc.
We have audited the accompanying consolidated balance sheet of Weis Markets,
Inc. and subsidiaries as of December 30, 1995, and the consolidated statements
of income, shareholders' equity, and cash flows for the years ended December
30, 1995, and December 31, 1994. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of Weis
Markets, Inc. and subsidiaries at December 30, 1995, and the results of their
operations and their cash flows for the years ended December 30, 1995, and
December 31, 1994, in conformity with generally accepted accounting principles.
Harrisburg, PA KPMG Peat Marwick LLP
January 26, 1996
