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Floor & Decor Holdings, Inc.

For the period ended Dec 25, 2025. Filed Feb 19, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 19, 2026

FND$51.44-3.5%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits, Financial Statement Schedules

Reports of Independent Registered Public Accounting Firm
Consolidated Statements of Operations and Comprehensive Income for the fiscal years ended December 25, 2025, December 26, 2024, and December 28, 2023
Consolidated Statements of Changes in Stockholders’ Equity for the fiscal years ended December 25, 2025, December 26, 2024, and December 28, 2023
Consolidated Statements of Cash Flows for the fiscal years ended December 25, 2025, December 26, 2024, and December 28, 2023
Notes to Consolidated Financial Statements
2. · Financial Statement Schedules:
There are no Financial Statement Schedules included with this filing for the reason that they are not applicable or are not required or the information is included in the financial statements or notes thereto.
3. · Exhibits:
Incorporated by Reference
ExhibitExhibit DescriptionFormFile No.ExhibitFiling Date
3.1Restated Certificate of Incorporation of Floor & Decor Holdings, Inc.8-K001-380703.15/12/2025
3.2Fourth Amended and Restated Bylaws of Floor & Decor Holdings, Inc.8-K001-380703.25/12/2025
4.1Specimen Class A Common Stock CertificateS-1/A333-2160004.14/17/2017
4.2Registration Rights Agreement, dated May 2, 2017, by and among Floor & Decor Holdings, Inc., Ares Corporate Opportunities Fund III, L.P., FS Equity Partners VI, L.P. and the other stockholders party thereto8-K001-380704.15/2/2017
4.3Description of Securities*
10.1FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1/A333-21600010.14/7/2017
10.2First Amendment to FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1/A333-21600010.24/7/2017
10.3Second Amendment to FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1/A333-21600010.34/7/2017
10.4Third Amendment to FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1/A333-21600010.44/7/2017
10.5Fourth Amendment to FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1333-22152510.511/13/2017
10.6Form of Stock Option Agreement under the FDO Holdings, Inc. Amended and Restated 2011 Stock Incentive Plan#S-1/A333-21600010.54/7/2017
10.7Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#8-K001-3807010.15/2/2017
10.8Amendment No. 1 to the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#8-K001-3807010.15/12/2023
10.9Form of Stock Option Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#S-1/A333-21600010.74/17/2017
10.10Form of Restricted Stock Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#S-1/A333-21600010.84/7/2017
10.11Form of Performance Restricted Stock Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#8-K001-3807010.62/4/2020
10.12Form of Non-CEO Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-K001-3807010.112/23/2023
10.13Form of CEO Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-K001-3807010.122/23/2023
10.14Form of Non-CEO Performance Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-K001-3807010.132/23/2023
10.15Form of CEO Performance Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-K001-3807010.142/23/2023
10.16Form of Non-CEO Performance Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.15/4/2023
10.17Form of CEO Performance Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.25/4/2023
10.18Form of Non-CEO 2023 Special Performance and Service Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.35/4/2023
10.19Form of CEO 2023 Special Performance and Service Restricted Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.45/4/2023
10.20Form of Non-CEO Performance Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.25/1/2025
Incorporated by Reference
ExhibitExhibit DescriptionFormFile No.ExhibitFiling Date
10.21Form of CEO Performance Stock Unit Agreement under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.35/1/2025
10.22Form of Restricted Stock Unit Agreement for Non-employee Directors under the Floor & Decor Holdings, Inc. 2017 Stock Incentive Plan#10-Q001-3807010.45/1/2025
10.23Form of Indemnification Agreement by and between Floor & Decor Holdings, Inc. and its directors and officers#10-K001-3807010.112/25/2021
10.24Second Amended and Restated Employment Agreement, dated February 3, 2020, between Floor and Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and Thomas V. Taylor#8-K001-3807010.12/4/2020
10.25Consulting Agreement, dated December 3, 2012, by and between Floor and Decor Outlets of America, Inc., FDO Holdings, Inc. and George Vincent West#S-1/A333-21600010.114/7/2017
10.26First Amendment, dated March 11, 2019, to Consulting Agreement by and between Floor and Decor Outlets of America, Inc., FDO Holdings, Inc., and George Vincent West#10-Q001-3807010.15/2/2019
10.27Second Amended and Restated Employment Agreement, dated February 3, 2020, between Floor and Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and David V. Christopherson#8-K001-3807010.52/4/2020
10.28Addendum to Employment Agreement, dated March 26, 2020, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and Thomas V. Taylor#10-Q001-3807010.94/30/2020
10.29Addendum to Employment Agreement, dated March 26, 2020, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and David V. Christopherson#10-Q001-3807010.104/30/2020
10.30Employment Agreement, dated February 23, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Bryan Langley#10-K001-3807010.272/23/2023
10.31Employment Agreement, dated February 23, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Ersan Sayman#10-K001-3807010.312/20/2025
10.32Addendum to Employment Agreement, dated August 1, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and Thomas V. Taylor#10-Q001-3807010.18/3/2023
10.33Addendum to Employment Agreement, dated August 1, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and David V. Christopherson#10-Q001-3807010.38/3/2023
10.34Addendum to Employment Agreement, dated August 1, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and Bryan Langley#10-Q001-3807010.58/3/2023
10.35Addendum to Employment Agreement, dated August 1, 2023, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and Ersan Sayman#10-K001-3807010.362/20/2025
10.36Addendum to Employment Agreement, dated February 22, 2024, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc. and David V. Christopherson#8-K001-3807010.12/22/2024
10.37Employment Agreement, dated February 12, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Bradley S. Paulsen#10-Q001-3807010.15/1/2025
10.38Addendum to Second Amended and Restated Employment Agreement, dated October 29, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and David V. Christopherson#*
10.39Addendum to Employment Agreement, dated October 29, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Bryan Langley#*
10.40Addendum to Employment Agreement, dated October 29, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Ersan Sayman#*
10.41Third Amended and Restated Employment Agreement, dated October 30, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Thomas V. Taylor#*
10.42Amended and Restated Employment Agreement, dated October 30, 2025, between Floor & Decor Holdings, Inc., Floor and Decor Outlets of America, Inc., and Bradley S. Paulsen#*
10.43Floor & Decor Holdings, Inc. Employee Stock Purchase Plan#DEF 14A001-38070Annex A3/27/2018
10.44First Amendment to Floor & Decor Holdings, Inc. Employee Stock Purchase Plan#S-8333-22509299.25/22/2018
10.45Second Amendment to Floor & Decor Holdings, Inc. Employee Stock Purchase Plan#10-Q001-3807010.111/1/2018
10.46Amended and Restated Credit Agreement, dated as of September 30, 2016, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., Wells Fargo Bank, National Association, as administrative agent and collateral agent and swing line lender, the lenders from time to time party thereto, Bank of America, N.A. and U.S. Bank National Association, as each as syndication agent, and Wells Fargo Bank, National Association, Bank of America, N.A. and U.S. Bank National Association as joint lead arrangers and joint book managersS-1/A333-21600010.164/7/2017
10.47Amended and Restated Security Agreement, dated as of September 30, 2016, by and among Floor and Decor Outlets of America, Inc., the other borrowers and guarantors from time to time party thereto, Wells Fargo Bank, National Association, as collateral agentS-1/A333-21600010.174/7/2017
10.48Credit Agreement, dated as of September 30, 2016, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., the lenders from time to time party thereto, UBS AG, Stamford Branch, as administrative agent and collateral agent, the lenders from time to time party thereto and UBS Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities LLC, as joint lead arrangers and joint bookrunnersS-1/A333-21600010.184/7/2017
10.49Security Agreement, dated as of September 30, 2016, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., the other loan parties from time to time party thereto and UBS AG, Stamford Branch, as collateral agentS-1/A333-21600010.194/7/2017
10.50Guaranty Agreement, dated as of September 30, 2016, by FDO Acquisition Corp. in favor of UBS AG, Stamford Branch, as collateral agentS-1/A333-21600010.204/7/2017
10.51Amendment No. 1 to Credit Agreement, dated as of March 31, 2017, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., the other loan parties party thereto, the lenders party thereto, and UBS AG, Stamford Branch, as administrative agent and collateral agentS-1/A333-21600010.214/7/2017
Incorporated by Reference
ExhibitExhibit DescriptionFormFile No.ExhibitFiling Date
10.52Amendment No. 2 to Credit Agreement, dated as of November 22, 2017, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., the other loan parties party thereto, the lenders party thereto, and UBS AG, Stamford Branch, as administrative agent and collateral agent10-K001-3807010.233/5/2018
10.53Amendment No. 3 to Credit Agreement and Amendment No. 1 to Security Agreement, dated as of February 14, 2020, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company, LLC, the lenders party thereto and UBS AG, Stamford Branch, as administrative agent and collateral agent8-K001-3807010.12/19/2020
10.54Amendment No. 4 and Incremental Term Loan Agreement to Credit Agreement, dated as of May 18, 2020, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company, LLC, the lenders party thereto and UBS AG, Stamford Branch, as administrative agent and collateral agent8-K001-3807010.15/18/2020
10.55Amendment No. 5 and Incremental Term Loan Agreement to Credit Agreement, dated as of February 9, 2021, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company LLC, the lenders party thereto, UBS AG, Stamford Branch, as administrative agent and collateral agent and Golub Capital LLC, as additional initial term Loan arranger8-K001-3807010.12/9/2021
10.56Amendment No. 6 to Credit Agreement, dated as of November 15, 2022, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company LLC and UBS AG Stamford Branch, as administrative agent and collateral agent8-K001-3807010.111/15/2022
10.57Amendment No. 1 to Amended and Restated Credit Agreement and Amendment No. 1 to Amended and Restated Security Agreement, dated as of February 14, 2020, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company LLC, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent8-K001-3807010.22/19/2020
10.58Amendment No. 2 to Amended and Restated Credit Agreement and Amendment No. 2 to Amended and Restated Security Agreement, dated as of August 4, 2022, by and among Floor and Decor Outlets of America, Inc., FDO Acquisition Corp., FD Sales Company LLC, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent and collateral agent8-K001-3807010.18/4/2022
10.59Floor & Decor Holdings, Inc. Director Nonqualified Excess Plan10-K001-3807010.382/25/2021
10.60Floor & Decor Holdings, Inc., Incentive Compensation Recoupment Policy, effective as of May 2, 2019, as amended and restated as of November 1, 2023#10-K001-3807010.562/22/2024
19Insider Trading Policy10-K001-38070192/20/2025
21.1List of Subsidiaries*
23.1Consent of Ernst & Young LLP, independent registered public accounting firm*
31.1Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
31.2Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1Certification of CEO and CFO Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
97Dodd-Frank Clawback Policy10-K001-38070972/22/2024
101.INSXBRL 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.SCHInline XBRL Taxonomy Extension Schema Document*
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document*
101.LABInline XBRL Taxonomy Extension Label Linkbase Document*
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document*
104Cover Page Interactive Data File- the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.*
#Denotes a management contract or compensatory plan or arrangement.
*Filed herewith.
**These certifications are not deemed filed by the SEC and are not to be incorporated by reference in any filing we make under the Securities Act of 1933 or the Securities Exchange Act of 1934, irrespective of any general incorporation language in any filings.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.