Sonos Inc
For the period ended Sep 27, 2025. Filed Nov 14, 2025.
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FY2025 · Filed Nov 14, 2025
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Item 15. Exhibits, Financial Statement Schedules
(a)(1)Financial Statements
The information concerning Sonos’ consolidated financial statements and the Report of Independent Registered Public Accounting Firm required by this Item 15(a)(1) is incorporated by reference herein to the section of this Annual Report on Form 10-K in Part II, Item 8, titled "Financial Statements and Supplementary Data."
(a)(2)Financial Statement Schedules
All financial statement schedules have been omitted as the information is not required under the related instructions or is not applicable or because the information required is already included in the consolidated financial statements or the notes to those consolidated financial statements.
(a)(3)Exhibits
We have filed, or incorporated into this Annual Report on Form 10-K by reference, the exhibits listed on the accompanying Exhibit Index immediately preceding the signature page of this Annual Report on Form 10-K.
EXHIBIT INDEX
| ExhibitNumber · Incorporated By Reference · Filed or FurnishedHerewith | |||||
|---|---|---|---|---|---|
| Exhibit Title · Form · File No. · Exhibit · Filing Date | |||||
| 3.1 | Restated Certificate of Incorporation | 10-Q | 001-38603 | 3.1 | 5/8/2025 |
| 3.2 | Restated Bylaws | 10-Q | 001-38603 | 3.2 | 5/8/2025 |
| 4.1 | Form of Common Stock Certificate | S-1 | 333-226076 | 4.01 | 7/6/2018 |
| 4.2 | Amended and Restated Investor Rights Agreement, dated as of July 18, 2012, by and among the Registrant and certain investors of the Registrant | S-1 | 333-226076 | 4.02 | 7/6/2018 |
| 4.3 | Description of Securities | 10-K | 001-38603 | 4.3 | 11/26/19 |
| 10.1+ | Form of Indemnification Agreement entered into between Sonos, Inc. and each of its directors and executive officers | S-1 | 333-226076 | 10.01 | 7/6/2018 |
| 10.2+ | 2003 Stock Plan, as amended, and forms of agreement thereunder | S-1 | 333-226076 | 10.02 | 7/6/2018 |
| 10.3+ | 2018 Equity Incentive Plan and forms of agreement thereunder | 10-Q | 001-38603 | 10.1 | 8/12/2021 |
| 10.4+ | 2018 Employee Stock Purchase Plan and form of subscription agreement | S-1 | 333-226076 | 10.04 | 7/6/2018 |
| 10.5+ | Offer Letter between Patrick Spence and the Registrant, dated May 25, 2012 | S-1 | 333-226076 | 10.05 | 7/6/2018 |
| 10.6+ | Offer Letter between Nicholas Millington and the Registrant, dated February 27, 2003 | 10-K | 001-38603 | 10.9 | 11/28/2018 |
| 10.7+ | Executive Incentive Plan | 10-Q | 001-38603 | 10.1 | 2/7/2019 |
| 10.8+ | Performance Share Award Agreement between Patrick Spence and the Registrant, dated May 28, 2020 | 10-Q | 001-38603 | 10.1 | 8/6/2020 |
| 10.9+ | Offer Letter between Edward Lazarus and the Registrant, dated December 5, 2018 | 10-Q | 001-38603 | 10.1 | 2/6/2020 |
| 10.10+ | Form of Performance Share Award Agreement under 2018 Equity Incentive Plan | 10-Q | 001-38603 | 10.1 | 2/11/2021 |
| 10.11+ | Offer Letter between Saori Casey and the Registrant dated January 3, 2024 | 10-Q | 001-38603 | 10.1 | 5/8/2024 |
| 10.12+ | Form of Restricted Stock Unit Award Agreement between Saori Casey and the Registrant | 10-Q | 001-38603 | 10.2 | 5/8/2024 |
| 10.13+ | Form of Performance Share Award Agreement between Saori Casey and the Registrant | 10-Q | 001-38603 | 10.3 | 5/8/2024 |
| 10.14+ | Offer Letter between Tom Conrad and the Registrant dated July 22, 2025 | 8-K | 001-38603 | 10.1 | 7/23/2025 | |
| 10.15+ | Letter Agreement between Tom Conrad and the Registrant | 8-K | 001-38603 | 10.2 | 1/13/2025 | |
| 10.16+ | Form of Restricted Stock Unit Award Agreement between Tom Conrad and the Registrant | X | ||||
| 10.17+ | Performance Share Award Agreement between Tom Conrad and the Registrant dated August 7, 2025 | X | ||||
| 10.18+ | Offer Letter between Shamayne Braman and the Registrant dated August 20, 2021 | 10-K | 001-38603 | 10.13 | 11/20/2023 | |
| 10.19+ | Severance Agreement between Shamayne Braman and the Registrant dated August 7, 2025 | X | ||||
| 10.20+ | Transition Agreement between Patrick Spence and the Registrant dated January 12, 2025 | 8-K | 001-38603 | 10.1 | 1/13/2025 | |
| 19 | Insider Trading Policy | 10-K | 001-38603 | 19 | 11/15/2024 | |
| 21.1 | List of subsidiaries of the Registrant | S-1 | 333-226076 | 21.01 | 7/6/2018 | |
| 23.1 | Consent of PricewaterhouseCoopers LLP, Independent Registered Public Accounting Firm | X | ||||
| 23.2 | Consent of KPMG LLP, Independent Registered Public Accounting Firm | X | ||||
| 24.1 | Power of Attorney (incorporated by reference to the signature page of this Annual Report on Form 10-K) | X | ||||
| 31.1 | Certification of Chief Executive Officer pursuant to Rules 13a-14(a) and Rule 15d-14(a) of the Exchange Act | X | ||||
| 31.2 | Certification of Chief Financial Officer pursuant to Rules 13a-14(a) and Rule 15d-14(a) of the Exchange Act | X | ||||
| 32.1* | Certification of Chief Executive Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.2* | Certification of Chief Financial Officer pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97+ | Sonos, Inc. Clawback Policy | 10-K | 001-38603 | 97 | 11/20/2023 | |
| 101.INS | XBRL Instance Document | X | ||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in the Exhibit 101 attachments) | X | ||||
*Furnished and not filed.
- Indicates a management contract or compensatory plan or arrangement.
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