16 unchanged sentences
Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
+Added: As permitted by Securities and Exchange Commission staff guidance, management excluded the internal controls of the four distribution centers and the related private transportation fleet, acquired from Burris Logistics, LLC.
+Added: on May 2, 2022, from the scope of its assessment of internal control over financial reporting.
+Added: As of January 28, 2023, the acquired business comprised approximately 6.2% of consolidated total assets and 0.4% of consolidated net sales as of and for the year ended January 28, 2023.
Management assessed the effectiveness of the Company’s internal control over financial reporting as of January 28, 2023.
1 unchanged sentence
Based on the results of this assessment, management, including our Chief Executive Officer and our Chief Financial Officer, has concluded that, as of January 28, 2023, our internal control over financial reporting was effective.
−Removed: The report of our independent registered public accounting firm regarding our internal control over financial reporting is set forth in this Annual Report on Form 10-K under the caption "Report of Independent Registered Public Accounting Firm" and is incorporated herein by reference.
−Removed: The Company’s independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited the effectiveness of the Company’s internal control over financial reporting as of January 29, 2022.
+Added: The effectiveness of the Company’s internal control over financial reporting as of January 28, 2023 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears herein.
Other Information
21 unchanged sentences
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 3.1.1 Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Company (previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 22, 2020 and incorporated herein by reference).
+Added: 3.1.1 Certificate of Amendment of Second Amended and Restated Certificate of Incorporation of the Company (previously filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 001-38559) filed on June 22, 2020 and incorporated herein by reference).
+Added: 3.1.2 Certificate of Amendment of Second Amended and Restated Certificate of Incorporation of the Company (previously filed as Exhibit 3.1 to the Company's Current Report on Form 8-K (File No.
+Added: 001-38559) filed on June 21, 2022 and incorporated herein by reference).
3.2 Second Amended and Restated Bylaws of the Company (previously filed as Exhibit 3.2 to the Company’s Registration Statement on Form S-1 (File No.
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 4.1 Description of Company’s Securities (previously filed as Exhibit 4.1 to the Company's Annual Report on Form 10-K on March 19, 2021 and incorporated herein by reference).
+Added: 3.2.1 First Amendment to the Second Amended and Restated Bylaws of the Company (previously filed as Exhibit 3.2 to the Company's Current Report on Form 8-K (File No.
+Added: 001-38559) filed on June 21, 2022 and incorporated herein by reference).
+Added: 4.1 Description of Company’s Securities (filed herewith).
10.1 Amended and Restated Credit Agreement among BJ’s Wholesale Club, Inc., the Company, Wells Fargo Bank, National Association, as administrative agent , and the other lenders and issuers party thereto from time to time, dated as of February 3, 2017 (previously filed as Exhibit 10.1 to the Company’s Registration Statement on Form S-1 (File No.
6 unchanged sentences
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 10.2.2 Second Refinancing Amendment to First Lien Term Loan Credit Agreement, by and among BJ’s Wholesale Club, Inc., the Company, the lenders party thereto from time to time and Nomura Corporate Funding Americas, LLC, as administrative agent and as collateral agent, dated as of January 29, 2020 (previously filed as Exhibit 10.2.2 to the Company’s Annual Report on Form 10-K on March 19, 2020 and incorporated herein by reference).
−Removed: 10.3# Employment Agreement between Lee Delaney and BJ’s Wholesale Club, Inc., dated as of January 30, 2020 (previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
−Removed: 001-38559) on February 4, 2020 and incorporated herein by reference).
+Added: 10.2-2 Second Refinancing Amendment to First Lien Term Loan Credit Agreement, by and among BJ’s Wholesale Club, Inc., the Company, the lenders party thereto from time to time and Nomura Corporate Funding Americas, LLC, as administrative agent and as collateral agent, dated as of January 29, 2020 (filed herewith).
+Added: 10.2.3 Third Amendment to First Lien Term Loan Credit Agreement, by and among BJ’s Wholesale Club, Inc., the Company, the lenders party thereto from time to time and Nomura Corporate Funding Americas, LLC, as administrative agent and as collateral agent, dated as of January 5, 2023 (previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 001-38559) filed on January 9, 2023 and incorporated herein by reference).
+Added: 10.3 Credit Agreement among BJ’s Wholesale Club, Inc., the Company, Bank of America, N.A., as administrative agent and the other lenders and issuers party thereto from time to time, dated as of July 28, 2022 (previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 001-38559) filed on August 2, 2022 and incorporated herein by reference).
10.4# Employment Agreement between Robert W.
4 unchanged sentences
001-38559) on May 14, 2021 and incorporated herein by reference).
−Removed: 10.6# Employment Agreement between William C.
−Removed: Werner and BJ's Wholesale Club, Inc.
−Removed: dates as of May 10, 2021 (previously filed as Exhibit 10.3 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-38559) on May 14, 2021 and incorporated herein by reference).
+Added: 10.6# Employment Agreement between Scott Kessler and BJ's Wholesale Club, Inc.
+Added: dated as of May 30, 2017 (previously filed as Exhibit 10.11 to the Company's Registration Statement on Form S -1 (File N o .
+Added: 333-229593) on February 11, 2019 and incorporated herein by reference).
10.7# Employment Agreement between Jeff Desroches and BJ's Wholesale Club, Inc.
−Removed: dated as of April 8, 2018 (filed herewith).
−Removed: 10.8# Employment Agreement between Paul Cichocki and BJ's Wholesale Club, Inc., dated as of January 30, 2020 (previously filed as Exhibit 10.8 to the Company's Annual Report on Form 10-K on March 19, 2021 and incorporated herein by reference).
+Added: , dated as o f April 8, 2018 ( previously filed as Exhibit 10.7 to the Co mpany's Annual Report on Form 10-K (File No.
+Added: 001-38559) on March 17, 2022 and inc orporated herein by reference ).
+Added: 10.8# Employment Agreement between Paul Cichocki and BJ's Wholesale Club, Inc., dated as of January 30, 2020 (previously filed as Exhibit 10.8 to the Company's Annual Report on Form 10-K (File No.
+Added: 001-38559) on March 19, 2021 and incorporated herein by reference).
10.9# Fourth Amended and Restated 2011 Stock Option Plan of the Company, effective as of March 24, 2016 (previously filed as Exhibit 10.12 to the Company’s Registration Statement on Form S-1 (File No.
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 10.9.1# Amendment to the Fourth Amended and Restated 2011 Stock Option Plan of the Company, dated as of June 14, 2018 (previously filed as Exhibit 10.12(a) to the Company’s Registration Statement on Form S-1 (File No.
−Removed: 333-229593) on February 11, 2019 and incorporated herein by reference).
+Added: 10.9.1# Amendment to the Fourth Amended and Restated 2011 Stock Option Plan of the Company, dated as of June 14, 2018 (previously filed as Exhibit 10.
+Added: 12 (a) to the Company’s Annual Report on Form 10-K (File No.
+Added: 001-38559) on March 17, 2022 and incorporated herein by reference).
10.10# 2012 Director Stock Option Plan of the Company, effective as of April 13, 2012 (previously filed as Exhibit 10.14 to the Company’s Registration Statement on Form S-1 (File No.
8 unchanged sentences
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 10.13.1# First Amendment to the Non-Employee Director Compensation Policy of the Company, effective as of October 1, 2020 (previously filed as Exhibit 10.13.1 to the Company's Annual Report on Form 10-K on March 19, 2021 and incorporated herein by reference).
−Removed: 10.13.2# Second Amendment to the Non-Employee Director Compensation Policy of the Company, effective as of October 1, 2021 (filed herewith).
+Added: 10.13.1# First Amendment to the Non-Employee Director Compensation Policy of the Company, effective as of October 1, 2020 (previously filed as Exhibit 10.13.1 to the Company's Annual Report on Form 10-K (File No.
+Added: 001-38559) on March 19, 2021 and incorporated herein by reference).
+Added: 10.13.2# Second Amendment to the Non-Employee Director Compensation Policy of the Company, effective as of October 1, 2021 (previously filed as Exhibit 10.3.2 to the Company's Annual Report on Form 10-K ( File No.
+Added: 001-38559) on March 17, 2022 and incorporated herein by reference).
10.14# Form of Indemnification Agreement for Executive Officers and Directors (previously filed as Exhibit 10.27 to the Company’s Registration Statement on Form S-1 (File No.
333-229593) on February 11, 2019 and incorporated herein by reference).
−Removed: 10.15# BJ’s Wholesale Club Annual Incentive Plan, effective as of January 29, 2017 (previously filed as Exhibit 10.15 to the Company's Annual Report on Form 10-K on March 19, 2021 and incorporated herein by reference).
−Removed: 10.15.1# First Amendment to BJ’s Wholesale Club Annual Incentive Plan, effective as of January 18, 2021 (previously filed as Exhibit 10.15.1 to the Company's Annual Report on Form 10-K on March 19, 2021 and incorporated herein by reference).
+Added: 10.15# BJ’s Wholesale Club Annual Incentive Plan, effective as of January 29, 2017 (previously filed as Exhibit 10.15 to the Company's Annual Report on Form 10-K (File N o.
+Added: 001-38559) on March 19, 2021 and incorporated herein by reference).
+Added: 10.15.1# First Amendment to BJ’s Wholesale Club Annual Incentive Plan, effective as of January 18, 2021 (previously filed as Exhibit 10.15.1 to the Company's Annual Report on Form 10-K (File No.
+Added: 001-38559) on March 19, 2021 and incorporated herein by reference).
21.1 List of Subsidiaries of the Company (filed herewith).
35 unchanged sentences
Christopher J.
−Removed: Executive Chairman
March 16, 2023
6 unchanged sentences
March 16, 2023
−Removed: /s/ Thomas A.
−Removed: March 17, 2022
/s/ Ken Parent
6 unchanged sentences
March 16, 2023
−Removed: /s/ Judith L.
−Removed: March 17, 2022
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.