1 unchanged sentence
(c) Trading Plans
−Removed: In the second quarter of fiscal 2023, the following trading plans intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) that are required to be disclosed under Item 408 of Regulation S-K were adopted or terminated:
−Removed: Name Title Date Plan Adopted/Terminated Duration of Plan Common Shares to be Purchased or Sold Comments
−Removed: Tweedy Director Adopted June 29, 2023
−Removed: September 27, 2023 through June 26, 2024 Sell up to 2,130 common shares, subject to certain conditions set forth in the trading plan.
+Added: During the quarter ended October 28, 2023, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).
Exhibit Number Description of Exhibit
2 unchanged sentences
Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrant's Quarterly Report on Form 10-Q filed on December 7, 2022).
−Removed: Conforming Changes Amendment to the Credit Agreement, dated May 17, 2023, which amends that certain Second Amended and Restated Credit Agreement, dated November 6, 2020 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time), by and among Academy, Ltd., as Borrower, New Academy Holding Company, LLC, as Holdings, Associated Investors, L.L.C.
−Removed: and Academy Managing Co., L.L.C., as Texas Intermediate Holdcos, the lending institutions from time to time party thereto and Credit Suisse AG, Cayman Island Branch, as the Administrative Agent and the Collateral Agent and the several other parties named therein.
−Removed: Form of Q2 2023 Executive Performance-Based Restricted Stock Unit Agreement.
−Removed: Form of Q2 2023 Executive Time-Based Restricted Stock Unit Agreement.
−Removed: Form of Q2 2023 Executive Time-Based Option Agreement.
−Removed: Form of Q1 2023 CEO Performance-Based Restricted Stock Unit Agreement.
−Removed: Form of Q1 2023 CEO Time-Based Restricted Stock Unit Agreement.
−Removed: Form of Q1 2023 CEO Time-Based Option Agreement.
−Removed: Earl Carlton (Carl) Ford, IV Employment Agreement, dated July 6, 2023 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 11, 2023).
−Removed: Non-Employee Director Compensation Policy.
−Removed: 2020 Omnibus Incentive Plan, as amended by the First Amendment (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 1, 2023).
+Added: Johnson Amended and Restated Employment Agreement, dated October 23, 2023 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 23, 2023).
Certification of Periodic Report by Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
15 unchanged sentences
In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on August 31, 2023 on its behalf by the undersigned, thereto duly authorized.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q to be signed on November 30, 2023 on its behalf by the undersigned, thereto duly authorized.
ACADEMY SPORTS AND OUTDOORS, INC.
−Removed: /s/ HEATHER A.
−Removed: Senior Vice President - Accounting, Treasury and Tax
−Removed: (principal accounting officer and authorized signatory)
+Added: /s/ EARL CARLTON FORD, IV
+Added: Earl Carlton Ford, IV
+Added: Executive Vice President and Chief Financial Officer
+Added: (principal financial officer and authorized signatory)
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.