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In approving the MIP annual incentive award opportunity for fiscal 2015, the Compensation Committee provided for:

The Compensation Committee believes that this modified approach with respect to the SBOs will further incentivize the NEOs to achieve the strategic objectives that are most critical to Sysco’s long-term success.

Limit on Fiscal 2015 maximum annual incentive award payouts. In July 2014, the Committee established a bonus pool for fiscal year 2015 for certain “covered employees” of Sysco, as defined in Section 162(m) of the Internal Revenue Code (the “Code”) to help ensure compliance with the deductibility requirements of Section 162(m) of the Code, as well as for Mr. Kreidler. The bonus pool was set to be equal to two percent (2%) of Sysco’s net earnings for fiscal year 2015, and in no event can the sum of the individual percentages of the bonus pool granted to the participants in the pool exceed one hundred percent (100%). The maximum award for each participant, expressed as a percentage of the bonus pool for the program year, is set forth below, and in no event can it exceed the individual award maximum set forth in the plan document:

The bonus pool serves only to provide a ceiling on the maximum bonus amount that any NEO may receive, and the actual bonus paid to each NEO will be determined pursuant to the fiscal 2015 incentive award opportunity described above.

Cash Performance Unit Plan

The 2008 Cash Performance Unit Plan, as amended, provides certain key employees, including the NEOs, the opportunity to earn cash incentive payments based on pre-established performance criteria over performance periods of at least three years. We refer to these units as “CPUs.” The Committee currently makes grants annually for performance periods ending at the end of the third fiscal year, including the year of grant. The Plan provides that, in the event of the death of a participant, payments are determined using Sysco’s performance for the entire three-year performance period. Payments following a change of control are based on target performance values. With respect to participants whose employment terminates due to retirement or death, such individuals will receive a pro-rata payment based upon the number of years during which the participant was actively employed during the relevant performance period.

The Committee establishes the performance goals for the awards during the first ninety days of the performance period, and communicates individual awards after its meeting the following November. The CPU plan will expire on November 30, 2014, unless sooner terminated by the Board. CPU grants after that date may be made pursuant to the Sysco 2013 Long-Term Incentive Plan.

Under the plan, the Committee may select performance goals from those specified in the plan, based on the performance of Sysco generally or on the performance of subsidiaries or divisions. With respect to the grants in fiscal 2011 that were paid in August 2013, the Committee set performance criteria based on the average increases in Sysco’s earnings per share and sales over the performance periods. With respect to the grants in fiscal 2012, 2013 and 2014, the Committee set the performance criteria based on relative total shareholder return, as described below. As of September 22, 2014, the named executive officers listed below held cash performance unit grants in the amounts and for the performance periods set forth below:

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• Each participating named executive officer’s MIP annual incentive award to be targeted at the following percentages of base salary: 150% for Mr. DeLaney, 125% for Mr. Green and 100% for Messrs. Kreidler, Bené and Shurts;

• Four bonus measures under the 2015 MIP annual incentive award program that are independent of each other, such that one portion of the award can be earned even if the threshold level of one or more of the other measures is not achieved;

• Three of the performance measures are similar to those used in fiscal 2014: (1) adjusted fully diluted earnings per share; (2) capital efficiency, as measured by adjusted return on invested capital; and (3) profitable sales growth, as measured based on a combination of sales percentage increases and gross profit dollar growth. The three independent metrics retain the same relative weighting as in fiscal 2014, but collectively represent 80% of the total incentive opportunity; and

• A fourth performance measure, the achievement of individualized SBOs, which is independent of the other measures and represents 20% of the total incentive opportunity. Unlike the fiscal 2014 MIP annual incentive awards, the NEO’s performance with respect to the pre-established SBOs will not be considered by the Committee for purposes of making adjustments to the amount of the NEO’s incentive payment based on the financial metrics that comprise the Business Performance Factor.

Participant’s Title

Percent of Bonus Pool Allocated to Participant CEO 40 % CFO 15 % NEO 3 15 % NEO 4 15 % NEO 5 15 % Payout Amount ($) Name Fiscal Year in Which Granted Target Value Per CPU Number of CPUs Held Performance

Period Minimum Target Maximum DeLaney 2014 $ 1 2,516,850 7/1/13-6/30/16 $ 1,258,425 $ 2,516,850 $ 3,775,275 2013 1 1,762,500 7/1/12-6/27/15 881,250 1,762,500 2,643,750 Kreidler 2014 1 875,875 7/1/13-6/30/16 437,938 875,875 1,313,813 2013 1 612,500 7/1/12-6/27/15 306,250 612,500 918,750 Green 2014 1 813,313 7/1/13-6/30/16 406,656 813,313 1,219,969 2013 1 568,750 7/1/12-6/27/15 284,375 568,750 853,125 Bené 2014 1 710,938 7/1/13-6/30/16 355,469 710,938 1,066,406 2013 1 — 7/1/12-6/27/15 — — —

SYSCO CORPORATION - 2014 Proxy Statement 62 Shurts 2014 1 667,713 7/1/13-6/30/16 333,856 667,713 1,001,569 2013 1 467,188 7/1/12-6/27/15 233,594 467,188 700,782

Following the conclusion of each three-year performance period, if we meet the relevant performance criteria, we will pay each named executive an amount obtained by multiplying the number of performance units that the executive received by the value assigned to each unit and then multiplying the resulting product by a specified percentage. Each CPU is assigned a value of $1.00 per unit. We make all payments due with respect to the CPUs in cash. No payments made under the 2008 Cash Performance Unit Plan to any named executive officer in any fiscal year may be higher than 1% of Sysco’s earnings before income taxes, as publicly disclosed in the “Consolidated Results of Operations” section of Sysco’s Annual Report on Form 10- K for the fiscal year ended immediately before the applicable payment date.

With respect to the CPU grants that we made in fiscal year 2012, which were scheduled to pay out in August 2014, the Committee replaced the previous performance criteria with a measure based on Sysco’s total shareholder return over the three-year performance period including fiscal years 2012, 2013 and 2014, relative to that of the S&P 500. Based upon where Sysco’s total shareholder return for that period falls relative to the other S&P 500 companies, CPUs are expected to pay at a rate from 50% to 150% of the aggregate value of the CPUs, which are valued at $1 per unit. In order to compute total shareholder return, the following sum is first calculated:

Total shareholder return is then computed as that sum divided by the closing price of a share of Sysco’s common stock, as reported on the New York Stock Exchange, on the day immediately preceding the first day of the three-year performance period. The threshold payment level requires Sysco’s total shareholder return for the three-year performance period to equal or exceed that of the 30 th percentile of the S&P 500, the target payment level requires company performance to equal the 45 th percentile, and the maximum payment level is expected to be reached at the 75 th percentile, with graduated bonus levels in between the threshold and maximum levels. These grants are subject to Sysco’s clawback policies.

Based on Sysco’s shareholder return during the three-year performance period ending June 28, 2014, which was in the 27 th percentile relative to the S&P 500, the threshold performance was not achieved and the named executive officers did not receive a payment with respect to the CPUs issued in fiscal year 2012.