Allbirds Inc
For the period ended Dec 31, 2024. Filed Mar 12, 2025.
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FY2024 · Filed Mar 12, 2025
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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:
(1) Consolidated Financial Statements
The consolidated financial statements are filed as part of this Annual Report on Form 10-K under “Item 8. Financial Statements and Supplementary Data.”
(2) Financial Statement Schedules
The financial statement schedules are omitted because they are either not applicable or the information required is presented in the financial statements and notes thereto under “Item 8. Financial Statements and Supplementary Data.”
(3) Exhibits
The documents listed in the following Exhibit Index of this Annual Report on Form 10-K are incorporated by reference or are filed with this Annual Report on Form 10-K, in each case as indicated therein (numbered in accordance with Item 601 of Regulation S-K):
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| ExhibitNumber | Exhibit Title | Form | File Number | Exhibit | Filing Date |
| 3.1 | Ninth Amended and Restated Certificate of Incorporation of the Registrant. | 8-K | 001-40963 | 3.1 | November 5, 2021 |
| 3.2 | Certificate of Amendment to the Ninth Amended and Restated Certificate of Incorporation of the Registrant. | 8-K | 001-40963 | 3.1 | August 30, 2024 |
| 3.2 | Amended and Restated Bylaws of the Registrant. | 8-K | 001-40963 | 3.1 | August 21, 2023 |
| 4.1 | Form of Class A Common Stock Certificate of the Registrant. | S-1/A | 333-259188 | 4.1 | September 15, 2021 |
| 4.2 | Fifth Amended and Restated Investors’ Rights Agreement by and among the Registrant and certain of its stockholders, dated September 22, 2020. | S-1 | 333-259188 | 10.1 | August 31, 2021 |
| 4.3 | Description of Securities. | 10-K | 001-40963 | 4.2 | March 16, 2022 |
| 10.1# | Allbirds, Inc. 2015 Equity Incentive Plan, as amended, and forms of agreements thereunder. | S-1 | 333-259188 | 10.2 | August 31, 2021 |
| 10.2# | Allbirds, Inc. 2021 Equity Incentive Plan and forms of agreements thereunder. | S-1/A | 333-259188 | 10.3 | October 25, 2021 |
| 10.3# | Allbirds, Inc. 2021 Employee Stock Purchase Plan. | 10-Q | 001-40963 | 10.2 | December 7, 2021 |
| 10.4# | Form of indemnification agreement by and between the Registrant and each of its directors and executive officers. | S-1 | 333-259188 | 10.5 | August 31, 2021 |
| 10.5# | Allbirds, Inc. Severance and Change in Control Plan and form of participation agreement thereunder. | S-1/A | 333-259188 | 10.11 | October 25, 2021 |
| 10.6#* | Non-Employee Director Compensation Policy. | ||||
| 10.7# | Offer Letter by and between the Registrant and Ann Mitchell. | 10-Q | 001-40963 | 10.1 | May 10, 2023 |
| 10.8# | Offer Letter by and between the Registrant and Joe Vernachio. | 8-K | 001-40963 | 10.1 | March 12, 2024 |
| 10.9# | Transition and Special Advisor Agreement between Allbirds, Inc. and Joseph Zwillinger, dated March 8, 2024 | 8-K | 001-40963 | 10.2 | March 12, 2024 |
| 10.10 | Standard Multi-Tenant Office Lease – Gross, by and among the Registrant, International Settlement Holding Corporation, Kristina Gavello Marital Trust, Gail Gavello, James A. Maciel, Gregory A. Maciel, Barry A. Maciel by Gregory A. Maciel POA, Barry Maciel Trust, Claude D. Perasso, Clotilde Goria, Claudia Bressie, Laura Perell, Jeanne Peters and Mary Anne Scarlett, dated July 13, 2016, as amended by Lease Extension Agreement, dated August 24, 2021. | S-1/A | 333-259188 | 10.8 | September 15, 2021 |
| 10.11 | Standard Lease Agreement, by and between the Registrant and Hotaling Partners, LLC, dated November 28, 2017, as amended by First Lease Amendment, dated June 26, 2019. | S-1 | 333-259188 | 10.9 | August 31, 2021 |
| 10.12 | Standard Lease Agreement, by and between the Registrant and Eclipse Champagne Building, LLC, dated December 17, 2018, as amended by First Lease Amendment, dated June 26, 2019. | S-1 | 333-259188 | 10.10 | August 31, 2021 |
| 10.13 | Credit Agreement, dated as of February 20, 2019, among the Registrant, the Lenders Party Thereto and JPMorgan Chase Bank, N.A., as Administrative Agent | 10-K | 333-259188 | 10.12 | March 10, 2023 |
| 10.14 | First Amendment to Credit Agreement, dated as of March 8, 2023, among the Registrant, the other Loan Parties thereto, the lending institutions party thereto as the Lenders, and JPMorgan Chase Bank, N.A., as the Administrative Agent | 10-K | 333-259188 | 10.13 | March 10, 2023 |
| 10.15 | Second Amendment to Credit Agreement, dated as of April 17, 2023, among the Registrant, the other Loan Parties thereto, the lending institutions party thereto as the Lenders, and JPMorgan Chase Bank, N.A., as the Administrative Agent | 8-K | 333-259188 | 10.1 | April 19, 2023 |
| 19.1* | Insider Trading Policy | ||||
| 21.1 | List of Subsidiaries of the Registrant. | S-1/A | 333-259188 | 21.1 | September 27, 2021 |
| 23.1* | Consent of Deloitte & Touche LLP, independent registered accounting firm. | ||||
| 24.1* | Power of Attorney (included in the signature pages attached to this Annual Report on Form 10-K). | ||||
| 31.1* | Certification of Principal Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||||
| 31.2* | Certification of Principal Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), 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*# | Allbirds, Inc. Clawback Policy | ||||
| 101.INS* | Inline 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* | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | The cover page from the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, has been formatted in Inline XBRL and contained in Exhibits 101 |
- Filed herewith.
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