SPORTSMANS WAREHOUSE HOLDINGS INC
For the period ended Feb 3, 2024. Filed Apr 4, 2024.
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FY2024 · Filed Apr 4, 2024
SPWH$1.11-2.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibit and Financial Statement Schedules
(a)
The following documents are filed as part of this Annual Report on Form 10-K:
Financial Statements: The following financial statements are included in Part II, Item 8 of this Annual Report on Form 10‑K.
Consolidated Balance Sheets – February 3, 2024 and January 28, 2023
Consolidated Statements of Operations– Years ended February 3, 2024, January 28, 2023, and January 29, 2022
Consolidated Statements of Stockholders’ Equity – Years ended February 3, 2024, January 28, 2023, and January 29, 2022
Consolidated Statements of Cash Flows – Years ended February 3, 2024, January 28, 2023, and January 29, 2022
Notes to Consolidated Financial Statements
Exhibits: See Item 15(b) below.
(b)
Exhibits
| ExhibitNumber | Description |
| 3.1 | Amended and Restated Certificate of Incorporation of Sportsman’s Warehouse Holdings, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on June 8, 2023). |
| 3.2 | Fourth Amended and Restated Bylaws of Sportsman’s Warehouse Holdings, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K, filed with the SEC on March 25, 2024. |
| 4.1 | Form of Specimen Common Stock Certificate of Sportsman’s Warehouse Holdings, Inc. (incorporated by reference to Exhibit 4.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-1 filed on March 24, 2014). |
| 4.2+ | Description of Capital Stock of Sportsman’s Warehouse Holdings, Inc. |
| 10.1 | Amended and Restated Credit Agreement, dated as of May 23, 2018, by and among Sportsman’s Warehouse, Inc., as Lead Borrower, Wells Fargo Bank, National Association, as Administrative Agent, Collateral Agent, Swing Line Lender, and L/C Issuer and the other parties listed on the signature pages thereto. (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on May 25, 2018). |
| 10.2 | First Amendment to Amended and Restated Credit Agreement, dated May 27, 2022 by and among Sportsman's Warehouse, Inc., as lead borrower, the other borrowers and guarantors party thereto, Wells Fargo Bank, National Association, as administrative agent and the lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on May 31, 2022). |
| 10.3 | Guaranty, dated as of May 23, 2018, by and among Sportsman’s Warehouse Holdings, Inc., as Guarantor, in favor of Wells Fargo Retail Finance, LLC, as Administrative Agent and Collateral Agent, and the Credit Parties (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on May 25, 2018). |
| 10.4 | Security Agreement, dated as of May 23, 2018, by and among Sportsman’s Warehouse, Inc., Minnesota Merchandising Corp., Sportsman’s Warehouse Southwest, Inc. and Pacific Flyway, LLC, as Borrowers, and Sportsman’s Warehouse Holdings, Inc., as Guarantor, in favor of Wells Fargo Retail Finance, LLC, |
| ExhibitNumber | Description |
| as Collateral Agent (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on May 25, 2018). | |
| 10.5 | Sportsman’s Warehouse Holdings, Inc. 2019 Performance Incentive Plan (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on August 30, 2019). |
| 10.6 | Sportsman’s Warehouse Holdings, Inc. Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on August 28, 2015). |
| 10.7* | Form of Director Restricted Stock Unit Award Agreement (2020) (incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K filed on April 9, 2020). |
| 10.8* | Form of Time-Based Restricted Stock Unit Agreement for Executive Officers (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on June 1, 2022). |
| 10.9* | Form of Performance-Based Restricted Stock Unit Agreement for Executive Officers (2020-2022) (incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q filed on June 1, 2022). |
| 10.10*+ | Form of Performance-Based Restricted Stock Unit Agreement for Executive Officers (2023). |
| 10.11*+ | Form of Performance-Based Restricted Stock Unit Agreement for Executive Officers (2024). |
| 10.12* | Form of Director Restricted Stock Unit Award Agreement (Deferred Settlement) (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q filed on September 7, 2023). |
| 10.13*+ | Cash Long-Term Incentive Plan. |
| 10.14* | Form of Restricted Unit Award Agreement (CEO) under the Sportsman's Warehouse Holdings, Inc. Inducement Plan (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on December 7, 2023). |
| 10.15* | Form of Restricted Stock Unit Award Agreement (VP and Above) under the Sportsman’s WarehouseHoldings, Inc. Inducement Plan (incorporated by reference to Exhibit 10.2 to the Company’s QuarterlyReport on Form 10-Q filed on December 7, 2023). |
| 10.16* | Sportsman’s Warehouse Holdings, Inc. Inducement Plan (incorporated by reference to Exhibit 10.3 tothe Company’s Current Report on Form 8-K, filed on September 26, 2023). |
| 10.17* | Form of Indemnification Agreement for Directors and Executive Officers (incorporated by reference toExhibit 10.2 to the Company’s Current Report on Form 8-K filed on April 8, 2019). |
| 10.18* | Employment Agreement, dated September 22, 2023, between Sportsman’s Warehouse Holdings, Inc. and Paul Stone (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 26, 2023). |
| 10.19* | Employee Confidential Information and Inventions Assignment Agreement, dated September 22, 2023,between Sportsman’s Warehouse Holdings, Inc. and Paul Stone (incorporated by reference to Exhibit10.2 to the Company’s Current Report on Form 8-K, filed on September 26, 2023). |
| ExhibitNumber | Description |
| 10.20* | Severance Agreement, dated September 26, 2021, between Sportsman’s Warehouse Holdings, Inc. and Jeff White (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the SEC on September 28, 2021). |
| 10.21* | Sportsman’s Warehouse Holdings, Inc. Directors’ Compensation Policy (as amended March 14, 2023, effective June 7, 2023) (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on May 31, 2023). |
| 10.22 | Sportsman's Warehouse Holdings, Inc. Non-Employee Directors’ Compensation Policy (as amended August 23, 2023, effective August 23, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on September 7, 2023). |
| 21.1+ | Subsidiaries of Sportsman’s Warehouse Holdings, Inc. |
| 23.1+ | Consent of Grant Thornton LLP |
| 31.1+ | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2+ | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1*** | Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. |
| 97.1*+ | Incentive Compensations Recoupment Policy |
| 101 | The following financial statements from the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024, formatted in Inline XBRL: (i) Consolidated Statements of Operations, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets (iv) Consolidated Statements of Stockholders’ Equity, (v) Consolidated Statements of Cash Flow and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags |
| 104 | The cover page from the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024, formatted in Inline XBRL (included as Exhibit 101) |
- Management contract or compensatory plan, contract or arrangement
- Filed herewith
*** Furnished herewith
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