What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-02-24 compared with 2021-02-25 · 78 added, 79 removed, 117 unchanged (57% of the section changed)

Founded in 1938 in Portland, Oregon, as a small, family-owned, regional hat distributor and incorporated in Oregon in 1961, Columbia Sportswear Company has grown to become a global leader in designing, sourcing, marketing, and distributing outdoor, active and everyday lifestyle apparel, footwear, accessories, and equipment products.

Founded in 1938 in Portland, Oregon, as a small, family-owned, regional hat distributor and incorporated in Oregon in 1961, Columbia Sportswear Company has grown to become a global leader in designing, developing, marketing, and distributing outdoor, active and everyday lifestyle apparel, footwear, accessories, and equipment products.

Unless the context indicates otherwise, the terms "we," "us," "our," "the Company," and "Columbia" refer to Columbia Sportswear Company, together with its wholly owned subsidiaries and entities in which it maintained a controlling financial interest.

1 unchanged sentence

We connect active people with their passions through our four well-known brands by designing, developing, marketing, and distributing our outdoor, active and everyday lifestyle apparel, footwear, accessories and equipment products to meet the diverse needs of our customers and consumers.

Founded in 1938, our Columbia brand unlocks the outdoors for everyone.

Columbia® | Founded in 1938, our Columbia brand unlocks the outdoors for everyone.

Our Columbia brand is known for authentic, high-value outdoor apparel, footwear, accessories and equipment products designed with innovation, function, and quality suited for all seasons, activities and locations.

Acquired in 2000, our SOREL brand embodies function-first fashion footwear.

SOREL® | Acquired in 2000, our SOREL brand creates powerful footwear for unstoppable individuals.

Our SOREL brand provides premium, durable and design-driven footwear and accessories primarily to fashion-forward savvy women, as well as to men and youth consumers.

Mountain Hard Wear ® .

Acquired in 2003, our Mountain Hardwear brand exists to make gear that works, because out in the mountains, it matters for climbers.

Mountain Hard Wear® | Acquired in 2003, our Mountain Hardwear brand exists to make gear that works, because out in the mountains, it matters for climbers.

Our Mountain Hardwear brand offers premium apparel, accessories and equipment designed to meet the high-performance needs of climbing enthusiasts and to satisfy climbers' everyday lifestyles.

Acquired in 2014, our prAna brand focuses on clothing for positive change, reviewing each action in an effort to positively impact the planet and its people.

prAna® | Acquired in 2014, our prAna brand focuses on clothing for positive change, in an effort to positively impact the planet and its people.

Our prAna brand provides consumers with clothes that tell a story.

From city streets to mountain peaks, prAna outfits adventurous spirits in stylish, sustainable and versatile gear.

Across our diverse portfolio of brands, our products have gained worldwide recognition for their innovation, quality and performance.

Across our diverse portfolio of brands, our products have gained recognition for their innovation, quality and performance.

Our products incorporate the cumulative design, fabrication, fit, and construction technologies that we have pioneered over several decades and continue to innovate.

8 unchanged sentences

Our wholesale distribution channel consists of small, independently operated specialty outdoor and sporting goods stores, regional, national and international sporting goods chains, large regional, national and international department store chains, internet retailers, and international distributors where we generally do not have our own direct operations.

Our direct-to-consumer ("DTC") distribution channel consists of our own network of branded and outlet retail stores, brand-specific e-commerce sites, and concession-based arrangements with third-parties at branded, outlet and shop-in-shop retail locations in the LAAP and EMEA regions.

In addition, we earn revenue through licensing some of our trademarks across a range of apparel, accessories, equipment, footwear, and home products.

Our direct-to-consumer ("DTC") distribution channel consists of our own network of branded and outlet retail stores, brand-specific e-commerce sites, and concession or franchise based arrangements with third-parties at branded, outlet and shop-in-shop retail

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 1

locations in the LAAP and EMEA regions.

In addition, we earn revenue through licensing certain of our trademarks across a range of apparel, accessories, equipment, footwear, and home products.

is our largest segment and provides apparel, accessories and equipment products through our Columbia, Mountain Hardwear, and prAna brands and footwear products through our Columbia and SOREL brands.

We distribute the majority of our U.S.

products from distribution centers that we own and operate in Portland, Oregon and Robards, Kentucky, as well as a third-

party logistics company that operates a warehouse in Louisville, Kentucky.

In some instances, we arrange to have products shipped from contract manufacturers to wholesale customer-designated facilities in the United States.

These products are sold by our U.S.

wholesale and DTC businesses.

We have nearly 2,200 wholesale customers in the U.S.

In 2020, our largest U.S.

wholesale customer accounted for approximately 9% of U.S.

In 2021, our two largest U.S.

wholesale customers accounted for approximately 12% of U.S.

net sales, or less than 10% individually.

At December 31, 2021, we directly operated 142 retail stores.

We distribute the majority of our U.S.

products from distribution centers that we own and operate in Portland, Oregon and Robards, Kentucky, as well as through a third-party logistics company that operates a distribution center in Louisville, Kentucky.

We also arrange to have products directly shipped from contract manufacturers to wholesale customer-designated facilities in the United States.

LAAP provides apparel, accessories and equipment products through our Columbia, Mountain Hardwear and prAna brands and footwear products through our Columbia and SOREL brands.

We distribute LAAP products through third-party logistics companies that operate warehouses near Tokyo, Seoul, and Shanghai.

In addition, our LAAP wholesale business utilizes international distributors.

The vast majority of our products sold to distributors are shipped directly to the distributors from the contract manufacturers from which we source our products.

These products are sold by our wholly-owned subsidiaries in Japan, Korea and China, and through distributors in other LAAP markets.

We have over 300 wholesale customers, including distributors, in LAAP.

In 2020, our five largest LAAP wholesale customers accounted for approximately 11% of LAAP net sales.

EMEA provides apparel, accessories and equipment products through our Columbia, Mountain Hardwear and prAna brands and footwear products through our Columbia and SOREL brands .

We distribute the majority of EMEA products from a distribution center that we own and operate in France.

In addition, our EMEA wholesale business utilizes international distributors.

In 2021, our five largest LAAP wholesale customers accounted for approximately 10% of LAAP net sales, or less than 10% individually.

At December 31, 2021, we directly operated 277 retail stores, and maintained 29 concession and 69 franchise based arrangements with third-parties.

We distribute LAAP products through third-party logistics companies that operate distribution centers near Tokyo, Seoul, and Shanghai.

In addition, we utilize various distributors in the LAAP region.

The vast majority of our products sold to distributors are shipped directly to the distributors from the contract manufacturers from which we source our products.

EMEA provides apparel, accessories and equipment products through our Columbia, Mountain Hardwear and prAna brands and footwear products through our Columbia and SOREL brands.

These products are sold by our Europe-direct and EMEA distributor businesses.

We have over 3,450 wholesale customers, including distributors, in EMEA.

In 2021, our largest EMEA wholesale customer accounted for approximately 17% of EMEA net sales.

At December 31, 2021, we directly operated 26 retail stores and maintained 21 concession-based arrangements with third-parties.

We distribute the majority of EMEA products from a distribution center that we own and operate in France.

In addition, we utilize various distributors in the EMEA region.

The vast majority of our products sold to distributors are shipped directly to the distributors from the contract manufacturers from which we source our products.

Canada provides apparel, accessories and equipment products through our Columbia, Mountain Hardwear and prAna brands and footwear products through our Columbia and SOREL brands.

We distribute the majority of Canada products from a distribution center that we own and operate in Ontario.

These products are sold by our Canada wholesale and DTC businesses.

We have nearly 550 wholesale customers in Canada.

In 2020, our largest Canada wholesale customer accounted for approximately 10% of Canada net sales.

See Item 7 and Item 8 in this annual report for further discussion regarding our reportable segments.

In 2021, our two largest Canada wholesale customers accounted for approximately 24% of Canada net sales, or approximately 14% and 10% individually.

At December 31, 2021, we directly operated 10 retail stores.

We distribute the majority of Canada products from a distribution center that we own and operate in Ontario.

See Item 7 and Item 8 in this Annual Report on Form 10-K for further discussion regarding our reportable segments.

SEASONALITY AND VARIABILITY OF BUSINESS

1 unchanged sentence

Our products are marketed on a seasonal basis, and our sales are weighted substantially toward the third and fourth quarters, while our operating costs are more equally distributed throughout the year.

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 2

PRODUCT DESIGN AND INNOVATION

We are committed to designing innovative and functional products for consumers who participate in a wide range of outdoor, active and everyday lifestyle activities, enabling them to enjoy those activities longer and in greater comfort by keeping them warm or cool, dry and protected.

We distinguish our products in the marketplace by placing significant value in the design and fit, including the overall appearance and image, and technical performance features of our products.

Our internal team of specialists lead our research and development efforts by working closely with independent suppliers to conceive, develop and commercialize innovative technologies and products to provide the unique performance benefits desired by consumers.

Our team of specialists both lead our internal research and development efforts and work closely with independent suppliers to conceive, develop and commercialize innovative technologies and products to provide the unique performance benefits desired by consumers.

We utilize our working relationships with specialists in the fields of chemistry, biochemistry, engineering, industrial design, materials research, graphic design, and other related fields, along with consumer insights and feedback, to develop and test innovative performance products, processes, packaging, and displays.

8 unchanged sentences

Independent contractors manufacturing our products are subject to our standards of manufacturing practices to facilitate decent, safe and humane working conditions, as well as promote ethical business practices.

Each manufacturing facility is monitored regularly against these standards.

We maintain eight manufacturing liaison offices in seven Asia Pacific countries.

We have programs in place to monitor manufacturer practices and assess alignment against these standards.

We maintain seven manufacturing liaison offices in six Asia Pacific countries.

Our personnel in these offices monitor production at our contract manufacturers' facilities to ensure our products are manufactured to our specifications.

1 unchanged sentence

The design of our quality assurance process seeks to ensure that our products meet and maintain our quality standards and product reputation.

Our apparel, accessories and equipment products are manufactured in 12 countries, with approximately 50% of these products produced in Vietnam and China.

Five of the largest contract manufacturers account for approximately 30% of our apparel, accessories and equipment production, with the largest manufacturer accounting for approximately 10%.

Our footwear products are manufactured in three countries, with the majority of these products produced in Vietnam and China.

Five of the largest contract manufacturers account for approximately 85% of our footwear production, with the largest manufacturer accounting for approximately 45%.

In 2021, our apparel, accessories and equipment products were manufactured in 13 countries.

In 2021, manufacturers in Vietnam, Bangladesh, and Indonesia produced approximately 45%, 15% and 15%, respectively, of these products.

Five of the largest contract manufacturers account for approximately 35% of our apparel, accessories and equipment production, with the largest manufacturer accounting for nearly 10%.

In 2021, our footwear products were manufactured in six countries.

In 2021, manufacturers in Vietnam and China produced approximately 85% and 10%, respectively, of these products.

Five of the largest contract manufacturers account for approximately 85% of our footwear production, with the largest manufacturer accounting for approximately 30%, three manufacturers accounting for approximately 15% each and one manufacturer accounting for approximately 10%.

Raw materials for the manufacturing of our apparel, accessories, equipment, and footwear products are primarily sourced from Asia and are purchased directly by our contract manufacturers.

Our portfolio of brands enables us to target a wide range of consumers across the globe with differentiated products.

Our marketing supports and enhances our competitive position in the marketplace, drives global alignment through seasonal initiatives, builds brand equity, raises global brand relevance and awareness, infuses our brands with excitement, and, most important, stimulates worldwide consumer demand for our products.

Our portfolio of brands enables us to target a wide range of consumers with differentiated products.

Our marketing supports and enhances our competitive position in the marketplace, drives global alignment through seasonal initiatives, builds brand equity, raises global brand relevance and awareness, infuses our brands with excitement, and, most importantly, stimulates worldwide consumer demand for our products.

Our integrated marketing efforts deliver consistent messages about the performance benefits, features and styles of our products within each of our brands and their different target consumers.

We utilize a variety of means to deliver our marketing messages, including digital marketing, social media interactions, television and print publications, experiential events, brand ambassadors, branded retail stores in select high-profile locations, enhanced product store displays, and consumer focused public relations efforts.

In addition, we reinforce our brands' marketing messages with our key wholesale customers by utilizing digital platforms, television, radio, print and advertising campaigns, as well as in-store branded visual merchandising display tools and favorable product presentation.

We utilize a variety of means to deliver our marketing messages, including digital marketing, social media interactions, television and print publications, experiential events, brand ambassadors, enhanced product store displays, and consumer focused public relations efforts.

In addition, we reinforce our brands' marketing messages with our key wholesale

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 3

customers by utilizing digital platforms, television, radio, print and advertising campaigns, as well as in-store branded visual merchandising display tools and favorable product presentation.

We operate branded e-commerce and marketing sites and maintain an active presence on a variety of global social media platforms.

9 unchanged sentences

We vigorously protect these proprietary rights against counterfeit reproductions and other infringing activities.

Working Capital Utilization

Our working capital management goals include maintaining an optimal level of inventory necessary to deliver goods on time to our customers and our retail stores to satisfy end consumer demand, alleviating manufacturing capacity constraints, and driving efficiencies to minimize the cycle time from the purchase of inventory from our suppliers to the collection of accounts receivable balances from our customers.

Demand Planning and Inventory Management

Finished goods inventory continues to represent one of the largest and highest risk working capital assets in our business model.

Our demand planning process and inventory management is designed to help us achieve our working capital management goals.

develop a forecast in an effort to drive timely purchases of inventory quantities to satisfy demand, minimize transportation costs, including rush costs needed to deliver products to customers by their requested delivery dates, and minimize excess inventory to avoid liquidating excess end-of season products at discounted prices.

Our production cycle from the design to the delivery of our products requires significant inventory commitment.

We begin designing and developing our seasonal product lines approximately 12 months prior to soliciting advance orders from our wholesale customers and approximately 18 months prior to the products' availability to consumers in retail stores.

The majority of our advance orders are shipped to wholesale customers for spring season products beginning in January and continuing through June, and for fall season products to wholesale customers beginning in July and continuing through December.

Subsequent to advance order placements, wholesale customers may request replenishment orders for various products as consumer demand increases.

We estimate the volumes of the season's products to be purchased from our global suppliers by utilizing our forecasted wholesale customers orders, cancellations, reorders, and replenishment orders, forecasted demand from our DTC businesses, market trends, historical data, customer and sales feedback, and other factors.

We maintain and continue to make substantial investments in information systems, processes and personnel to support our ongoing demand planning efforts to provide forecasting of optimal inventory to meet customer and consumer demands.

Credit and Collection

We extend credit to our wholesale customers and international distributors based on an assessment of the customer's financial condition, generally without requiring collateral.

Wholesale customers may receive extended payment terms when placing advance orders and taking delivery of finished goods prior to peak seasonal shipping periods.

We generally utilize credit insurance or standby letters of credit to minimize our risk of credit loss for customers in certain markets or with qualifying circumstances.

We manage our inherent risk of uncollectable receivables by maintaining and investing in information systems, processes and personnel skilled in credit, risk analysis and collections.

The markets for outdoor, active and everyday lifestyle apparel, footwear, accessories, and equipment products are highly competitive and we face significant competition from numerous companies.

4 unchanged sentences

As a company with global operations, we are, and our products are, subject to the laws of the United States and multiple foreign jurisdictions in which we operate and the rules and regulations of various governing bodies, which may differ among jurisdictions, including laws and regulations concerning product safety, environmental standards, trade, information security, privacy, labor and employment, health, marketing, competition, and safety.

See Item 1A of this annual report for more information of risks relating to these laws, rules, and regulations.

See Item 1A of this Annual Report on Form 10-K for more information of risks relating to these laws, rules, and regulations.

HUMAN CAPITAL

1 unchanged sentence

As part of these efforts, we strive to offer a competitive compensation and benefits program, foster a community where everyone feels included and empowered to do their best work and promote employee well-being.

2020 was a unique year for our workforce as a result of the COVID-19 pandemic.

Other than operations teams related to retail, customer service and distribution, our workforce largely worked from home throughout most of 2020.

For our employees who continued to work on-site, we instituted extensive safety protocols and procedures.

We also aimed to minimize the impact of the COVID-19 pandemic on our employees financially by participating in each country's unique government stimulus programs, where applicable.

Nevertheless, our employee workforce shrank globally in 2020 to nearly 7,275 employees at December 31, 2020 from nearly 8,900 at December 31, 2019.

At December 31, 2020, our employee workforce was comprised of approximately 3,700 full-time and part-time retail employees, 825 distribution employees and 2,750 corporate employees.

From December 31, 2019 to December 31, 2020 we had an overall employee turnover rate of 56%, impacted by an 86% turnover rate in our retail employee base.

At December 31, 2021, our employee workforce of approximately 8,325 employees was comprised of approximately 4,500 full-time and part-time retail employees, 925 distribution center employees and 2,900 corporate employees.

From December 31, 2020 to December 31, 2021, we had an overall employee turnover rate of approximately 58%, impacted by approximately 87% and 61% turnover rate in our retail and distribution employee base, respectively.

Approximately 31% of our workforce was located outside of the United States at December 31, 2021.

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 4

Compensation and Benefits

3 unchanged sentences

In the United States, for our largest employee base, we sponsor comprehensive medical, dental, vision and health savings or flexible spending account plans.

We also provide 401(k) matching, paid time off, an employee assistance plan, life insurance, and short-term and long-term disability insurance.

We also provide 401(k) plan matching of employee contributions, paid time off, an employee assistance plan, life insurance, and short-term and long-term disability insurance.

Diversity, Equity and Inclusion

At December 31, 2020, our global workforce was self-disclosed as 42% male, 56% female and 2% undisclosed or chose not to identify.

At December 31, 2021, our global workforce was self-disclosed as 42% male, 55% female, less than 1% non-binary and 2% undisclosed or chose not to identify.

In the United States, the self-disclosed ethnicity of our workforce, including retail and distribution employees, was 60% White, 7% Asian, 19% Hispanic or Latino, 7% Black, less than 1% American Indian or Alaskan Native, less than 1% Native Hawaiian or other Pacific Islander, 4% two or more races and 2% undisclosed or chose not to identify.

5 unchanged sentences

physical health, career, social and emotional health, financial, and community.

In the category of career, we focused our efforts in 2020 on digital learning through our Always Be Learning initiative and access to online learning opportunities.

For more information on our efforts to support our workforce, see our latest Corporate Responsibility Report at http://columbia.com/corporate-responsibility.

1 unchanged sentence

We make available free of charge on or through the investor relations section on our website at http://investor.columbia.com/sec-filings our proxy statements, annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we file these materials with the Securities and Exchange Commission ("SEC").

The content on any website referred to in this annual report is not incorporated by reference in this annual report unless expressly noted.

The content on any website referred to in this Annual Report on Form 10-K is not incorporated by reference in this annual report unless expressly noted.

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 5

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

5 unchanged sentences

Bragdon 59 Executive Vice President, Chief Administrative Officer, General Counsel, and Secretary

Franco Fogliato 51 Executive Vice President, Global Omni-Channel

Kulok 56 Executive Vice President, Chief Supply Chain Officer

Douglas Morse 55 Senior Vice President, Emerging Brands

Skip Potter 51 Executive Vice President, Chief Digital Information Officer

Tim Sheerin 57 Senior Vice President, Global Wholesale

Swanson 47 Executive Vice President, Chief Financial Officer

Craig Zanon 62 Senior Vice President, Emerging Brands

Boyle joined the Company in 1971 as General Manager, served as the Company's President from 1988 to 2015 and reassumed the role in 2017.

5 unchanged sentences

Boyle, and the son of Gertrude Boyle, who served as the Chairman of the Board of Directors from 1970 until her death in 2019.

Boyle joined the Company in 2005 and has served in numerous roles of increasing leadership and responsibility, including General Merchandising Manager of Outerwear, Accessories, Equipment, Collegiate and Licensing, Vice President of Apparel

Merchandising, and Senior Vice President of Columbia Brand Merchandising & Design.

He was promoted to Executive Vice President, Columbia Brand President in 2017.

6 unchanged sentences

Bragdon returned to Columbia in 2004 as Vice President, General Counsel and Secretary, was named Senior Vice President of Legal and Corporate Affairs, General Counsel and Secretary in 2010 and Executive Vice President, Chief Administrative Officer, General Counsel and Secretary in 2015.

In 2017, he assumed oversight of the Company's international distributor business and currently serves as Executive Vice President, Chief Administrative Officer, General Counsel, and Secretary.

In 2017, he assumed oversight of the Company's international distributor business.

Prior to joining the Company, Mr.

Bragdon served as an attorney in the corporate securities and finance group at Stoel Rives LLP, and Special Assistant Attorney General for the Oregon Department of Justice.

Franco Fogliato joined the Company in 2013 as Senior Vice President and General Manager EMEA Direct Sales.

He was promoted to Senior Vice President and General Manager of EMEA in 2016 and to Executive Vice President, Americas General Manager in 2017.

In 2020, he was named Executive Vice President, Global Omni-Channel.

Prior to joining the Company, Mr.

Fogliato served as General Manager of the Billabong Group in Europe as well as a member of the Billabong Group's executive board, and held various European leadership positions with The North Face brand culminating as General Manager of Western Europe.

Kulok joined the Company in 2008 as Senior Director of Global Planning.

2 unchanged sentences

Kulok held various leadership positions at Nike, Inc, including USA Apparel Marketplace Planning Director and Director of Regional Planning.

Douglas Morse joined the Company in 1995 and has served in numerous roles of increasing responsibility during his tenure, including Director of U.S.

Customer Operations, Director of Footwear Operations, General Manager of the Company's Canadian subsidiary, Interim General Manager of the Company's Europe-direct business, Chief Business Development Officer and Vice President and General Manager of LAAP Distributors.

He was promoted to Senior Vice President, Emerging Brands in 2017.

Skip Potter joined the Company in 2021 as Executive Vice President, Chief Digital Information Officer.

Prior to joining the Company, Mr.

Potter held various leadership positions, including Chief Technology Officer and Managing Vice President of Engineering with Nike, Inc., as well as Vice President of Technology Innovation with Capital One, and CIO/CTO for British Telecommunication's Enterprise Group.

Tim Sheerin joined the Company in January 2021 as Senior Vice President, US Wholesale Sales.

He was promoted to Senior Vice President, Global Wholesale in October 2021.

Prior to joining the Company, Mr.

Sheerin held various leadership positions at Nike, Inc., including Vice President, North America Sales, Vice President of Global Sales, Nike Sportswear and Managing Director/General Manager of Nike Korea.

Swanson joined the Company in 2003 and has served in numerous roles of increasing responsibility during his tenure, being named Vice President of Finance in 2015 and promoted to Senior Vice President, Chief Financial Officer in 2017 and to Executive Vice President and Chief Financial Officer in 2020.

1 unchanged sentence

Swanson served in a variety of financial planning and analysis, tax, and accounting roles, including senior financial analyst at Freightliner Corporation and at Tality Corporation, and as a senior tax and business advisory associate at Arthur Andersen.

COLUMBIA SPORTSWEAR COMPANY | 2021 FORM 10-K | 6

Craig Zanon joined the Company in 2021 as Senior Vice President, Emerging Brands.

Prior to joining the Company, Mr.

Zanon spent more than 20 years with Nike, Inc.

and held various leadership roles, including Vice President and General Manager of Global Basketball, as well as Vice President of U.S.

Footwear and General Manager for the Americas.

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 1. Business