What changed in this filing

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Item 9A. Controls and Procedures

2022-04-22 compared with 2021-04-22 · 38 added, 63 removed, 174 unchanged (37% of the section changed)

10 unchanged sentences

OTHER INFORMATION

DISCLOSURES REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS, CODE OF ETHICS AND CORPORATE GOVERNANCE

6 unchanged sentences

EXECUTIVE AND DIRECTOR COMPENSATION

The information required by this item is set forth under the headings “Executive Compensation” and “Non-Employee Director Compensation" in our 2021 Proxy Statement.

The information required by this item is set forth under the headings “Executive Compensation,” "CEO Pay Ratio Disclosure" and “Non-Employee Director Compensation" in our 2022 Proxy Statement.

This information is incorporated herein by reference.

6 unchanged sentences

PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this item is set forth under the headings “Audit Committee Report" and "Fees Paid to Independent Registered Public Accounting Firm - Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees” and “Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services” in our 2021 Proxy Statement.

Information about aggregate fees billed to us by our principal accountant, Deloitte & Touche LLP (PCAOB ID No.

34 ) will be presented under the headings “Audit Committee Report" and "Fees Paid to Independent Registered Public Accounting Firm - Audit Fees, Audit-Related Fees, Tax Fees and All Other Fees” and “Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services” in our 2022 Proxy Statement.

This information is incorporated herein by reference.

3 unchanged sentences

Consolidated Balance Sheets as of February 26, 2022 and February 27, 2021

Consolidated Results of Operations for the Years Ended February 27, 2021, February 29, 2020 and March 2, 2019

Consolidated Statements of Comprehensive Earnings for the Years Ended February 27, 2021, February 29, 2020 and March 2, 2019

Consolidated Statements of Cash Flows for the Years Ended February 27, 2021, February 29, 2020 and March 2, 2019

Consolidated Statements of Shareholders' Equity for the Years Ended February 27, 2021, February 29, 2020 and March 2, 2019

Consolidated Results of Operations for the Years Ended February 26, 2022, February 27, 2021 and February 29, 2020

Consolidated Statements of Comprehensive Earnings for the Years Ended February 26, 2022, February 27, 2021 and February 29, 2020

Consolidated Statements of Cash Flows for the Years Ended February 26, 2022, February 27, 2021 and February 29, 2020

Consolidated Statements of Shareholders' Equity for the Years Ended February 26, 2022, February 27, 2021 and February 29, 2020

Notes to Consolidated Financial Statements

Financial Statement Schedules - Valuation and Qualifying Accounts

(In thousands) Balance at Beginning of Period Charged to Costs and Expenses Deductions from Reserves (1)

Other Changes (2)

Balance at End of

Allowances for credit losses

For the year ended February 27, 2021 $ 2,469 $ 389 $ 887 $ ( 24 ) $ 1,947

For the year ended February 29, 2020 4,372 1,192 3,085 ( 10 ) 2,469

For the year ended March 2, 2019 1,530 3,090 223 ( 25 ) 4,372

(1) Net of recoveries

(2) Result of foreign currency effects

All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission have been omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.

Financial Statement Schedules - All schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission have been omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.

Exhibits - Exhibits marked with an asterisk (*) identify each management contract or compensatory plan or arrangement.

6 unchanged sentences

Amended and Restated Bylaws of Apogee Enterprises, Inc.

Incorporated by reference to Exhibit 3.1 to Registrant's Current Report on Form 8-K filed on July 3, 2018.

Incorporated by reference to Exhibit 3.1 to Registrant's Current Report on Form 8-K filed on April 26, 2021.

Specimen certificate for shares of common stock of Apogee Enterprises, Inc.

Incorporated by reference to Exhibit 4.1 to Registrant's Annual Report on Form 10-K for the year ended March 3, 2012.

Incorporated by reference to Exhibit 4.1 to Registrant's Quarterly Report on Form 10-Q filed on July 1, 2021.

Description of Securities .

1 unchanged sentence

Apogee Enterprises, Inc.

Officers' Supplemental Executive Retirement Plan (2005 Restatement), First Amendment of Apogee Enterprises, Inc.

Officers' Supplemental Executive Retirement Plan (2005 Restatement) and Second Amendment of Apogee Enterprises, Inc.

Officers' Supplemental Executive Retirement Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.1 to Registrant's Current Report on Form 8-K filed on January 29, 2008.

Third Amendment of Apogee Enterprises, Inc.

Officers' Supplemental Executive Retirement Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.2 to Registrant's Current Report on Form 8-K filed on October 15, 2008.

Apogee Enterprises, Inc.

Deferred Compensation Plan for Non-Employee Directors (2014 Restatement).

1 unchanged sentence

Apogee Enterprises, Inc.

2021 Deferred Compensation Plan for Non-Employee Directors.

Incorporated by reference to Exhibit 4.5 to Apogee’s Registration Statement on Form S-8 filed on October 13, 2021.

Apogee Enterprises, Inc.

2000 Employee Stock Purchase Plan (Amended and Restated Effective as of April 21, 2021).

Incorporated by reference to Exhibit 10.4 to Apogee’s Annual Report on Form 10-K filed on April 22, 2021.

Apogee Enterprises, Inc.

4 unchanged sentences

Incorporated by reference to Exhibit 10.3 to Registrant's Current Report on Form 8-K filed on October 17, 2006.

First Amendment of Apogee Enterprises, Inc.

Deferred Incentive Compensation Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.4 to Registrant's Current Report on Form 8-K filed on October 15, 2008.

Second Amendment of Apogee Enterprises, Inc.

Deferred Incentive Compensation Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.3 to Registrant's Current Report on Form 8-K filed on March 4, 2009.

Third Amendment of Apogee Enterprises, Inc.

Deferred Incentive Compensation Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.5 to Registrant's Current Report on Form 8-K filed on October 12, 2010.

Fourth Amendment of Apogee Enterprises, Inc.

Deferred Incentive Compensation Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.3 to Registrant's Quarterly Report on Form 10-Q filed on January 6, 2011.

Apogee Enterprises, Inc.

Partnership Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.5 to Registrant's Current Report on Form 8-K filed on October 17, 2006.

First Amendment of Apogee Enterprises, Inc.

Partnership Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.6 to Registrant's Current Report on Form 8-K filed on October 15, 2008.

Second Amendment of Apogee Enterprises, Inc.

Partnership Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.8 to Registrant's Current Report on Form 8-K filed on March 4, 2009.

Third Amendment of Apogee Enterprises, Inc.

Partnership Plan (2005 Restatement).

Incorporated by reference to Exhibit 10.4 to Registrant's Quarterly Report on Form 10-Q filed on January 6, 2011.

Apogee Enterprises, Inc.

2009 Stock Incentive Plan, as amended and restated (2011).

47 unchanged sentences

Apogee Enterprises, Inc.

2019 Non-Employee Director Stock Plan.

Incorporated by reference to Exhibit 4.6 to Registrant's Registration Statement on Form S-8 filed on February 12, 2020.

2019 Stock Incentive Plan, as Amended and Restated (2021).

Incorporated by reference to Exhibit 4.5 to Apogee’s Registration Statement on Form S-8 filed on June 25, 2021.

Form of Restricted Stock Agreement under the Apogee Enterprises, Inc.

27 unchanged sentences

Incorporated by reference to Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed on December 21, 2020.

F orm of Restricted Stock Agreeme nt.

Incorporated by reference to Exhibit 10.1 to R egistrant's Current Report on Form 8-K filed on April 26, 2021.

F orm of Performance Award Agreement.

Incorporated by ref erence to Exhibit 10.2 to Re gistrant's Current Report on Form 8-K filed on April 26, 2021.

Form of Executive Short-Term Incentive Plan Memorandum.

Incorporated by reference to Exhibit 10.3 to Registrant's Current Report on Form 8-K filed on April 26, 2021.

Executive Short-Term Incentive Plan Terms and Conditions.

Incorporated by ref erence to Exhibit 10.4 to Registrant's Current Report on Form 8-K filed on April 26, 2021.

Third Amended and Restated Credit Agreement, dated as of June 25, 2019, by and among Apogee Enterprises, Inc., as the Borrower, the Lenders referred to therein, Wells Fargo Bank, National Association, as Administrative Agent, Swingline Lender and Issuing Lender, and U.S.

1 unchanged sentence

Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed on June 28, 2019.

Stock Repurchase Agreement between Apogee Enterprises, Inc.

and Joseph F.

Puishys, dated May 26, 2021.

Incorporated by reference to Exhibit 10.1 to Registrant's Quarterly Report on Form 10-Q filed on July 1, 2021.

Amendment No.

15 unchanged sentences

101 The following materials from Apogee Enterprises, Inc.'s Annual Report on Form 10-K for the year ended February 26, 2022 are furnished herewith, formatted in iXBRL (Inline Extensible Business Reporting Language):

(i) the Consolidated Balance Sheets as of February 27, 2021 and February 29, 2020, (ii) the Consolidated Results of Operations for the three years ended February 27, 2021, February 29, 2020 and March 2, 2019, (iii) the Consolidated Statements of Comprehensive Earnings for the three years February 27, 2021, February 29, 2020 and March 2, 2019, (iv) the Consolidated Statements of Cash Flows for the three years ended February 27, 2021, February 29, 2020 and March 2, 2019, (v) the Consolidated Statements of Shareholders' Equity for the three years ended February 27, 2021, February 29, 2020 and March 2, 2019 and (vi) the Notes to Consolidated Financial Statements.

(i) the Consolidated Balance Sheets as of February 26, 2022 and February 27, 2021, (ii) the Consolidated Results of Operations for the three years ended February 26, 2022, February 27, 2021 and February 29, 2020, (iii) the Consolidated Statements of Comprehensive Earnings for the three years February 26, 2022, February 27, 2021 and February 29, 2020, (iv) the Consolidated Statements of Cash Flows for the three years ended February 26, 2022, February 27, 2021 and February 29, 2020, (v) the Consolidated Statements of Shareholders' Equity for the three years ended February 26, 2022, February 27, 2021 and February 29, 2020 and (vi) the Notes to Consolidated Financial Statements.

104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

15 unchanged sentences

Lilly Director

/s/ Bernard P.

Aldrich /s/ Herbert K.

Aldrich Director Herbert K.

Parker Director

/s/ Christina M.

Alvord /s/ Mark A.

Alvord Director Mark A.

Alvord /s/ Herbert K.

Alvord Director Herbert K.

Parker Director

Heard /s/ Mark A.

Heard Director Mark A.

Pompa Director

Heard /s/ Patricia K.

Heard Director Patricia K.

Johnson /s/ Patricia K.

Johnson Director Patricia K.

Wagner Director

Johnson Director

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures