The Chefs' Warehouse Inc 2025年季度报告

FORM10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period endedSeptember 26, 2025 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period from _________ to _________Commission file number:001-35249 THECHEFS’ WAREHOUSE, INC. (Exact name of registrant as specified in its charter) Delaware20-3031526(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.) 100 East Ridge RoadRidgefield,Connecticut06877(Address of principal executive offices) Registrant’s telephone number, including area code: (203)894-1345 Securities registered pursuant to Section 12(b) of the Act: Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock, par value $0.01CHEFThe NASDAQ Stock Market LLC Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange 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☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large acceleratedfiler☒Accelerated filer☐Non-acceleratedfiler☐Smaller reportingcompany☐Emerging growthcompany If an emerging growth company, indicate by check mark if registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ Number of shares of common stock, par value $.01 per share, outstanding at October24, 2025:40,685,549 THE CHEFS’ WAREHOUSE, INC. FORM 10-QTable of ContentsPagePART I. FINANCIAL INFORMATIONItem 1.Condensed Consolidated Financial Statements (unaudited):4Condensed Consolidated Balance Sheets4Condensed Consolidated Statements of Operations and ComprehensiveIncome5Condensed Consolidated Statements of Changes in Stockholders’ Equity6Condensed Consolidated Statements of Cash Flows8Notes to Condensed Consolidated Financial Statements9Item 2.Management’s Discussion and Analysis of Financial Condition and Results ofOperations18Item 3.Quantitative and Qualitative Disclosures about Market Risk24Item 4.Controls and Procedures24PART II. OTHER INFORMATIONItem 1.Legal Proceedings24Item1A.Risk Factors24Item 2.Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchasesof Equity Securities24Item 3.Defaults Upon Senior Securities25Item 4.Mine Safety Disclosures25Item 5.Other Information25Item 6.Exhibits26Signatures27 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Statements in this report regarding the business of The Chefs’ Warehouse, Inc. (the “Company”) that are not historical facts are“forward-looking statements” that involve risks and uncertainties and are based on current expectations and management estimates;actual results may differ materially. Words such as “anticipates”, “expects”, “predicts”, “contemplates”, “projects”, “forecasts”,“intends”, “plans”, “believes”, “seeks”, “estimates”, “could”, “should”, “will”, “may”, “would” and variations of these words andsimilar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performanceand are subject to risks, uncertainties and other factors, some of which are beyond our control, are difficult to predict and/or couldcause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The risks anduncertainties which could impact these statements include, but are not limited to the following: our success depends to a significantextent upon general economic conditions, including disposable income levels and changes in consumer discretionary spending; therelatively low margins of our business, which are sensitive to inflationary and deflationary pressures and intense competition; changesin our credit profile and any effect they may have on our relationships with suppliers; the effects of rising costs for and/or decreases insupply of commodities, ingredients, packaging, other raw materials, distribution and labor; pri