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Item 5. Market for Registrant’s Common Equity

2021-03-08 compared with 2020-03-09 · 32 added, 84 removed, 18 unchanged (87% of the section changed)

MARKET FOR REGISTRANT’S

COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is listed for trading

on NASDAQ Global Select Market under the trading symbol “CLAR”.

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Our common stock is listed for trading on NASDAQ Global Select Market under the trading symbol “CLAR”.

Performance Graph

Set forth below is a line graph comparing

the yearly percentage change in the cumulative total stockholder return on our common stock to the cumulative total return of the

NASDAQ Global Select Market Composite and the Russell 2000 Index for the period commencing on December 31, 2014 and ending on December

31, 2019 (the “Measuring Period”).

The graph assumes that the value of the investment in our common stock and the indexes

was $100 on December 31, 2014.

The yearly change in cumulative total return is measured by dividing (1) the sum of (i) the cumulative

amount of dividends for the Measuring Period, assuming dividend reinvestment, and (ii) the change in share price between the beginning

and end of the Measuring Period, by (2) the share price at the beginning of the Measuring Period.

Historical stock price performance should

not be relied on as indicative of future stock price performance.

Set forth below is a line graph comparing the yearly percentage change in the cumulative total stockholder return on our common stock to the cumulative total return of the NASDAQ Global Select Market Composite and the Russell 2000 Index for the period commencing on December 31, 2015 and ending on December 31, 2020 (the “Measuring Period”).

The graph assumes that the value of the investment in our common stock and the indexes was $100 on December 31, 2015.

The yearly change in cumulative total return is measured by dividing (1) the sum of (i) the cumulative amount of dividends for the Measuring Period, assuming dividend reinvestment, and (ii) the change in share price between the beginning and end of the Measuring Period, by (2) the share price at the beginning of the Measuring Period.

Historical stock price performance should not be relied on as indicative of future stock price performance.

Total Return Analysis

The Russell 2000

NASDAQ Global Select

On March 4, 2020, the last reported sales

price for our common stock was $12.17 per share.

Clarus Corporation

The Russell 2000 Index

NASDAQ Global Select Market

On March 3, 2021, the last reported sales price for our common stock was $18.06 per share.

As of March 3, 2021, there were 76 holders of record of our common stock.

On August 6, 2018, the Company announced

that its Board of Directors approved the initiation of a quarterly cash dividend program of $0.025 per share of the Company’s

common stock (the “Quarterly Cash Dividend”) or $0.10 per share on an annualized basis.

In 2019 and 2018, our total

Quarterly Cash Dividends were $2,987,000 and $1,488,000, respectively.

On January 24, 2020, the Company announced that its

Board of Directors approved the payment on February 14, 2020 of the Quarterly Cash Dividend to the record holders of shares of

the Company’s common stock as of the close of business on February 3, 2020.

The payment of any future Quarterly Cash Dividends

will be at the discretion of our Board of Directors and will depend upon, among other things, our results of operations, capital

requirements, general business conditions, contractual restrictions on payment of dividends, if any, legal and regulatory restrictions

on the payment of dividends, and other factors our Board of Directors deems relevant.

On August 6, 2018, the Company announced that its Board of Directors approved the initiation of a Quarterly Cash Dividend program of $0.025 per share of the Company’s common stock or $0.10 per share on an annualized basis.

On May 1, 2020, the Company announced that, in light of the operational impact of the COVID-19 pandemic, its Board of Directors temporarily replaced its Quarterly Cash Dividend with a Quarterly Stock Dividend.

In 2020, 2019 and 2018, our total Quarterly Cash Dividends were $1,520,000, $2,987,000 and $1,488,000, respectively.

In 2020, our total Quarterly Stock Dividends were $1,533,000.

On January 29, 2021, the Company announced that its Board of Directors approved the payment on February 19, 2021 of the Quarterly Cash Dividend to the record holders of shares of the Company’s common stock as of the close of business on February 8, 2021.

The payment of any future Quarterly Cash Dividends will be at the discretion of our Board of Directors and will depend upon, among other things, our results of operations, capital requirements, general business conditions, contractual restrictions on payment of dividends, if any, legal and regulatory restrictions on the payment of dividends, and other factors our Board of Directors deems relevant.

Recent Sales of Unregistered Securities

Recent Purchases of our Registered Equity

On November 9, 2015, the Company announced

that its Board of Directors authorized a stock repurchase program that allows the repurchase of up to $30,000,000 of the Company’s

outstanding common stock.

Recent Purchases of our Registered Equity Securities

On November 9, 2015, the Company announced that its Board of Directors authorized a stock repurchase program that allows the repurchase of up to $30,000,000 of the Company’s outstanding common stock.

No repurchases of shares of the Company’s common stock occurred during the three months ended December 31, 2020.

Securities Authorized for Issuance Under

Equity Compensation Plans

The following table sets forth certain

information regarding our equity plans as of December 31, 2019:

Securities Authorized for Issuance Under Equity Compensation Plans

The following table sets forth certain information regarding our equity plans as of December 31, 2020:

Plan Category

Number of securities to be

issued upon exercise of

outstanding, warrants and

Weighted-average exercise

price of outstanding options,

warrants and rights

Number of securities

remaining available for

future issuance under equity

compensation plans

(excluding securities

reflected in column (A))

‎ Number of securities to be issued upon exercise of outstanding, warrants and rights

‎ Weighted-average exercise price of outstanding options, warrants and rights

‎ Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (A))

Equity compensation plans approved by security holders (1)

Equity compensation plans not approved by security holders (2) (3)

(1) Consists of stock options

and restricted stock awards issued and issuable under the 2005 Stock Incentive Plan and the 2015 Stock Incentive Plan.

(2) Includes stock options granted

to the Company’s Executive Chairman Warren B.

Kanders on December 23, 2002 to purchase 400,000 shares of common stock, having

an exercise price of $7.50 per share and an expiration date of December 20, 2020.

(3) Includes stock options granted

to the Company’s Executive Chairman Warren B.

Kanders on December 23, 2002 to purchase 400,000 shares of common stock, having

an exercise price of $10.00 per share and an expiration date of December 20, 2020.

(1) Consists of stock options and restricted stock awards issued and issuable under the 2005 Stock Incentive Plan and the 2015 Stock Incentive Plan.

SELECTED FINANCIAL DATA

Our selected financial information set

forth below has been derived from our audited consolidated financial statements and should be read in conjunction with our consolidated

financial statements, including the notes thereto and “Management’s Discussion and Analysis of Financial Condition

and Results of Operations” of Item 7 of Part II of this Annual Report on Form 10-K.

On October 7, 2015, the Company completed

the sale of POC.

The activities of POC have been segregated and reported as discontinued operations for all periods presented.

On August 21, 2017, the Company acquired Sierra.

On November 6, 2018, the Company acquired the assets of SKINourishment.

Our selected financial information set forth below has been derived from our audited consolidated financial statements and should be read in conjunction with our consolidated financial statements, including the notes thereto and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Item 7 of Part II of this Annual Report on Form 10-K.

The Company acquired equity of, or certain assets or liabilities relating to, Sierra, SKINourishment and the Barnes brand of bullets on August 21, 2017, November 6, 2018 and October 2, 2020, respectively.

Acquisition to the notes to consolidated financial statements.

Ended December 31,

(in thousands,

except per share amounts)

Year Ended December 31,

(in thousands, except per share amounts)

Statement of Operations Data:

Income (loss) from continuing operations

Net income (loss)

Income (loss) from continuing operations per share:

Income from discontinued operations per share:

Net income (loss) per share:

Cash dividends declared per share

Stock dividends declared per share

Weighted average common shares outstanding for earnings per share:

3 unchanged sentences

Total liabilities

Total stockholders' equity

The gross profit for the years ended December

31, 2018 and 2017, included additional costs of $1,049 and $2,098, respectively, related to the sale of Sierra inventory that was

recorded at fair value in purchase accounting.

The loss from continuing operations for

the year ended December 31, 2015, included an impairment of goodwill of $29,507 and the recognition of a valuation allowance on

the Company’s deferred tax assets of $48,858.

Total stockholders'

Gross profit for the years ended December 31, 2018 and 2017, included costs of $1,049 and $2,098, respectively, related to the sale of Sierra inventory that was recorded at fair value, less cost to sell, in purchase accounting.

Gross profit for the year ended December 31, 2020, included costs of $360 related to the sale of Barnes inventory that was recorded at fair value, less cost to sell, in purchase accounting.

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 5. Market for Registrant’s Common Equity