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SHAREHOLDERS’ EQUITY
12 Months Ended
Jul. 25, 2026
Equity [Abstract]  
SHAREHOLDERS’ EQUITY SHAREHOLDERS' EQUITY
The Company has two classes of common stock. Class A common stock is entitled to one vote per share and to cash dividends as declared 54% greater than those paid on Class B common stock. Class B common stock is entitled to 10 votes per share. Class A and Class B common stock share equally on a per share basis in any distributions in liquidation. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock at any time. Class B common stock is not transferable except to another holder of Class B common stock or by will or under the laws of intestacy or pursuant to a resolution of the Board of Directors of the Company approving the transfer. As a result of this voting structure, the holders of the Class B common stock control greater than 50% of the total voting power of the shareholders of the Company and control the election of the Board of Directors.
The Company has authorized 10,000 shares of preferred stock. No shares have been issued. The Board of Directors is authorized to designate series, preferences, powers and participation of any preferred stock issued.
The Company maintains share repurchase programs that comply with Rule 10b5-1 under the Securities Exchange Act of 1934. Repurchases of Village Class A common stock may be made from time to time through a variety of methods, including open market purchases and other negotiated transactions. In September 2019, the Company's Board of Directors authorized an incremental $5,000 share repurchase program, supplementing the existing authorization. No open market purchases were made under the Company's Class A share repurchase program in fiscal 2026 and 2025, while purchases of $1,854 were made in fiscal 2024. The remaining availability under the Company's Class A share repurchase program was $1,349 as of July 25, 2026.
In addition, $8,163 and $357 in shares of Class A common stock were surrendered in satisfaction of withholding taxes in connection with the vesting of restricted shares in fiscal 2026 and 2024, respectively. No shares of Class A common stock were surrendered in satisfaction of withholding taxes in fiscal 2025.
On December 16, 2016, the shareholders of the Company approved the Village Super Market, Inc. 2016 Stock Plan (the "2016 Plan") under which awards of incentive and non-qualified stock options and restricted stock may be made. There are 1,200 shares of Class A common stock authorized for issuance to employees and directors under the 2016 Plan, of which 453 shares remain for future grants at July 25, 2026. Terms and conditions of awards are determined by the Board of Directors.
Historically, restricted stock awards were primarily granted once every three years and cliff vested three years from the date of grant, subject to the individual's continued employment with the Company through the vesting date. Effective beginning with the March 2026 restricted stock awards granted, the Company transitioned from a three-year, cliff-vesting model to a three-year, graded-vesting model. Specifically, the Company's March 2026 restricted stock grant will vest in three installments, subject to the individual's continued employment through each applicable vesting date, as follows: one-half of the shares vest on March 16, 2027; one-third of the shares vest on March 14, 2028; and the remaining shares vest on March 13, 2029. Future restricted stock grants are expected to primarily occur annually in March and will vest in three equal installments over a three-year period following the date of grant (i.e., one-third each year), subject to the individual's continued employment through each applicable vesting date.
Total shared-based compensation expense recognized in connection with 2016 Plan was $4,180, $3,406 and $3,993 in fiscal 2026, 2025 and 2024, respectively. Total income tax benefit recognized in the consolidated statements of operations for share-based compensation arrangements was $2,617, $859 and $868 in fiscal 2026, 2025 and 2024, respectively.
The following table summarizes restricted stock activity during the fiscal years presented:
Years Ended
July 25,
2026
July 26,
2025
July 27,
2024
SharesWeighted-average
 grant date
 fair value
SharesWeighted-average
 grant date
 fair value
SharesWeighted-average
 grant date
fair value
Nonvested at beginning of year427 $23.17 456 $22.98 503 $22.90 
Granted251 41.81 8 33.04 24 24.42 
Vested(420)23.13 (16)22.90 (43)22.90 
Forfeited(7)31.21 (21)22.93 (28)22.90 
Nonvested at end of year251 $41.61 427 $23.17 456 $22.98 
The total fair value of restricted shares vested during fiscal 2026, 2025 and 2024 was $18,006, $530 and $1,141 respectively.  
As of July 25, 2026, there was $8,543 of total unrecognized compensation costs related to nonvested restricted stock granted. That cost is expected to be recognized over a weighted-average period of 1.3 years.
No stock options were granted or exercised during fiscal 2026. The following table summarizes stock option activity during the fiscal years presented:
Years Ended
July 26,
2025
July 27,
2024
SharesWeighted-average
exercise price
SharesWeighted-average
 exercise price
Outstanding at beginning of year2 $25.47 88 $28.72 
Exercised(2)25.47 (2)27.71 
Forfeited— — (84)28.82 
Outstanding at end of year— $— 2 $25.47 
Options exercisable at end of year— $— 2 $25.47 
The fair value of each option award is estimated on the date of grant using the Black-Scholes Option Pricing Model. The Company uses historical data for similar groups of employees in order to estimate the expected life of options granted. Expected volatility is based on the historical volatility of the Company's stock for a period of years corresponding to the expected life of the option. The risk-free interest rate is based on the U.S. Treasury yield curve at the time of grant for securities with a maturity period similar to the expected life of the option.
The Company declared and paid cash dividends on common stock as follows:
Years Ended
July 25,
2026
July 26,
2025
July 27,
2024
Per share:
Class A common stock$1.00 $1.00 $1.00 
Class B common stock0.65 0.65 0.65 
Aggregate:
Class A common stock$10,655 $10,614 $10,609 
Class B common stock2,681 2,694 2,732 
$13,336 $13,308 $13,341