What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2024-02-26 compared with 2023-02-23 · 82 added, 77 removed, 145 unchanged (52% of the section changed)

Camping World Holdings, Inc.

(together with its subsidiaries) is America’s largest retailer of recreational vehicles (“RVs”) and related products and services.

(together with its subsidiaries) is the world’s largest retailer of recreational vehicles (“RVs”) and related products and services.

Our vision is to build a long-term legacy business that makes RVing fun and easy, and our Camping World and Good Sam brands have been serving RV consumers since 1966.

We strive to build long-term value for our customers, employees, and shareholders by combining a unique and comprehensive assortment of RV products and services with a national network of RV dealerships, service centers and customer support centers along with the industry’s most extensive online presence and a highly-trained and knowledgeable team of associates serving our customers, the RV lifestyle, and the communities in which we operate.

We also believe that our Good Sam organization and family of programs and services uniquely enables us to connect with our customers as stewards of the RV lifestyle.

On December 31, 2022, we operated a total of 197 retail locations, with 196 of these selling and/or servicing RVs.

We strive to build long-term value for our customers, employees, and stockholders by combining a unique and comprehensive assortment of RV products and services with a national network of RV dealerships, service centers and customer support centers along with the industry’s most extensive online presence and a highly-trained and knowledgeable team of associates serving our customers, the RV lifestyle, and the communities in which we operate.

We also believe that our Good Sam organization and family of services and plans enables us to connect with our customers as stewards of the RV lifestyle.

On December 31, 2023, we operated a total of 202 store locations, with all locations selling and/or servicing RVs.

Business Strategy

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We also believe our used RV offering and reconditioning program are best in class and provide us with a unique strategic advantage in the market.

Many of our offerings, including our Good Sam services and plans, our private label RVs, our digital retail experience through RVs.com, and our private label accessories, are unique to us and have been developed in collaboration with leading industry suppliers and RV enthusiasts.

With more than 50 years of RV industry experience, 196 retail locations selling and/or servicing RVs, and 5.3 million Active Customers, we believe our size and scale allows us to deliver exceptional value to our customers.

Many of our offerings, including our Good Sam services and plans, our private label RVs, our digital retail experience through RVs.com, our RV manufacturer exclusive dealership locations, and our private label accessories, are unique to us and have been developed in collaboration with leading industry suppliers and RV enthusiasts.

We believe our size and scale allow us to deliver exceptional value to our customers.

Operate a National Network of RV Dealerships and Service Centers.

As of December 31, 2023, we operated a national network of 202 RV dealerships and/or service centers.

The majority of these RV dealerships and service centers are conveniently located off major highways and interstates in key RV markets, staffed with knowledgeable local team members offering expert advice and a comprehensive assortment of RV-related products and services.

The majority of these RV dealerships and service centers are conveniently located off major interstates and highways in key RV markets, staffed with knowledgeable local team members offering expert advice and a comprehensive assortment of RV-related products and services.

Our RV dealerships and service centers are a one-stop-shop for everything RV and give RV consumers peace of mind that they can find what they need when they need it in their local market or while traveling throughout the country.

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We believe customer service is a critical component of our business.

Our dealerships and service centers are staffed with knowledgeable local team members offering expert advice and a wide assortment of products and services.

Our dealerships and service centers are staffed with knowledgeable local team members offering expert advice and a wide assortment of products and services to approximately 5.0 million Active Customers.

We currently operate call centers in Denver, CO, Bowling Green, KY, Greenville, NC, and Island Lake, IL.

All associates at our call centers have been cross trained, and the call centers have redundant services and systems in place in the event of a power or connectivity disruption at one of our call center locations.

Our goal is that every call – whether to one of our call centers or to a store – will be answered promptly by a live person.

Our call center specialists are extensively trained to assist customers with complex orders and provide a level of service that leads to exceptional customer service and long-term customer relationships.

In 2022, our call centers handled more than 2.3 million calls and responded to over 450,000 emails and social media communications.

Our goal is that every call to one of our call centers or to a store will be answered promptly by a live person.

Our call center specialists are extensively trained to assist customers with complex orders and provide a level of service that leads to an exceptional customer experience and long-term customer relationships.

In 2023, our call centers handled more than 2.4 million calls and responded to approximately 400,000 emails and social media communications.

Leverage Our Resources and Synergies.

Our unique and comprehensive assortment of RV products and services, our national network of RV dealerships and service centers, our network of customer service and contact centers, and our online and e-commerce platforms all work together to service our customers and make RVing fun and easy.

When a new customer transacts with us across any of our business areas, the new customer enters our database and we leverage customized customer relationship management (“CRM”) tools and pricing tools, such as the Good Sam RV Valuator, to actively and intelligently engage, service and promote

other offerings and the RV lifestyle.

We believe our size and scale allows us to deliver exceptional value to our customers.

Stewards of the RV Lifestyle.

We believe that our Good Sam organization and family of programs and services uniquely enables us to connect with our customers as stewards of the RV lifestyle.

Good Sam programs such as extended vehicle warranty programs, roadside assistance plans, vehicle and home insurance programs, and Good Sam TravelAssist travel protection plans help to ensure our customers’ health and safety while traveling, and our Good Sam Club, co-branded credit card and vehicle protection plans provide great value to keep our customers’ RVs in top shape while providing a host of discounts and services all designed to enhance the overall customer RV experience.

By providing unique programs that promote the health, safety and protection of the RV community, the Company drives an unparalleled opportunity to build a large, loyal, and growing community of RV enthusiasts to whom we can provide our basket of products and services for years to come.

When a new customer engages with us across any of our business areas, the new customer enters our database and we leverage customized customer relationship management (“CRM”)

platforms and proprietary tools, such as the RV Valuator, to actively and intelligently engage, service and promote our wide range of products and services for the RV lifestyle.

Good Sam Mission.

Our Good Sam mission is to clear the path ahead and empower our customer’s joy of travel.

We aim to accomplish this through the following four pillars:

Our Travel Point of View

Our Products and Services

Our Customer Experience

Our Emotional Benefit

We believe that road trips and outdoor adventures don’t need to feel complex.

We believe travel experiences should feel effortless and accessible, aided by our services and plans that simplify the journey for our customers.

We design products and services that think ahead to support every part of the journey.

Our products and services are built to ensure that our customers have everything they need for a seamless travel experience, enabling our mission to empower joy in travel.

We inspire confidence by being clear about our offerings.

We aim to build trust through transparency and consistency, to ensure our customers feel confident and cared for at every step.

Curiosity, connection, and joy are what we strive to instill in our customers’ travel experience.

Background, Restructuring and Recent Developments

Founded in 1966, our Good Sam and Camping World brands have been serving RV owners and outdoor enthusiasts for more than 50 years.

Good Sam combined with Camping World in 1997, when the Good Sam Club had approximately 911,000 members and Camping World had 26 retail locations.

In 2011, Camping World Good Sam combined with FreedomRoads, a successful RV dealership business founded in 2003, to form the largest provider of products and services for RVs in North America.

Good Sam combined with Camping World in 1997, when the Good Sam Club had approximately 911,000 members and Camping World had 26 store locations.

In 2011, Camping World and Good Sam combined with FreedomRoads, a successful RV dealership business founded in 2003, to form the largest provider of products and services for RVs in North America.

From 2011 to date, we have continued to expand our footprint of RV dealerships through new store openings and acquisitions.

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As of December 31, 2023, the activities under the 2019 Strategic Shift have been completed with the exception of certain lease termination costs and other associated costs relating to the leases of previously closed locations under the 2019 Strategic Shift.

For more information on the impact to our 2022, 2021 and 2020 financial results, please see Note 5 – Restructuring and Long-lived Asset Impairment to our consolidated financial statements included in Part II, Item 8 of this Form 10-K.

On March 1, 2023, our management determined to implement plans (the “Active Sports Restructuring”) to exit and restructure operations of our indirect subsidiary, Active Sports, LLC, a specialty products retail business (“Active Sports”).

The activities under the Active Sports Restructuring were substantially completed as of December 31, 2023.

The total restructuring costs associated with the Active Sports Restructuring were $5.9 million.

On January 17, 2024, we announced that we are reviewing potential strategic alternatives for our Good Sam business, which could include a potential sale, spin off or other disposition of the business.

No decision has been made whether to proceed with any particular alternative.

We have not set a deadline for the strategic alternatives review process, and there can be no assurance that this process will result in any particular outcome.

See Note 5 – Restructuring and Long-lived Asset Impairment to our consolidated financial statements included in Part II, Item 8 of this Form 10-K.

Segments and Offerings

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(2) Gross profit is presented exclusive of depreciation and amortization, which is presented separately in operating expenses.

Our broad product offerings allow us to target our customers’ needs with products and services focused towards recurring revenue, our installed base, and first-time buyers.

Our recurring revenues are also marketed to customers outside of purchasers of our new and used RVs and are often annual or multi-year plans, so these recurring revenues do not necessarily correlate to sales of new and used RVs.

Good Sam Services and Plans

Our Good Sam Services and Plans segment consists of programs, plans and services that are geared towards protecting, insuring and promoting the RV lifestyle, and include services such as extended vehicle service contracts, vehicle roadside assistance, property and casualty insurance, travel protection, travel planning and directories, and consumer shows and publications.

Because our Good Sam protection plans and programs are often purchased to cover a multiple-year period and are renewable in nature, this area of our business tends to generate high-margin, recurring revenue that is driven both by vehicle purchases and the installed base of RV owners in the United States.

Because our Good Sam protection plans and programs are often purchased to cover a multiple-year period and are renewable, this area of our business tends to generate high-margin, recurring revenue that is driven both by new and used RV purchases and the installed base of RV owners in the United States.

Our Good Sam Services and Plans segment offerings include:

● Good Sam extended vehicle service contracts.

We offer mechanical breakdown insurance underwritten and insured by a third party to members of the Good Sam Club.

The contracts cover the cost of parts, labor and repairs to motorized and towable RVs as well as autos, pick-up trucks and sport utility vehicles.

The third party assumes full underwriting risk associated with the contracts and we are compensated on a commission basis.

As of December 31, 2022, we had approximately 62,000 contracts in force underwritten by the third party.

● Good Sam roadside assistance plans .

We offer roadside assistance plans for services such as towing, jump starting, tire changing, mobile mechanics and others.

We contract with a third party to handle dispatch calls through its network of tow providers and we pay a fee per incident or call.

As of December 31, 2022, we had approximately 814,000 contracts in force under our emergency roadside assistance plan.

● Good Sam property and casualty insurance programs .

We offer property and casualty insurance for RVs and other types of vehicles as well as home insurance underwritten by various insurance providers.

We do not share the underwriting risk of the insurance programs and we receive a marketing fee based on the amount of premium paid to the insurance providers.

For the year ended December 31, 2022, we sold, through third-party insurance providers, insurance policies with an aggregate net written premium of $319 million for which we earn a marketing fee.

● Good Sam TravelAssist travel protection .

We offer travel protection plans designed to assist travelers with medical emergency situations.

The plans provide 24/7 coverage for emergency medical evacuation, return-home services, emergency medical monitoring, as well as other travel assistance services.

We contract with a third party to offer travel protection plans through Good Sam TravelAssist, where the third party assumes the underwriting risk through third-party underwriters.

As of December 31, 2022, we had approximately 275,000 contracts in force primarily underwritten by a third party.

● Other activities.

We produce certain monthly and annual RV focused consumer magazines, travel and planning directories and field guides.

We also operate the Coast to Coast Club which provides access to and savings at private membership campgrounds, and our Good Sam Campground Solutions campground reservation platform.

Protection Programs

Ensuring travelers’ safety and financial security with comprehensive assistance and protection plans.

Emergency Programs

Provide immediate aid in critical situations, including Roadside Assistance for on-the-road issues and TravelAssist for medical emergencies during travel.

Financial Protection Programs

Offer financial security against unexpected events, encompassing Extended Service Plans for RV maintenance, Good Sam Insurance Agency for tailored insurance solutions, GAP Insurance, Windshield Protection, and Product Protection Plans for various assets.

Tire & Maintenance Programs

Focus on preventative maintenance and tire care, featuring Paint & Fab to maintain the visual aesthetic and Tire & Wheel Protection to safeguard against tire-related mishaps.

Campgrounds & Destinations

Dedicated to enhancing the RV and outdoor experience by providing access to an extensive network of campgrounds and unique destinations.

Good Sam Campgrounds

Offers access to North America's largest network of campgrounds and RV parks, promoting a community-driven travel experience.

Coast to Coast Resorts

Provides exclusive access to a selection of premium resort destinations, catering to diverse traveler preferences.

RV and Outdoor Retail

Our RV and Outdoor Retail segment consists of all aspects of our RV dealership operations, which includes selling new and used RVs, assisting with the financing of new and used RVs, selling protection and insurance related services and plans for RVs, servicing and repairing new and used RVs, installing RV parts and accessories, and selling RV and outdoor related products, parts and accessories.

Within our RV and Outdoor Retail business, we also operate the Good Sam Club, which we believe is the largest membership-

based RV organization in the world, with approximately 2.0 million members as of December 31, 2022.

Membership benefits include a variety of discounts, exclusive benefits, specialty publications and other membership benefits, all of which we believe enhance the RV experience, drive customer engagement and loyalty, and provide cross-selling opportunities for our other products and services.

Within our RV and Outdoor Retail business, we also operate the Good Sam Club, which we believe is the largest membership-based RV organization in the world, with approximately 2.0 million members as of December 31, 2023.

Membership benefits include, among other benefits, a variety of discounts at Camping World and Good Sam, in addition to partner campgrounds, fuel stations, and more, all of which we believe enhance the RV experience, drive customer engagement and loyalty, and provide cross-selling opportunities for our other products and services.

A map depicting our national network of 202 RV dealerships and service centers as of December 31, 2023 is provided below:

Statistical Surveys, Inc.

(15 largest RV markets)

RV and Outdoor Retail segment offerings include:

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• Vehicle financing.

Through arrangements with third-party lenders we are able to facilitate financing for most of the new and used RVs we sell through our retail locations.

Through arrangements with third-party lenders we are able to facilitate financing for most of the new and used RVs we sell through our store locations.

Generally, our financing transactions are structured through long-term retail installment sales contracts with terms of up to 20 years, which we enter into with our customers on behalf of our third-party lenders.

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• Repair and Maintenance.

We offer RV repair and maintenance services at the majority of our retail locations.

With approximately 2,693 RV service bays across our national footprint, we are equipped to offer comprehensive repair and maintenance services for most RV components.

We offer RV repair and maintenance services at the majority of our store locations.

With over 2,700 RV service bays across our national footprint, we are equipped to offer comprehensive repair and maintenance services for most RV components.

• RV parts, accessories and installation services.

We offer a wide range of RV parts, equipment, supplies and accessories, including towing and hitching products, satellite and GPS systems, electrical and lighting products, appliances and furniture, and other products for inside the RV, at the campsite, and around the campground.

Our full-service repair facilities enable us to install all parts and accessories that we sell in our retail locations.

Our full-service repair facilities enable us to install all parts and accessories that we sell in our store locations.

We believe our ability to both sell and install parts and accessories affords us a competitive advantage over online and big box retailers that do not have service centers designed to accommodate RVs, and over RV dealerships that do not offer a comprehensive selection of parts and accessories.

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• Collision repair and restoration.

We offer collision repair services, including fiberglass front and rear cap replacement, windshield replacement, interior remodel solutions, and paint and body work, at many of our retail locations, and 63 of our retail locations are equipped with full body paint booths.

We offer collision repair services, including fiberglass front and rear cap replacement, windshield replacement, interior remodel solutions, and paint and body work, at many of our store locations, including numerous with full body paint booths.

We perform collision repair services for a number of insurance carriers.

• Good Sam Club.

The Good Sam Club is a membership organization that offers savings on a variety of products and services, including products purchased at any of our retail and online stores, discounts on nightly rates at affiliated Good Sam RV parks and other benefits related to the RV lifestyle.

The Good Sam Club is a prepaid subscription membership organization that offers a points-based loyalty program, where points can be earned from purchases of our products and services and redeemed for savings on future purchases of our products and services.

The Good Sam Club also offers savings on a variety of products and services, including discounts on nightly rates at affiliated Good Sam RV parks and other benefits related to the RV lifestyle.

We believe the Good Sam Club is the largest membership-based RV enthusiast organization in the world.

As of December 31, 2023, there were approximately 2.0 million members in our Good Sam Club.

A free basic tier of the Good Sam Club was introduced in 2023, which does not include most of the paid membership benefits, but allows these members to earn points at a lower rate compared to the paid membership.

• Co-branded credit cards.

We contract with Visa and Comenity Capital Bank to offer a Good Sam Rewards Visa® branded credit card, as well as Good Sam private label credit card.

We contract with Visa and Comenity Capital Bank to offer a Good Sam Rewards Visa® branded credit card, as well as a Good Sam private label credit card.

Cardholders receive enhanced rewards points, which are referred to as Good Sam Rewards, for money spent at our retail locations, on our e-commerce platforms, at gas stations and at private campgrounds across the U.S.

As of December 31, 2022, we had approximately 257,000 issued and open Good Sam co-branded credit card accounts.

As of December 31, 2023, we had approximately 232,000 issued and open co-branded credit card accounts.

• RV Rentals.

We facilitate an RV rental platform that connects travelers with RV owners, allowing for a flexible and personal RV experience.

• Other activities.

CW Design & Supply designs, manufactures, and distributes RV and camping furniture including our exclusive Thomasville Recreation brand, which features high-style designs that follow both classic and modern trends.

We offer a variety of outdoor products and accessories through our the-house.com e-commerce business.

Good Sam RV Rental provides a peer-to-peer RV rental marketplace.

We offer a variety of outdoor products and accessories through our e-commerce business.

Vehicle Sourcing and Dealer Agreements

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In certain instances, our manufacturing partners produce private label products exclusively available at our RV dealerships and through our e-commerce platforms.

Our supply arrangements with manufacturers are typically governed by dealer agreements, which are customary in the RV industry, made on a location-by-location basis, and each retail location typically enters into multiple dealer agreements with multiple manufacturers.

In 2023, we began opening manufacturer-exclusive RV dealership locations that are operated by us and provide our typical offerings of used vehicles, service, parts, and finance and insurance, but they bear the name of a particular RV manufacturer and sell that manufacturer’s new RV line.

Our supply arrangements with manufacturers are typically governed by dealer agreements, which are customary in the RV industry, made on a location-by-location basis, and each store location typically enters into multiple dealer agreements with multiple manufacturers.

Dealer agreements generally give us the right to sell certain RV makes and models within an exclusive designated area.

The terms of these dealer agreements typically require us to, among other things, meet all the requirements and conditions of the manufacturer’s applicable programs, maintain certain minimum inventory requirements and meet certain retail sales objectives, perform services and repairs for all owners of the manufacturer’s RVs (regardless from whom the RV was purchased) that are still under warranty, stock certain of the manufacturer’s parts and accessories needed to service and repair the manufacturer’s RVs, actively advertise and promote the manufacturer’s RVs, and indemnify the manufacturer under certain circumstances.

We primarily acquire used RVs through customer trade-ins, as well as private party purchases and consignments, and we generally recondition used RVs acquired for retail sale in our parts and service departments.

Historically, used RVs that we have not sold at our RV-centric retail locations generally have been sold through other channels at wholesale prices.

We primarily acquire used RVs through customer trade-ins, as well as private party purchases and consignments, and we generally recondition used RVs acquired for retail sale in our parts and service

Historically, used RVs that we have not sold at our RV-centric store locations generally have been sold through other channels at wholesale prices.

In 2023 we introduced our first CW Auction as another means to sell RVs to individuals or wholesale to other dealerships.

We finance the purchase of substantially all of our new RV inventory from manufacturers through our Floor Plan Facility.

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As of December 31, 2023, this database contained over 31 million unique contacts.

In addition, we are a title sponsor of the National Hot Rod Association (“NHRA”) Camping World Drag Racing Series and the naming rights sponsor of Camping World Stadium in Orlando, Florida.

In 2020, we introduced our first ever virtual consumer show with a five-day online event called the Ultimate RV Show.

In 2022 and 2021, the Ultimate RV Show evolved to be a multi-channel experience that is both online and in store locations.

These shows provide a strategic opportunity to expose first-time buyers and existing RV and outdoor sports enthusiasts to our product and services.

In addition, we enter into sporting event sponsorships, such as professional bull riders with the PBR Camping World Team Series, where we believe there to be a significant demographic overlap with RV and outdoor enthusiasts.

Our Ultimate RV Show has evolved to be a multi-channel experience that is both online and in store locations.

These shows provide a strategic opportunity to expose first-time buyers and existing RV and outdoor sports enthusiasts to our products and services.

Trademarks and Other Intellectual Property

We own a variety of registered trademarks and service marks related to our brands and our services, protection plans, products and resources, including Good Sam, Camping World, and Overton’s.

We also own the copyrights to certain articles in our publications and numerous domain names, including www.goodsamclub.com, www.campingworld.com, www.rv.com, www.rvs.com, www.rvrentals.com, www.highways.com, www.overtons.com, www.skis.com, www.snowboards.com, and www.the-house.com, among others.

We also own the copyrights to certain articles in our publications and numerous domain names, including www.goodsamclub.com, www.campingworld.com, www.rv.com, www.rvs.com, www.rvrentals.com, www.wildsam.com, www.overtons.com, and www.the-house.com, among others.

We believe that our trademarks and other intellectual property have significant value and are important to our marketing efforts.

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In November 2020, we launched an entity-wide online training platform with a curriculum that is tailored to each associate’s job function.

This program includes interactive courses such as COVID-19 safety, communication, management, critical thinking, software skills, and workplace harassment and discrimination.

This program includes interactive courses such as communication, management, critical thinking, software skills, and workplace harassment and discrimination.

Our learning and development team continues to create proprietary content for this training library.

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The CWTI offers monthly 10-day training sessions to our service technicians.

In 2022 and 2021, we provided Level 1 training to 470 and 357 service technicians through CWTI, respectively, and, despite the challenges faced with social distancing

limitations as a result of COVID-19 safety precautions, we were able to train 101 new technicians on our Level 1 course in 2020.

In 2023 and 2022, we provided Level 1 training to 1,243 and 470 service technicians through CWTI, respectively.

Diversity, Equity, and Inclusion

We strive to make diversity, equity, and inclusion (“DE&I”) a top priority in all areas of our Company.

These areas include but are not limited to our Board of Directors, senior management, field operations, and the creation of campaigns, products and services.

We believe that our Company and our brand should reflect the increasingly diverse audience of outdoor enthusiasts and our culture should promote respect and dignity of all humans.

While it is our policy to not make decisions regarding hiring, promotion or compensation on the basis of any legally protected characteristics, including race or gender, we seek to promote diversity, equity and inclusion through legally compliant manners.

Community Engagement

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Historically, our business has been seasonal.

Since recreational vehicles are primarily used by vacationers and campers during times of warmer weather, demand for our products and services tends to be highest in the spring and summer months and lowest in the winter months.

Since RVs are primarily used by vacationers and campers during times of warmer weather, demand for our products and services tends to be highest in the spring and summer months and lowest in the winter months.

As a result, our revenue and profitability has historically been higher in the second and third quarters than in the first and fourth quarters.

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We were incorporated in the State of Delaware in 2016.

Our principal executive offices are located at 250 Parkway Drive, Suite 270, Lincolnshire, IL 60069 and our telephone number is (847) 808-3000.

Our principal executive offices are located at 2 Marriott Drive, Lincolnshire, IL 60069 and our telephone number is (847) 808-3000.

We make available our public filings, including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports with the SEC free of charge through our website at www.campingworld.com in the “Investor Relations” section under “Financial Info” as soon as reasonably practicable after we electronically file such material with, or furnish such material to, the SEC.

The information contained in, or accessible through, our website does not constitute a part of this Form 10-K.

We intend to use our official Facebook, Twitter, and Instagram accounts, each at the handle @CampingWorld, as a distribution channel of material information about the Company and for complying with our disclosure obligations under Regulation FD.

We intend to use our official Facebook, X (formerly known as Twitter), and Instagram accounts, each at the handle @CampingWorld, as a distribution channel of material information about the Company and for complying with our disclosure obligations under Regulation FD.

The information we post through these social media channels may be deemed material.

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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