KinderCare Learning Companies, Inc.
For the period ended Jan 3, 2026. Filed Mar 13, 2026.
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FY2026 · Filed Mar 13, 2026
KLC$2.21-5.2%Stored close · as of Nov 10, 2026
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Item 15. Exhibits, Financial Statement Schedules
(a)
The following documents are filed as part of this Annual Report on Form 10-K:
Financial Statements
We have filed the financial statements and schedules of the registrant listed in the Index to Consolidated Financial Statements contained in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.
List of Financial Statement Schedules.
All schedules are omitted because the required information is either not present, not present in material amounts or presented within the consolidated financial statements.
(b)
The exhibits listed in the following “Exhibits Index” are filed or incorporated by reference as part of this Annual Report.
| Exhibits Index | |
| ExhibitNumber | Description |
| 3.1 | Third Amended and Restated Certificate of Incorporation of KinderCare Learning Companies, Inc. (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on October 15, 2024). |
| 3.2 | Amended and Restated Bylaws of KinderCare Learning Companies, Inc. (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed on October 15, 2024). |
| 4.1 | Description of Capital Stock (incorporated by reference to Exhibit 4.1 to the Annual Report on Form 10-K for the year ended December 28, 2024 filed on March 21, 2025). |
| 10.1 | Credit Agreement, dated as of June 12, 2023, by and among KinderCare Learning Companies Inc., KC Sub, LLC, KUEHG Corp., the lenders party thereto and Barclays Bank PLC, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.2 | Amendment No. 1 to Credit Agreement, dated as of March 26, 2024, by and among KinderCare Learning Companies Inc., KC Sub, LLC, KUEHG Corp., the lenders party thereto and Barclays Bank PLC, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.3 | Amendment No. 2 to Credit Agreement, dated as of April 24, 2024, by and among KinderCare Learning Companies Inc., KC Sub, LLC, KUEHG Corp., the lenders party thereto and Barclays Bank PLC, as administrative agent and collateral agent (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.4 | Facilities Agreement, dated as of February 1, 2024, by and among KUEHG Corp. and CLIF 2023-1 LLC (incorporated by reference to Exhibit 10.4 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.5# | Offer Letter dated December 2, 2025 by and between KinderCare Learning Companies, Inc. and John T. (“Tom”) Wyatt (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on December 3, 2025). |
| 10.6# | Promotion Letter, dated as of November 5, 2025, by and between KinderCare Learning Companies, Inc. and Lindsay Sorhondo (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on November 10, 2025). |
| 10.7# | KinderCare Learning Companies, Inc. Change in Control Severance Plan (incorporated by reference to Exhibit 10.10 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.8# | KinderCare Learning Companies, Inc. Amended and Restated 2022 Incentive Award Plan (previously filed as Exhibit 4.4 to the Registration Statement on Form S-8 (File No. 333-282557) filed on October 9, 2024 and incorporated herein by reference). |
| 10.9# | KinderCare Learning Companies, Inc. 2024 Employee Stock Purchase Plan (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-8 (File No. 333-282557) filed on October 9, 2024). |
| 10.10# | Form of Option Agreement under the KinderCare Learning Companies, Inc. Amended and Restated 2022 Incentive Award Plan (incorporated by reference to Exhibit 10.14 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.11# | Form of Restricted Stock Unit Agreement under the KinderCare Learning Companies, Inc. Amended and Restated 2022 Incentive Award Plan (incorporated by reference to Exhibit 10.15 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.12 | Form of Indemnification Agreement (incorporated by reference to Exhibit 10.16 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.13# | KinderCare Learning Companies, Inc. Policy for Providing Severance Payments to Executives (incorporated by reference to Exhibit 10.18 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.14 | Master Lease Agreement between KCP RE LLC, as Landlord, and Knowledge Universe Education LLC, as Tenant, dated as of August 1, 2015, as amended on November 13, 2015, April 4, 2018, June 11, 2020, and June 3, 2022 (incorporated by reference to Exhibit 10.25 to the Registration Statement on Form S-1 (File No. 333-281971) filed on September 6, 2024). |
| 10.15 | Registration Rights Agreement, dated as of October 8, 2024, by and among the Company and each of the other persons from time to time party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on October 15, 2024). |
| 10.16 | Stockholders Agreement, dated as of October 8, 2024, by and among the Company, Partners Group Client Access 13 L.P. Inc., Partners Group Client Access 13A L.P. Inc., Partners Group Barrier Reef L.P., Partners Group Hercules, L.P. Inc., Partners Group Hearst Opportunities Fund L.P., Partners Group Daintree Co-Invest, L.P., Partners Group Access 768 L.P., Partners Group Direct Investments 2012 (EUR), L.P. Inc. and each of the other stockholders party thereto (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed on October 15, 2024). |
| 10.17 | Amendment No. 3 to Credit Agreement, dated as of October 10, 2024, by and among KUEHG Corp., KinderCare Learning Companies, Inc., KC Sub, LLC, Barclays Bank PLC, as administrative agent and as collateral agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed on October 15, 2024). |
| 10.18 | Refinancing Amendment No. 4 to Credit Agreement, dated as of October 30, 2024 by and among KUEHG Corp., KinderCare Learning Companies, Inc., KC Sub, LLC, Barclays Bank PLC, as administrative agent and as collateral agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.6 to the Quarterly Report on Form 10-Q for the quarter ended September 28, 2024 filed on November 21, 2024). |
| 10.19 | Amendment No. 5 to the Credit Agreement, dated February 11, 2025, by and among KUEHG Corp., KinderCare Learning Companies, Inc., KC Sub, LLC, Barclays Bank PLC, as administrative agent and as collateral agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.20 to the Annual Report on Form 10-K for the year ended December 28, 2024 filed on March 21, 2025). |
| 10.20 | Refinancing Amendment No. 6 to the Credit Agreement, dated July 1, 2025, by and among the Company, KUEHG Corp., and each of the other persons from time to thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on July 3, 2025). |
| 19.1 | KinderCare Learning Companies, Inc. Insider Trading Compliance Policy (incorporated by reference to Exhibit 19.1 to the Annual Report on Form 10-K for the year ended December 28, 2024 filed on March 21, 2025). |
| 21.1* | List of subsidiaries of KinderCare Learning Companies, Inc. |
| 23.1* | Consent of PricewaterhouseCoopers LLP |
| 31.1** | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 31.2** | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
| 32.1** | Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2** | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 97.1 | Policy for Recoupment of Incentive Compensation (incorporated by reference to Exhibit 97.1 of the Annual Report on Form 10-K for the year ended December 28, 2024 filed on March 21, 2025) |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
- Filed herewith.
** The certifications attached hereto are not considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the limitations of that section.
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