14 unchanged sentences
There have not been any changes in our internal control over financial reporting that occurred during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
−Removed: COLUMBIA SPORTSWEAR COMPANY | 2024 FORM 10-K | 74
Other Information
2 unchanged sentences
Simmons , a director , adopted a written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (the "Plan").
−Removed: The Plan calls for the disposition of up to 968 restricted stock units (the "Award").
−Removed: The Plan will expire on the earlier of (a) May 9, 2025 , (b) the first date on which all trades have been executed or all trading orders have expired, or (c) as soon as practicable following the date of any written notices resulting in plan termination.
+Added: The Plan calls for the disposition of 50% of 2,657 restricted stock units (the "Award") vesting May 1, 2026.
+Added: The Plan will expire on the earlier of (a) May 31, 2026 , (b) the first date on which all trades have been executed, or (c) as soon as practicable following the date of any written notices resulting in plan termination.
No other "Rule 10b5-1 trading arrangements" or “non-Rule 10b5-1 trading arrangements” (as each term is defined by Regulation S-K Item 408(a)) were entered into or terminated by our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) during the fourth quarter of 2025.
+Added: COLUMBIA SPORTSWEAR COMPANY | 2025 FORM 10-K | 73
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
49 unchanged sentences
3.2 2023 Amended and Restated Bylaws of Columbia Sportswear Company (incorporated by reference to exhibit 3.2 to the Company's Form 8-K filed on February 1, 2023) (File No.
−Removed: 4.1 See Article II of Exhibit 3.1, as amended, and Article I of Exhibit 3.2.
COLUMBIA SPORTSWEAR COMPANY | 2025 FORM 10-K | 76
+Added: 4.1 See Article II of Exhibit 3.1, as amended, and Article I of Exhibit 3.2.
4.2 Description of the Registrant's Securities Registered under Section 12 of the Exchange Act of 1934.
1 unchanged sentence
† 10.2 Subscription and Shareholders' Agreement, dated August 6, 2012, by and among CSMM Hong Kong Limited, SCCH Limited, Columbia Sportswear Company and Swire Resources Limited (incorporated by reference to exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012) (File No.
−Removed: 10.3 Share Purchase Agreement, dated April 28, 2014, by and among Columbia Sportswear Company, prAna Living, LLC, the Shareholders of prAna Living, LLC and Steelpoint Capital Advisors, LLC as the shareholder representative (incorporated by reference to exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2014) (File No.
−Removed: Form of Nonstatutory Stock Option Agreement for stock options granted on or after January 23, 2009 (incorporated by reference to exhibit 10.2(e) to the Company's Annual Report on Form 10-K for the year ended December 31, 2008) (File No.
Form of Nonstatutory Stock Option Agreement for stock options granted on or after June 7, 2012 (incorporated by reference to exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012) (File No.
15 unchanged sentences
Executive Incentive Compensation Plan, as amended (incorporated by reference to exhibit 10.3 to the Company's Quarterly report on Form 10-Q for the quarterly period ended March 31, 2019) (File No.
−Removed: Executive Incentive Compensation Plan, effective January 1, 2024 ( in corporated by refer ence to exhibit 10.14 to the Company's Annual Report on Form 10-K for the ye ar ended December 31, 202 3) (File No.
−Removed: Columbia Sportswear Company Second Amendment Change in Control Severance Plan (incorporated by reference to exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2017) (File No.
−Removed: Amended and Restated Credit Agreement dated April 17, 2019 among Columbia Sportswear Company, Wells Fargo Bank, National Association, as the administrative agent for the lenders and as a lender, and Bank of America, N.A., as a lender (incorporated by reference to the Company's Form 8-K filed on April 22, 2019) (File No.
−Removed: COLUMBIA SPORTSWEAR COMPANY | 2024 FORM 10-K | 78
−Removed: First Amendment to Amended and Restated Credit Agreement dated March 26, 2020, among Columbia Sportswear Company, Wells Fargo Bank, National Association, as the administrative agent for the lenders and as a lender, and Bank of America, N.A., as a lender (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on April 1, 2020) (File No.
−Removed: Second Amended and Restated Credit Agreement dated April 15, 2020, among Columbia Sportswear Company, Wells Fargo Bank, National Association, as the administrative agent for the lenders and as a lender, and Bank of America, N.A., as a lender (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on April 16, 2020) (File No.
−Removed: First Amendment to Second Amended and Restated Credit Agreement, entered into as of July 10, 2020, among Columbia Sportswear Company, Wells Fargo Bank, National Association, as the administrative agent for the lenders and as a lender, and Bank of America, N.A., as a lender (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on July 14, 2020) (File No.
−Removed: Credit Agreement dated December 30, 2020, among Columbia Sportswear Company, JPMorgan Chase Bank, National Association, as the administrative agent for the lenders and as a lender, and the other lenders party thereto (incorporated by reference to exhibit 10.1 to the Company's Form 8-K filed on January 4, 2021) (File No.
+Added: Executive Incentive Compensation Plan, effective January 1, 2024 (incorporated by reference to exhibit 10.14 to the Company's Annual Report on Form 10-K for the year ended December 31, 2023) (File No.
+Added: Columbia Sportswear Company Second Amend ed Change in Control Severance Plan (incorporated by reference to exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2017) (File No.
Credit Agreement dated July 12, 2022, among Columbia Sportswear Company, JPMorgan Chase Bank, National Association, as the administrative agent for the lenders and as a lender, and the other lenders party thereto.
2 unchanged sentences
Form of Indemnity Agreement for Directors and Executive Officers (incorporated by reference to exhibit 10.23 to the Company's Annual Report on Form 10-K for the year ended December 31, 2004) (File No.
+Added: COLUMBIA SPORTSWEAR COMPANY | 2025 FORM 10-K | 77
1999 Employee Stock Purchase Plan, as amended (incorporated by reference to exhibit 10.21 to the Company's Annual Report on Form 10-K for the year ended December 31, 2001) (File No.
1 unchanged sentence
Form of Nonstatutory Stock Option Agreement for stock options granted under the Company's 2020 Stock Incentive Plan (incorporated by reference to exhibit 10.2 to the Company's Form 8-K, filed on June 4, 2020) (File No.
−Removed: Form of Nonstatutory Stock Option Agreement for stock options granted under the Company's 2020 Stock Incentive Plan, on or after February 13, 2 024 (incorporated by referen ce to Exhibit 10.27 to the Company's Ann ual Report on Form 10-K for the year ended December 31, 2023) (File No .
+Added: Form of Nonstatutory Stock Option Agreement for stock options granted under the Company's 2020 Stock Incentive Plan on or after February 13, 2024 (incorporated by reference to Exhibit 10.27 to the Company's Annual Report on Form 10-K for the year ended December 31, 2023) (File No.
Form of Nonstatutory Stock Option Agreement for Director stock options granted under the Company's 2020 Stock Incentive Plan (incorporated by reference to exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2021) (File No.
5 unchanged sentences
Form of Performance-Based Restricted Stock Units Award Agreement for performance-based restricted stock units granted under the Company's 2020 Stock Incentive Plan on or after April 21, 2022 (incorporated by reference to exhibit 10.30 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022) (File No.
−Removed: Form of Restricted Stock Units Award Agreement for restricted stock units granted under the Company's 2020 Stock Incentive Plan, on or after February 13, 2024 (incorporated by reference to Exhibit 10.33 to the Company 's Annual Report on Form 10-K for th e year ended December 31 , 2023) (File No.
+Added: Form of Restricted Stock Units Award Agreement for restricted stock units granted under the Company's 2020 Stock Incentive Plan on or after February 13, 2024 (incorporated by reference to Exhibit 10.33 to the Company's Annual Report on Form 10-K for the year ended December 31, 2023) (File No.
Columbia Sportswear Company Third Amendment Change in Control Severance Plan (incorporated by reference to exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023) (File No.
1 unchanged sentence
Form of Long-Term Incentive Cash Award Agreement (Relative Total Shareholder Return) for cash awards granted under the Company’s 2020 Stock Incentive Plan on or after March 5, 2024 (incorporated by reference to exhibit 10.2 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024) (File No.
−Removed: COLUMBIA SPORTSWEAR COMPANY | 2024 FORM 10-K | 79
Form of Performance-Based Restricted Stock Units Award Agreement (Cumulative Operating Income) for performance-based restricted stock units granted under the Company’s 2020 Stock Incentive Plan on or after March 5, 2024 (incorporated by reference to exhibit 10.3 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024) (File No.
1 unchanged sentence
Form of Nonstatutory Stock Option Agreement for stock options granted under the Company’s 2020 Stock Incentive Plan on or after July 18, 2024 (incorporated by reference to exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024)(File No.
−Removed: Form of Restricted Stock Unit Award for Director restricted stock units granted under the Company’s 2020 Stock Incentive Plan on or after October 24, 2024.
+Added: Form of Restricted Stock Unit Award for Director restricted stock units granted under the Company’s 2020 Stock Incentive Plan on or after October 24, 2024 (incorporated by reference to exhibit 10.40 of the Company's Annual Report on form 10-K for the ye ar ended December 31, 2024) ( File No.
+Added: Form of Long-Term Incentive Cash Award Agreement (Cumulative Operating Income) for cash awards granted under the Company’s 2020 Stock Incentive Plan on or after March 5, 2024 (incorporated by reference to exhibit 10.1 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025) (File No.
+Added: Form of Performance-Based Restricted Stock Units Award Agreement (Cumulative Operating Income) for performance-based restricted stock units granted under the Company’s 2020 Stock Incentive Plan on or after March 5, 2024 (incorporated by reference to exhibit 10.2 of the Company's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025) (File No.
Insider Trading Policy.
1 unchanged sentence
23.1 Consent of Deloitte & Touche LLP.
+Added: COLUMBIA SPORTSWEAR COMPANY | 2025 FORM 10-K | 78
31.1 Rule 13a-14(a) Certification of Timothy P.
27 unchanged sentences
/s/ TIMOTHY P.
−Removed: Boyle Chairman, President and Chief Executive Officer
+Added: Boyle Chairman and Chief Executive Officer
(Principal Executive Officer)
19 unchanged sentences
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.