Item 5. Other Information
ITEM 5 OTHER INFORMATION
Director and Section 16 Officer Trading Arrangements
No director or Section 16 officer adopted or terminated any “ Rule 10b5-1 trading arrangement” or “ non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(a) of Regulation S-K, during the thirteen weeks ended May 3, 2025.
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ITEM 6 EXHIBITS
Exhibit
No.
2.1
Sale and Purchase Agreement, dated February 16, 2025, by and between Caleres, Inc. (the “Company”) and Tapestry, Inc. incorporated herein by reference to Exhibit 2.1 to the Company’s Form 8-K filed February 19, 2025.
3.1
Restated Certificate of Incorporation of the Company incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed June 1, 2020.
3.2
Bylaws of the Company as amended through May 22, 2025, incorporated herein by reference to Exhibit 3.1 to the Company’s Form 8-K filed May 23, 2025.
31.1
†
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
†
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1
†
Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS
†
iXBRL Instance Document
101.SCH
†
iXBRL Taxonomy Extension Schema Document
101.CAL
†
iXBRL Taxonomy Extension Calculation Linkbase Document
101.LAB
†
iXBRL Taxonomy Extension Label Linkbase Document
101.PRE
†
iXBRL Taxonomy Presentation Linkbase Document
101.DEF
†
iXBRL Taxonomy Definition Linkbase Document
104
†
Cover Page Interactive Data File, formatted in iXBRL and contained in Exhibit 101.
† Denotes exhibit is filed with this Form 10-Q.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
CALERES, INC.
Date: June 10, 2025
/s/ Jack P. Calandra
Jack P. Calandra
Senior Vice President and Chief Financial Officer
on behalf of the Registrant and as the
Principal Financial Officer
37
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.