HOME DEPOT INC
For the period ended Jan 28, 2024. Filed Mar 13, 2024.
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FY2024 · Filed Mar 13, 2024
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Item 15. Exhibit and Financial Statement Schedules
The following documents are filed as part of this report:
- Financial Statements
The following financial statements are set forth in Item 8 hereof:
Report of Independent Registered Public Accounting Firm (KPMG LLP, Atlanta, GA, Auditor Firm ID:185);
Consolidated Balance Sheets as of January 28, 2024 and January 29, 2023;
Consolidated Statements of Earnings for fiscal 2023, fiscal 2022, and fiscal 2021;
Consolidated Statements of Comprehensive Income for fiscal 2023, fiscal 2022, and fiscal 2021;
Consolidated Statements of Stockholders’ Equity for fiscal 2023, fiscal 2022, and fiscal 2021;
Consolidated Statements of Cash Flows for fiscal 2023, fiscal 2022, and fiscal 2021; and
Notes to Consolidated Financial Statements.
- Financial Statement Schedules
All schedules are omitted, as the required information is inapplicable or the information is presented in our consolidated financial statements or related notes.
- Exhibits
Exhibits not filed or furnished herewith are incorporated by reference to exhibits previously filed with the SEC, as reflected in the table below. Our Current, Quarterly, and Annual Reports are filed with the SEC under File No. 1-8207. Our Registration Statements have the file numbers noted wherever such statements are identified in the following list of exhibits. We will furnish a copy of any exhibit to shareholders without charge upon written request to Investor Relations, The Home Depot, Inc., 2455 Paces Ferry Road, Atlanta, Georgia 30339, via the internet at http://ir.homedepot.com, or by calling Investor Relations at (770) 384-2871.
| Exhibit | Description | Reference |
| 3.1 | Amended and Restated Certificate of Incorporation of The Home Depot, Inc. | Form 10-Q for the fiscal quarter ended July 31, 2011, Exhibit 3.1 |
| 3.2 | By-Laws of The Home Depot, Inc. (Amended and Restated Effective February 23, 2023) | Form 8-K filed February 28, 2023, Exhibit 3.2 |
| 4.1 | Indenture, dated as of May 4, 2005, between The Home Depot, Inc. and The Bank of New York Mellon Trust Company, N.A. (fka The Bank of New York Trust Company, N.A.), as Trustee | Form S-3 (File No. 333-124699) filed May 6, 2005, Exhibit 4.1 |
| 4.2 | Indenture, dated as of August 24, 2012, between The Home Depot, Inc. and Deutsche Bank Trust Company Americas, as Trustee | Form S-3 (File No. 333-183621) filed August 29, 2012, Exhibit 4.3 |
| 4.3 | Form of 5.875% Senior Note due December 16, 2036 | Form 8-K filed December 19, 2006, Exhibit 4.3 |
| 4.4 | Form of 5.40% Senior Note due September 15, 2040 | Form 8-K filed September 10, 2010, Exhibit 4.2 |
| 4.5 | Form of 5.95% Senior Note due April 1, 2041 | Form 8-K filed March 31, 2011, Exhibit 4.2 |
| 4.6 | Form of 2.700% Senior Note due April 1, 2023 | Form 8-K filed April 5, 2013, Exhibit 4.2 |
| 4.7 | Form of 4.200% Senior Note due April 1, 2043 | Form 8-K filed April 5, 2013, Exhibit 4.3 |
| 4.8 | Form of 3.750% Senior Note due February 15, 2024 | Form 8-K filed September 10, 2013, Exhibit 4.3 |
| 4.9 | Form of 4.875% Senior Note due February 15, 2044 | Form 8-K filed September 10, 2013, Exhibit 4.4 |
| 4.10 | Form of 4.40% Senior Note due March 15, 2045 | Form 8-K filed June 12, 2014, Exhibit 4.3 |
| 4.11 | Form of 4.250% Senior Note due April 1, 2046 | Form 8-K filed June 2, 2015, Exhibit 4.3 |
| 4.12 | Form of 3.35% Note due September 15, 2025 | Form 8-K filed September 15, 2015, Exhibit 4.3 |
| 4.13 | Form of 3.000% Senior Note due April 1, 2026 | Form 8-K filed February 12, 2016, Exhibit 4.3 |
| Exhibit | Description | Reference | |
| 4.14 | Form of 4.250% Senior Note due April 1, 2046 | Form 8-K filed February 12, 2016, Exhibit 4.4 | |
| 4.15 | Form of 2.125% Note due September 15, 2026 | Form 8-K filed September 15, 2016, Exhibit 4.2 | |
| 4.16 | Form of 3.500% Note due September 15, 2056 | Form 8-K filed September 15, 2016, Exhibit 4.3 | |
| 4.17 | Form of 3.900% Note due June 15, 2047 | Form 8-K filed June 5, 2017, Exhibit 4.4 | |
| 4.18 | Form of 2.800% Note due September 14, 2027 | Form 8-K filed September 14, 2017, Exhibit 4.2 | |
| 4.19 | Form of 3.900% Note due December 6, 2028 | Form 8-K filed December 6, 2018, Exhibit 4.4 | |
| 4.20 | Form of 4.500% Note due December 6, 2048 | Form 8-K filed December 6, 2018, Exhibit 4.5 | |
| 4.21 | Form of 2.950% Note due June 15, 2029 | Form 8-K filed June 17, 2019, Exhibit 4.2 | |
| 4.22 | Form of 3.900% Note due June 15, 2047 | Form 8-K filed June 17, 2019, Exhibit 4.3 | |
| 4.23 | Form of 2.950% Note due June 15, 2029 | Form 8-K filed January 13, 2020, Exhibit 4.2 | |
| 4.24 | Form of 3.125% Note due December 15, 2049 | Form 8-K filed January 13, 2020, Exhibit 4.3 | |
| 4.25 | Form of 2.500% Note due April 15, 2027 | Form 8-K filed March 30, 2020, Exhibit 4.2 | |
| 4.26 | Form of 2.700% Note due April 15, 2030 | Form 8-K filed March 30, 2020, Exhibit 4.3 | |
| 4.27 | Form of 3.300% Note due April 15, 2040 | Form 8-K filed March 30, 2020, Exhibit 4.4 | |
| 4.28 | Form of 3.350% Note due April 15, 2050 | Form 8-K filed March 30, 2020, Exhibit 4.5 | |
| 4.29 | Form of 0.900% Note due March 15, 2028 | Form 8-K filed January 7, 2021, Exhibit 4.2 | |
| 4.30 | Form of 1.375% Note due March 15, 2031 | Form 8-K filed January 7, 2021, Exhibit 4.3 | |
| 4.31 | Form of 2.375% Note due March 15, 2051 | Form 8-K filed January 7, 2021, Exhibit 4.4 | |
| 4.32 | Form of 1.500% Note due September 15, 2028 | Form 8-K filed September 21, 2021, Exhibit 4.2 | |
| 4.33 | Form of 1.875% Note due September 15, 2031 | Form 8-K filed September 21, 2021, Exhibit 4.3 | |
| 4.34 | Form of 2.750% Note due September 15, 2051 | Form 8-K filed September 21, 2021, Exhibit 4.4 | |
| 4.35 | Form of 2.700% Note due April 15, 2025 | Form 8-K filed March 28, 2022, Exhibit 4.2 | |
| 4.36 | Form of 2.875% Note due April 15, 2027 | Form 8-K filed March 28, 2022, Exhibit 4.3 | |
| 4.37 | Form of 3.250% Note due April 15, 2032 | Form 8-K filed March 28, 2022, Exhibit 4.4 | |
| 4.38 | Form of 3.625% Note due April 15, 2052 | Form 8-K filed March 28, 2022, Exhibit 4.5 | |
| 4.39 | Form of 4.000% Note due September 15, 2025 | Form 8-K filed September 19, 2022, Exhibit 4.2 | |
| 4.40 | Form of 4.500% Note due September 15, 2032 | Form 8-K filed September 19, 2022, Exhibit 4.3 | |
| 4.41 | Form of 4.950% Note due September 15, 2052 | Form 8-K filed September 19, 2022, Exhibit 4.4 | |
| 4.42 | Form of 5.125% Note due April 30, 2025 | Form 8-K filed December 4, 2023, Exhibit 4.2 | |
| 4.43 | Form of 4.950% Note due September 30, 2026 | Form 8-K filed December 4, 2023, Exhibit 4.3 | |
| 4.45 | Form of 4.900% Note due April 15, 2029 | Form 8-K filed December 4, 2023, Exhibit 4.4 | |
| 10.1 | † | The Home Depot, Inc. 1997 Omnibus Stock Incentive Plan | Form 10-Q for the fiscal quarter ended August 4, 2002, Exhibit 10.1 |
| 10.2 | † | Form of Executive Employment Death Benefit Agreement | Form 10-K for the fiscal year ended February 3, 2013, Exhibit 10.2 |
| 10.3 | † | The Home Depot Deferred Compensation Plan for Officers (As Amended and Restated Effective January 1, 2008) | Form 8-K filed August 20, 2007, Exhibit 10.1 |
| 10.4 | † | Amendment No. 1 to The Home Depot Deferred Compensation Plan for Officers (As Amended and Restated Effective January 1, 2008) | Form 10-K for the fiscal year ended January 31, 2010, Exhibit 10.4 |
| 10.5 | † | Amendment No. 2 to The Home Depot Deferred Compensation Plan for Officers (As Amended and Restated Effective January 1, 2008) | Form 10-K for the fiscal year ended January 31, 2021, Exhibit 10.5 |
| 10.6 | † | The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 10-Q for the fiscal quarter ended July 31, 2022, Exhibit 10.1 |
| Exhibit | Description | Reference | |
| 10.7 | † | The Home Depot FutureBuilder Restoration Plan | Form 8-K filed August 20, 2007, Exhibit 10.2 |
| 10.8 | † | Amendment No.1 to The Home Depot FutureBuilder Restoration Plan | Form 10-K for the fiscal year ended February 2, 2014, Exhibit 10.8 |
| 10.10 | † | The Home Depot, Inc. Nonemployee Directors’ Deferred Stock Compensation Plan | Form 8-K filed August 20, 2007, Exhibit 10.3 |
| 10.11 | † | The Home Depot Amended and Restated Management Incentive Plan (effective January 31, 2022) | Form 8-K filed May 24, 2022, Exhibit 10.1 |
| 10.12 | † | The Home Depot, Inc. Amended and Restated Employee Stock Purchase Plan, as amended and restated effective July 1, 2012 | Form 10-Q for the fiscal quarter ended April 29, 2012, Exhibit 10.1 |
| 10.13 | † | Form of Executive Officer Restricted Stock Award Pursuant to The Home Depot, Inc. 1997 Omnibus Stock Incentive Plan | Form 10-Q for the fiscal quarter ended October 31, 2004, Exhibit 10.1 |
| 10.14 | † | Form of Deferred Share Award (Nonemployee Director) Pursuant to The Home Depot, Inc. 2005 Omnibus Stock Incentive Plan | Form 8-K filed November 15, 2007, Exhibit 10.1 |
| 10.15 | † | Form of Executive Officer Equity Award Terms and Conditions Agreement Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 6, 2013, Exhibit 10.1 |
| 10.16 | † | Form of Executive Officer Equity Award Agreement (Nonqualified Stock Option) Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 8, 2016, Exhibit 10.1 |
| 10.17 | † | Form of Deferred Share Award (Nonemployee Director) Pursuant to The Home Depot, Inc. 2005 Omnibus Stock Incentive Plan | Form 10-K for the fiscal year ended January 29, 2017, Exhibit 10.21 |
| 10.18 | † | Form of Executive Officer Equity Award Agreement (Nonqualified Stock Option) Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed February 28, 2018, Exhibit 10.3 |
| 10.19 | † | Form of Executive Officer Equity Award Agreement (Performance-Based Restricted Stock) Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 4, 2019, Exhibit 10.2 |
| 10.20 | † | Form of Executive Officer Equity Award Agreement (Nonqualified Stock Option) Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 4, 2019, Exhibit 10.3 |
| 10.21 | † | Form of Executive Officer Equity Award Agreement Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 2, 2020, Exhibit 10.1 |
| 10.22 | † | Form of Executive Officer Restricted Stock and Stock Option Award Agreement Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 10-Q for the fiscal quarter ended November 1, 2020, Exhibit 10.4 |
| 10.23 | † | Form of Executive Officer Equity Award Agreement Pursuant to The Home Depot, Inc. Amended and Restated 2005 Omnibus Stock Incentive Plan | Form 8-K filed March 1, 2021, Exhibit 10.1 |
| Exhibit | Description | Reference | |
| 10.24 | † | Form of Executive Officer Equity Award Agreement (Performance Shares, Performance-Based Restricted Stock and Nonqualified Stock Options) Pursuant to The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 8-K filed May 24, 2022, Exhibit 10.2 |
| 10.25 | † | Form of Executive Officer Equity Award Agreement (Restricted Stock and Nonqualified Stock Options) Pursuant to The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 8-K filed May 24, 2022, Exhibit 10.3 |
| 10.26 | † | Form of Executive Officer Equity Award Agreement (Performance Shares, Performance-Based Restricted Stock and Nonqualified Stock Options) Pursuant to The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 8-K filed February 28, 2023, Exhibit 10.1 |
| 10.27 | † | Form of Executive Officer Equity Award Agreement (Restricted Stock and Nonqualified Stock Options) Pursuant to The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 8-K filed February 28, 2023, Exhibit 10.2 |
| 10.29 | † | Form of Nonemployee Director Deferred Share Award Agreement Pursuant to The Home Depot, Inc. Omnibus Stock Incentive Plan, as Amended and Restated May 19, 2022 | Form 8-K filed May 24, 2022, Exhibit 10.4 |
| 10.30 | † | Employment Arrangement between Edward P. Decker and The Home Depot, Inc., dated February 24, 2022 | Form 10-Q for the fiscal quarter ended May 1, 2022, Exhibit 10.1 |
| 10.31 | † | Employment Arrangement between Richard V. McPhail and The Home Depot, Inc., dated October 1, 2020 | Form 10-Q for the fiscal quarter ended November 1, 2020, Exhibit 10.1 |
| 10.34 | † | Employment Arrangement between Ann-Marie Campbell and The Home Depot, Inc., dated October 25, 2023 | Form 10-Q for the fiscal quarter ended October 29, 2023, Exhibit 10.1 |
| 10.35 | † | Separation Agreement between Jeffrey G. Kinnaird and The Home Depot, Inc., dated April 17, 2023 | Form 10-Q for the fiscal quarter ended April 30, 2023, Exhibit 10.3 |
| 10.36 | † | Employment Arrangement between Matthew A. Carey and The Home Depot, Inc., dated April 19, 2022 | Form 10-Q for the fiscal quarter ended May 1, 2022, Exhibit 10.3 |
| 10.37 | †* | Employment Arrangement between Teresa Wynn Roseborough and The Home Depot, Inc., dated September 28, 2011 | |
| 21 | * | List of Subsidiaries of the Company | |
| 23 | * | Consent of Independent Registered Public Accounting Firm | |
| 31.1 | * | Certification of the Chair, President and Chief Executive Officer pursuant to Rule 13a-14(a) | |
| 31.2 | * | Certification of Executive Vice President and Chief Financial Officer pursuant to Rule 13a-14(a) | |
| 32.1 | ‡ | Certification of the Chair, President and Chief Executive Officer furnished pursuant Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 32.2 | ‡ | Certification of Executive Vice President and Chief Financial Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 97 | * | The Home Depot, Inc. Executive Compensation Clawback Policy |
| Exhibit | Description | Reference | |
| 101.INS | * | XBRL Instance Document - the instance document does not appear in the Interactive Data file because its XBRL tags are embedded within the Inline XBRL document | |
| 101.SCH | * | XBRL Taxonomy Extension Schema Document | |
| 101.CAL | * | XBRL Taxonomy Extension Calculation Linkbase Document | |
| 101.DEF | * | XBRL Taxonomy Extension Definition Linkbase Document | |
| 101.LAB | * | XBRL Taxonomy Extension Label Linkbase Document | |
| 101.PRE | * | XBRL Taxonomy Extension Presentation Linkbase Document | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
† Management contract or compensatory plan or arrangement
*Filed herewith
‡ Furnished (and not filed) herewith pursuant to Item 601(b)(32)(ii) of the SEC’s Regulation S-K
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.