What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2022-12-09 compared with 2021-12-10 · 159 added, 250 removed, 1036 unchanged (28% of the section changed)

2 unchanged sentences

The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that the information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

The Company carried out an evaluation as of October 1, 2021, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.

Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of October 1, 2021 at reaching a level of reasonable assurance.

The Company carried out an evaluation as of September 30, 2022, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.

Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of September 30, 2022 at reaching a level of reasonable assurance.

In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

6 unchanged sentences

OTHER INFORMATION

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTION

Not Applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

6 unchanged sentences

The members of the Audit Committee are Edward F.

Lang (Chairman), Thomas F.

Pyle, Jr., William D.

Perez and Edward Stevens.

Lang (Chairman), William D.

Perez, Richard ("Casey") Sheahan, and Edward Stevens.

EXECUTIVE COMPENSATION

4 unchanged sentences

Equity Compensation Plan Information

The following table summarizes share information, as of October 1, 2021, for the Company’s equity compensation plans, including the Johnson Outdoors Inc.

The following table summarizes share information, as of September 30, 2022, for the Company’s equity compensation plans, including the Johnson Outdoors Inc.

2012 Non-Employee Director Stock Ownership Plan, the Johnson Outdoors Inc.

19 unchanged sentences

Total All Plans 84,357 — 570,761

(1) Includes 69,768 performance stock unit awards previously awarded at their target values.

The ultimate amount of performance stock units that could vest can range from 0% to 150% of the target amount, or from 0 units to 104,652 units for all previously issued awards.

(2) Includes up to 104,652 shares of performance stock units that may be issued in shares of Class A Common Stock at the maximum earned level.

(1) Includes 39,252 performance stock unit awards at their target values.

The ultimate amount of performance stock units that could vest can range from 0% to 150% of the target amount, or from 0 units to 58,878 units for all awards.

(2) Includes 366,076 of future shares to be issued, as well as up to 58,878 shares of performance stock units that may be issued in shares of Class A Common Stock at the maximum earned level.

(3) Includes 26,742 performance stock unit awards at their target values, as well as 4,275 of previously issued shares for which vesting was deferred.

The ultimate amount of performance stock units that could vest can range from 0% to 150% of the target amount, or from 0 units to 40,113 units for all awards.

(4) Includes up to 40,113 shares of performance stock units that may be issued in shares of Class A Common Stock at the maximum earned level, as well as 4,275 shares of previously issued shares for which vesting was deferred.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

8 unchanged sentences

• Reports of Independent Registered Public Accounting Firm

• Consolidated Statements of Operations – Years ended October 1, 2021, October 2, 2020 and September 27, 2019

• Consolidated Statements of Comprehensive Income – Years ended October 1, 2021, October 2, 2020 and September 27, 2019

• Consolidated Balance Sheets – October 1, 2021 and October 2, 2020

• Consolidated Statements of Shareholders’ Equity – Years ended October 1, 2021, October 2, 2020 and September 27, 2019

• Consolidated Statements of Cash Flows – Years ended October 1, 2021, October 2, 2020 and September 27, 2019

• Consolidated Statements of Operations – Years ended September 30, 2022, October 1, 2021 and October 2, 2020

• Consolidated Statements of Comprehensive Income – Years ended September 30, 2022, October 1, 2021 and October 2, 2020

• Consolidated Balance Sheets – September 30, 2022 and October 1, 2021

• Consolidated Statements of Shareholders’ Equity – Years ended September 30, 2022, October 1, 2021 and October 2, 2020

• Consolidated Statements of Cash Flows – Years ended September 30, 2022, October 1, 2021 and October 2, 2020

• Notes to Consolidated Financial Statements

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Johnson-Leipold) (Principal Executive Officer)

/s/ Thomas F.

Vice Chairman of the Board and Lead Outside Director

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First Amendment dated July 15, 2021 to Amended and Restated Credit Agreement dated as of November 15, 2017 among Johnson Outdoors Inc., certain subsidiaries of Johnson Outdoors Inc., PNC Bank, National Association, as lender and administrative agent, PNC Capital markets LLC, as sole lead arranger and bookrunner, and the other lender named therein (filed as Exhibit 10.1 to the Company's Form 8-K dated and filed with the Securities and Exchange Commission on July 16, 2021 and incorporated herein by reference).

Subsidiaries of the Company as of October 1, 2021

Subsidiaries of the Company as of September 30, 2022

Consent of Independent Registered Public Accounting Firm.

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Section 1350.

101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended October 1, 2021 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith:

101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended September 30, 2022 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith:

(i) Consolidated Statements of Operations;

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XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

104 The cover page from the Company's Annual Report on Form 10-K for the year ended October 1, 2021 has been formatted in Inline XBRL (included in Exhibit 101).

104 The cover page from the Company's Annual Report on Form 10-K for the year ended September 30, 2022 has been formatted in Inline XBRL (included in Exhibit 101).

+ A management contract or compensatory plan or arrangement.

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Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting

Report of Independent Registered Public Accounting Firm

Report of Independent Registered Public Accounting Firm (PCAOB ID:

Consolidated Statements of Operations

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Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of October 1, 2021.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of September 30, 2022.

In making this assessment, management used the criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013.

Based on our assessment, management believes that, as of October 1, 2021, the Company’s internal control over financial reporting was effective based on those criteria.

Based on our assessment, management believes that, as of September 30, 2022, the Company’s internal control over financial reporting was effective based on those criteria.

Johnson-Leipold /s/ David W.

1 unchanged sentence

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Johnson Outdoors Inc.

Shareholders and the Board of Directors of Johnson Outdoors Inc.

Opinion on the Internal Control Over Financial Reporting

We have audited Johnson Outdoors Inc.'s (the Company) internal control over financial reporting as of October 1, 2021, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 1, 2021, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements of the Company.

and our report dated December 10, 2021 expressed an unqualified opinion.

We have audited Johnson Outdoors Inc.'s (the Company) internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements of the Company and our report dated December 9, 2022 expressed an unqualified opinion.

Basis for Opinion

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Johnson Outdoors Inc.

Shareholders and the Board of Directors of Johnson Outdoors Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Johnson Outdoors Inc.

and its subsidiaries (the Company) as of October 1, 2021 and October 2, 2020, the related consolidated statements of operations, comprehensive income, shareholders' equity and cash flows for each of the three years in the period ended October 1, 2021, and the related notes to the consolidated financial statements (collectively, the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of October 1, 2021 and October 2, 2020, and the results of its operations and its cash flows for each of the three years in the period ended October 1, 2021, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of October 1, 2021, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated December 10, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

and its subsidiaries (the Company) as of September 30, 2022 and October 1, 2021, the related consolidated statements of operations, comprehensive income, shareholders' equity and cash flows for each of the three years in the period ended September 30, 2022, and the related notes to the consolidated financial statements (collectively, the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022 and October 1, 2021, and the results of its operations and its cash flows for each of the three years in the period ended September 30, 2022, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated December 9, 2022 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

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Critical Audit Matters

Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

We determined that there are no critical audit matters.

/s/ RSM US LLP

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments.

The communication of the critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of Obsolete and Excess Inventory Reserve

As described within Note 1 and 15 to the consolidated financial statements, the consolidated inventory balance as of September 30, 2022 was $248,649,000, net of $9,089,000 in reserves, of which a significant portion relates to the Fishing segment.

The Company values inventory at the lower of cost (determined using the first-in first-out method) or net realizable value.

Management develops assumptions when estimating the inventory reserves based on expected future demand, market conditions, and industry conditions.

We identified the value of the obsolete and excess inventory related to the Fishing segment as a critical audit matter as there was a high degree of auditor judgment and increased audit effort when performing audit procedures given the subjective nature of the significant assumptions utilized by management.

Our audit procedures related to the Company’s evaluation of the obsolete and excess inventory reserve for the fishing segment include the following primary procedures, among others:

• We obtained an understanding of the relevant controls related to the obsolete and excess inventory and tested such controls for design and operating effectiveness.

• We tested the completeness of the inventory population subject to the obsolete and excess reserve, and in addition, we recalculated the reserve and confirmed that calculation conformed to the Company policy for inventory reserves.

• We performed a comparison of current year results compared to prior year estimates to evaluate management's reserve for obsolete and excess inventory by testing write-offs of inventory.

• We evaluated the reasonableness of management's significant assumptions related to predicted or forecasted demand, market conditions, and other industry conditions.

We have served as the Company’s auditor since 2010.

/s/ RSM US LLP

Milwaukee, Wisconsin

3 unchanged sentences

2022 October 1

2020 September 27

2021 October 2

Net sales $ 743,355 $ 751,651 $ 594,209

9 unchanged sentences

Interest expense 153 145 143

Other income, net ( 1,418 ) ( 1,362 ) ( 796 )

Other expense (income), net 8,076 ( 1,418 ) ( 1,362 )

Profit before income taxes 58,888 112,922 73,702

19 unchanged sentences

2022 October 1

2020 September 27

2021 October 2

Net income $ 44,491 $ 83,381 $ 55,233

Other comprehensive income (loss):

Other comprehensive (loss) income:

Foreign currency translation:

Foreign currency translation ( 6,815 ) 283 2,533

Reclassification adjustment for currency translation gains related to the liquidation of foreign entities included in net income — — ( 761 )

Defined benefit pension plan:

Change in pension plans, net of tax of $( 16 ), $( 357 ), and $( 209 ), respectively

2,386 626 1,077

Total other comprehensive income (loss) 2,669 3,159 ( 1,929 )

Total other comprehensive (loss) income ( 6,766 ) 2,669 3,159

Total comprehensive income $ 37,725 $ 86,050 $ 58,392

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Currency translation adjustment — — — — 2,533 —

Write off of currency translation adjustment loss — — — — ( 761 ) —

Change in pension plans, net of tax of $ 209

— — — — 626 —

Non-vested stock forfeitures ( 4,290 ) — — — — —

Purchase of treasury stock at cost ( 7,129 ) — — — — ( 460 )

BALANCE AT SEPTEMBER 27, 2019 10,045,771 504 75,856 248,377 1,558 ( 1,761 )

BALANCE AT OCTOBER 2, 2020 10,084,799 504 78,668 296,431 4,717 ( 2,220 )

Net income — — — 83,381 — —

Dividends declared — — — ( 9,311 ) — —

Issuance of stock under employee stock purchase plan 2,190 — 126 — — —

Award of non-vested shares 48,683 5 ( 4 ) — — —

3 unchanged sentences

— — — — 2,386 —

Non-vested stock forfeitures ( 621 ) — 75 — — ( 75 )

Purchase of treasury stock at cost ( 5,661 ) — — — — ( 495 )

2 unchanged sentences

Dividends declared — — — ( 12,171 ) — —

Issuance of stock under employee stock purchase plan 5,112 — 332 — — —

Award of non-vested shares 66,868 3 ( 3 ) — — —

Stock-based compensation — — 4,129 — — —

B to A conversion — — ( 156 ) — — 156

Currency translation adjustment — — — — ( 6,815 ) —

Change in pension plans, net of tax of $ 16

— — — — 2,386 —

Non-vested stock forfeitures ( 2,040 ) — 150 — — ( 150 )

Purchase of treasury stock at cost ( 5,089 ) — — — — ( 506 )

BALANCE AT OCTOBER 1, 2021 10,127,200 $ 509 $ 82,899 $ 370,501 $ 7,386 $ ( 2,790 )

BALANCE AT SEPTEMBER 30, 2022 10,192,051 $ 512 $ 87,351 $ 402,821 $ 620 $ ( 3,290 )

The accompanying notes are an integral part of the Consolidated Financial Statements.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(thousands) October 1

(thousands) September 30

2022 October 1

2020 September 27

CASH PROVIDED BY OPERATING ACTIVITIES

2021 October 2

CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES

Net income $ 44,491 $ 83,381 $ 55,233

5 unchanged sentences

Stock based compensation 4,129 4,160 2,686

Write off of currency translation adjustment — — ( 761 )

Provision for doubtful accounts receivable 30 308 2,095

11 unchanged sentences

( 62,144 ) 58,318 61,493

CASH (USED FOR) PROVIDED BY INVESTING ACTIVITIES

Purchase of short-term investments — — ( 7,124 )

Proceeds from sales of short-term investments — — 35,838

CASH USED FOR INVESTING ACTIVITIES

Capital expenditures ( 31,690 ) ( 21,409 ) ( 15,600 )

8 unchanged sentences

Effect of foreign currency rate changes on cash ( 4,590 ) 107 1,256

Increase in cash and cash equivalents 28,011 40,055 50,505

(Decrease) increase in cash and cash equivalents ( 110,645 ) 28,011 40,055

CASH AND CASH EQUIVALENTS

3 unchanged sentences

Non-cash dividends $ 115 $ 911 $ 406

Non-cash treasury activity — 1 1,593

Cash paid for taxes 19,086 26,544 19,240

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 1, 2021

SEPTEMBER 30, 2022

(IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS)

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The Company’s fiscal year ends on the Friday nearest September 30.

The fiscal year ended October 1, 2021 (hereinafter 2021) comprised 52 weeks.

The fiscal years ended September 30, 2022 (hereinafter 2022) and October 1, 2021 (hereinafter 2021) comprised 52 weeks.

The fiscal year ended October 2, 2020 (hereinafter 2020) comprised 53 weeks.

The fiscal year ended September 27, 2019 (hereinafter 2019) comprised 52 weeks.

Coronavirus (COVID-19)

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These measures have had a significant adverse impact upon many sectors of the economy, including manufacturing and retail commerce.

While government mandates allowed us to re-open our manufacturing and distribution centers in the latter half of fiscal 2020, these mandates continued to emphasize social distancing measures to the general public.

As such, the Company began to see growing demand and improved sales volumes in the latter part of fiscal 2020 for certain of its outdoor recreation businesses.

This demand continued into and throughout fiscal 2021 across all segments.

Nonetheless, the full extent to which the COVID-19 pandemic will impact our business, results of operations, and financial condition will depend on future developments, including any potential worsening of the pandemic, the lingering impact of the pandemic in disrupting the global supply chain (including with respect to impacting the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacturing our products), all of which are beyond our control and which remain highly uncertain and cannot be predicted.

While government mandates eased in the latter half of fiscal 2020, these mandates continued to emphasize social distancing measures to the general public.

As a result, because we sell products that are used in a safe and socially distant manner in the great outdoors, the COVID-19 pandemic has had an overall favorable effect on our sales levels and the demand for our products, starting at the end of fiscal 2020 and continuing throughout fiscal 2022.

Nonetheless, the continued evolution of the pandemic, and its impact on the global economy, including macroeconomic dynamics, inflation, and raw materials and component pricing levels, has resulted in disruptions to the global supply chain and the logistics infrastructure (including with respect to the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacture our products).

The lingering impact of these disruptions is not fully known as they, along with certain ongoing inflationary pressures in the economy and the rising interest rate environment, have resulted in increased costs associated with building certain items of our inventory, and may result in future economic slowdowns and ultimately lower demand for discretionary goods, like our outdoor recreational products.

Furthermore, the continued impact of these economic conditions on the global supply chain (including with respect to impacting the sourcing, timing, availability and cost of raw materials and components that are necessary to manufacture our products), and demand for outdoor recreation products, is beyond our control and remains highly uncertain and, as such, cannot be predicted at this time.

Cash, Cash Equivalents and Short-term Investments

The Company considers all short-term investments in interest-bearing bank accounts, and all securities and other instruments with an original maturity of three months or less, to be equivalent to cash.

Cash equivalents are stated at cost which approximates market value.

Cash equivalents are stated at cost which

approximates market value.

Short-term investments consist of certificates of deposit with original maturities greater than three months but less than one year.

1 unchanged sentence

The Company has not experienced any losses and does not believe that significant credit risk exists as a result of this practice.

As of October 1, 2021, the Company held approximately $ 61,353 of cash and cash equivalents in bank accounts in foreign jurisdictions.

As of September 30, 2022, the Company held approximately $ 51,790 of cash and cash equivalents in bank accounts in foreign jurisdictions.

Accounts Receivable

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The COVID-19 pandemic has caused widely-documented supply chain and logistics disruptions in the industries in which we operate, resulting in supply shortages across all of our segments for certain materials and components necessary to manufacture our products.

As a result of these disruptions, the Company took action to build and procure numerous categories of inventory (in some cases at significantly higher price points than what was historically paid) in an attempt to mitigate against potential shortages during fiscal 2022.

Current global macroeconomic conditions, including rising interest rates and ongoing inflationary pressures, have added to these supply chain issues.

These actions have resulted in the Company carrying significantly higher levels of inventory for a number of its materials, components and products at the end of fiscal 2022.

21 unchanged sentences

Fishing Camping Watercraft Diving Total

Balance at September 27, 2019

Balance at October 2, 2020

Goodwill $ 17,413 $ 7,038 $ 6,242 $ 33,078 $ 63,771

7 unchanged sentences

Currency translation ( 61 ) — — — ( 61 )

Balance at October 1, 2021

Balance at September 30, 2022

Goodwill 17,389 7,038 6,242 33,078 63,747

7 unchanged sentences

Amortization of patents and other intangible assets with definite lives was $ 261 , $ 421 and $ 2,334 for 2022, 2021 and 2020, respectively.

Amortization of these definite-lived intangible assets is expected to be approximately $ 264 for each of the next 5 fiscal years.

Amortization of these definite-lived intangible assets is expected to be approximately $ 264 for each of the next 4 fiscal years and $ 247 for fiscal 2027.

Intangible assets at the end of the last two years consisted of the following:

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If impairment is determined to exist, any related impairment loss is calculated based on the difference between the fair value and the carrying value on these assets.

During the fourth quarters of fiscal 2020 and 2019, the Company performed an impairment analysis, in which the carrying value of long-lived assets in its Watercraft segment exceeded the fair value of undiscounted and discounted cash flow analysis.

Accordingly, the Company evaluated the fair value of the underlying long-lived assets and determined there was no impairment.

During the fourth quarters of fiscal 2022 and 2021, the Company determined it was not necessary to perform an impairment analysis, as there were no events or changes in business circumstances that indicated that the carrying amount of the assets may not be fully recoverable.

Accordingly, there was no impairment.

The Company provides for warranties of certain products as they are sold.

1 unchanged sentence

Estimates of costs to service its warranty obligations are based on historical experience, expectation of future conditions and known product issues.

The following table summarizes the warranty activity for the three years in the period ended October 1, 2021.

The following table summarizes the warranty activity for the three years in the period ended September 30, 2022.

Balance at September 27, 2019 $ 9,190

1 unchanged sentence

Less current period warranty claims paid 10,055

Balance at September 27, 2019 $ 9,190

Balance at October 2, 2020 $ 10,849

Expense accruals for warranties issued during the period 13,112

3 unchanged sentences

Less current period warranty claims paid 8,997

Balance at October 1, 2021 $ 14,073

Balance at September 30, 2022 $ 9,639

Accumulated Other Comprehensive Income

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Accumulated other comprehensive income $ 470 $ 150 $ 620 $ 7,220 $ 166 $ 7,386 $ 4,194 $ 523 $ 4,717

The reclassifications out of AOCI for the year ended October 1, 2021 were as follows:

The reclassifications out of AOCI for the year ended September 30, 2022 were as follows:

Statement of Operations

9 unchanged sentences

Total reclassifications for the period $ 432

The reclassifications out of AOCI for the year ended September 27, 2019 were as follows:

The reclassifications out of AOCI for the year ended October 2, 2020 were as follows:

Statement of Operations

2 unchanged sentences

Tax effects ( 134 ) Income tax expense

Foreign currency translation adjustments:

Write off of currency translation amounts ( 761 ) Other income and expense

Total reclassifications for the period $ 403

The changes in AOCI by component, net of tax, for the year ended October 1, 2021 were as follows:

The changes in AOCI by component, net of tax, for the year ended September 30, 2022 were as follows:

Adjustment Unamortized

8 unchanged sentences

Tax effects — ( 16 ) ( 16 )

Balance at October 1, 2021 $ 7,606 $ ( 220 ) $ 7,386

Balance at September 30, 2022 $ 791 $ ( 171 ) $ 620

The changes in AOCI by component, net of tax, for the year ended October 1, 2021 were as follows:

5 unchanged sentences

Income (Loss)

Balance at September 27, 2019 $ 4,790 $ ( 3,232 ) $ 1,558

Balance at October 2, 2020 $ 7,323 $ ( 2,606 ) $ 4,717

Other comprehensive income before reclassifications 283 2,167 2,450

11 unchanged sentences

In periods where there is a cumulative year to date net loss or no undistributed income because distributions through dividends exceed net income, Class B shares are treated as anti-dilutive and, therefore, net losses are allocated equally on a per share basis among all participating securities.

For the years ended October 1, 2021, October 2, 2020 and September 27, 2019, basic income per share for Class A and Class B shares has been presented using the two class method as described above.

For the years ended September 30, 2022, October 1, 2021 and October 2, 2020, basic income per share for Class A and Class B shares has been presented using the two class method as described above.

Diluted net income per share is computed by dividing allocated net income by the weighted-average number of common shares outstanding, adjusted for the effect of dilutive stock options, restricted stock units and non-vested restricted stock.

3 unchanged sentences

In periods where the Company reports a net loss, the effect of anti-dilutive stock options, restricted stock units and non-vested stock is excluded and diluted loss per share is equal to basic loss per share.

For the years ended October 1, 2021, October 2, 2020 and September 27, 2019, diluted net income per share reflects the effect of dilutive stock options and restricted stock units and assumes the conversion of Class B common stock into Class A common stock.

There were no stock options that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive for the years ended October 1, 2021, October 2, 2020 and September 27, 2019.

Non-vested stock that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive totaled 38,914 , 40,094 and 43,963 shares for the years ended October 1, 2021, October 2, 2020 and September 27, 2019, respectively.

For the years ended September 30, 2022, October 1, 2021 and October 2, 2020, diluted net income per share reflects the effect of dilutive stock options and restricted stock units and assumes the conversion of Class B common stock into Class A common stock.

There were no stock options that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive for the years ended September 30, 2022, October 1, 2021 and October 2, 2020.

Non-vested stock that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive totaled 39,956 , 38,914 and 40,094 shares for the years ended September 30, 2022, October 1, 2021 and October 2, 2020, respectively.

The following table sets forth a reconciliation of net income to dilutive earnings used in the diluted earnings per common share calculations and the computation of basic and diluted earnings per common share:

39 unchanged sentences

Additionally, currency gains and losses are recognized through the settlement of transactions denominated in other than the local currency.

The Company recognized currency losses from transactions of $ 215 , $ 269 and gains of $ 645 in 2021, 2020, and 2019, respectively, which were included in Other income, net in the accompanying Consolidated Statements of Operations.

The Company recognized currency losses from transactions of $ 1,741 and $ 215 and gains of $ 269 in 2022, 2021, and 2020, respectively, which were included in Other income, net in the accompanying Consolidated Statements of Operations.

Because the Company operates internationally, it has exposure to market risk from movements in foreign currency exchange rates.

Approximately 12 % of the Company’s revenues for the year ended October 1, 2021 were denominated in currencies other than the U.S.

Approximately 13 % of the Company’s revenues for the year ended September 30, 2022 were denominated in currencies other than the U.S.

Approximately 4 % were denominated in euros and approximately 6 % were denominated in Canadian dollars, with the remaining 3 % denominated in various other foreign currencies.

2 unchanged sentences

The Company does not enter into foreign exchange contracts for trading or speculative purposes.

Revenue Recognition

During fiscal 2019, the Company adopted Accounting Standards Update 2014-09 and all subsequent updates that modified accounting standards Topic 606, Revenue from contracts with customers.

See Note 12 of these Notes to Consolidated Financial Statements for further discussion.

Advertising & Promotions

2 unchanged sentences

Advertising and promotions expense in 2022, 2021 and 2020 totaled $ 30,574 , $ 30,882 and $ 26,727 , respectively.

These charges are included in “Marketing and selling expenses.” Capitalized advertising costs, included in Other current assets, totaled $ 429 and $ 611 at October 1, 2021 and October 2, 2020, respectively, and primarily included catalogs and costs of advertising which have not yet run for the first time.

These charges are included in “Marketing and selling expenses.” Capitalized advertising costs, included in Other current assets, totaled $ 470 and $ 429 at September 30, 2022 and October 1, 2021, respectively, and primarily included catalogs and costs of advertising which have not yet run for the first time.

Shipping and Handling Costs

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The Company expenses research and development costs as incurred except for costs of software development for new electronic products and bathymetry data collection and processing, which are capitalized once technological feasibility is established and are included in Furniture, Fixtures and Equipment.

The gross amount capitalized related to software development was $ 50,850 , less accumulated amortization of $ 30,428 , at October 1, 2021 and $ 48,711 , less accumulated amortization of $ 29,579 , at October 2, 2020.

The gross amount capitalized related to software development was $ 58,857 , less accumulated amortization of $ 33,872 , at September 30, 2022 and $ 50,850 , less accumulated amortization of $ 30,428 , at October 1, 2021.

These costs are amortized over the expected life of the software of three to seven years .

Amortization expense related to capitalized software in 2022, 2021 and 2020 was $ 3,444 , $ 3,637 and $ 3,829 , respectively, and is included in depreciation expense on plant, property and equipment.

The carrying amounts of cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximated fair value at October 1, 2021 and October 2, 2020 due to the short maturities of these instruments.

The carrying amounts of cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximated fair value at September 30, 2022 and October 1, 2021 due to the short maturities of these instruments.

During 2022, 2021 and 2020, the Company held investments in equity and debt securities that were carried at fair value related to its deferred compensation liability which was also carried at the same fair value.

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In assessing the recoverability of the Company’s goodwill and other intangible assets, the Company estimates the future discounted cash flows of the business segments to which the goodwill relates.

When estimated future discounted cash flows are less than the carrying value of the net assets and related goodwill, an impairment charge is recognized based on the excess of

the carrying amount over the fair value.

When estimated future discounted cash flows are less than the carrying value of the net assets and related goodwill, an impairment charge is recognized based on the excess of the carrying amount over the fair value.

In determining estimated future cash flows, the Company makes assumptions regarding anticipated financial position, future earnings and other factors to determine the fair value of the respective assets.

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The Company adopted the provisions of this ASU at the beginning of the first quarter of fiscal 2021, however the ASU did not have a significant impact on its financial statements, and therefore no adjustment to retained earnings was necessary.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes existing revenue recognition requirements and provides a new comprehensive revenue recognition model.

The underlying principle of the new standard requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for those goods or services.

The Company adopted the provisions of this ASU in the first quarter of fiscal 2019 for all contracts on a modified retrospective basis, with no cumulative-effect adjustment to retained earnings upon adoption.

The additional disclosures required by the ASU are included in Note 12 "Revenues" of these Notes to the Consolidated Financial Statements.

In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (Topic 220) , which allows for a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017.

2018-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years.

The ASU allows for early adoption in any interim period after issuance of the update.

The Company early adopted the ASU in the second quarter of fiscal 2019, and elected not to make this optional reclassification.

In August 2018, the FASB issued ASU 2018-14, Changes to the Disclosure Requirements for Defined Benefit Plans (Topic 715).

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The Company adopted the provisions of this ASU in fiscal 2021, however, the ASU did not have a significant impact on its disclosures.

Recently issued accounting pronouncements

In December 2019, the FASB issued ASU No.

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ASU 2019-12 is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted.

The Company does not expect adoption of the new guidance to have a significant impact on its financial statements.

The Company adopted the provisions of this ASU in fiscal 2022, however, the ASU did not have a significant impact on its financial statements or disclosures.

2 INDEBTEDNESS

The Company had no outstanding debt at October 1, 2021 or October 2, 2020.

The Company had no outstanding debt at September 30, 2022 or October 1, 2021.

The Company and certain of its subsidiaries have entered into an unsecured revolving credit facility with PNC Bank, National Association and Associated Bank, N.A.

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On July 15, 2021, the Company entered into a First Amendment to this credit facility that extended its expiration date from November 15, 2022, to July 15, 2026.

Other key provisions of the credit facility remained as outlined above and the description herein is qualified in its entirety by the terms and conditions of the original Debt Agreement (a copy of which was filed as Exhibit 99.1 to the current report of Form 8-K dated and filed with the Securities and Exchange Commission on November 20, 2017) and the Amendment (a copy of which was filed as Exhibit 10.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on July 16, 2021).

Other key provisions of the credit facility remained as outlined above and the description herein is qualified in its entirety by the terms and conditions of the original Debt Agreement (a copy of which was filed as Exhibit 99.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on November 20, 2017) and the Amendment (a copy of which was filed as Exhibit 10.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on July 16, 2021).

The interest rate on the Revolver is based on LIBOR plus an applicable margin, which margin resets each quarter.

The applicable margin ranges from 1.00 % to 1.75 % and is dependent on the Company's leverage ratio for the trailing twelve month period.

The interest rates on the Revolver were approximately 1.1 % at October 1, 2021 and 1.1 % at October 2, 2020.

The interest rates on the Revolver were approximately 4.1 % at September 30, 2022 and 1.1 % at October 1, 2021.

The Credit Agreement restricts the Company's ability to incur additional debt, includes maximum leverage ratio and minimum interest coverage ratio covenants and is unsecured.

Other Borrowings

The Company utilizes letters of credit primarily as security for the payment of future claims under its workers’ compensation insurance which totaled $ 181 and $ 181 at October 1, 2021 and October 2, 2020, respectively.

The Company had no other unsecured lines of credit as of October 1, 2021 or October 2, 2020.

The weighted average borrowing rate for short-term debt was approximately 1.1 %, 1.1 % and 3.0 % for 2021, 2020 and 2019, respectively.

The Company utilizes letters of credit primarily as security for the payment of future claims under its workers’ compensation insurance which totaled $ 173 and $ 181 at September 30, 2022 and October 1, 2021, respectively.

The Company had no other unsecured lines of credit as of September 30, 2022 or October 1, 2021.

Under the Company’s Credit Agreement, a change in control of the Company would constitute an event of default.

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dollar, the sales, expenses, profits, losses, assets and liabilities of the Company’s foreign operations, as reported in the Company’s consolidated financial statements, increase or decrease, accordingly.

Approximately 12 % of the Company’s revenues for the fiscal year ended October 1, 2021 were denominated in currencies other than the U.S.

Approximately 4 % were denominated in euros and approximately 6 % were denominated

in Canadian dollars, with the remaining 2 % denominated in various other foreign currencies.

Approximately 13 % of the Company’s revenues for the fiscal year ended September 30, 2022 were denominated in currencies other than the U.S.

Approximately 4 % were denominated in euros and approximately 6 % were denominated in Canadian dollars, with the remaining 3 % denominated in various other foreign currencies.

Changes in foreign currency exchange rates can cause unexpected financial losses or cash flow needs.

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The Company may use such foreign currency forward contracts to mitigate the risk associated with changes in foreign currency exchange rates on financial instruments and known commitments denominated in foreign currencies.

As of October 1, 2021 and October 2, 2020, the Company held no foreign currency forward contracts.

As of September 30, 2022 and October 1, 2021, the Company held no foreign currency forward contracts.

Interest Rate Risk

As of October 1, 2021 and October 2, 2020, the Company held no interest rate swap contracts.

As of September 30, 2022 and October 1, 2021, the Company held no interest rate swap contracts.

4 FAIR VALUE MEASUREMENTS

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These inputs reflect the reporting entity’s own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances.

The following table summarizes the Company’s financial assets measured at fair value as of October 1, 2021:

The following table summarizes the Company’s financial assets measured at fair value as of September 30, 2022:

Level 1 Level 2 Level 3 Total

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Changes in the liability are recorded in "Administrative management, finance and information systems" expense in the accompanying Consolidated Statements of Operations.

The effect of changes in the fair value of financial instruments on the Consolidated Statements of Operations for the years ended October 1, 2021, October 2, 2020 and September 27, 2019 was:

The effect of changes in the fair value of financial instruments on the Consolidated Statements of Operations for the years ended September 30, 2022, October 1, 2021 and October 2, 2020 was:

Location of income recognized in Statement of

Operations 2022 2021 2020

Rabbi trust assets Other income, net $ 4,878 $ 2,140 $ 572

Rabbi trust assets Other expense (income), net $ 6,424 $ ( 4,878 ) $ ( 2,140 )

Certain assets and liabilities are measured at fair value on a non-recurring basis in periods subsequent to their initial recognition.

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The Company leases certain facilities and machinery and equipment under long-term, non-cancelable operating leases.

As of October 1, 2021, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 15 years.

As of September 30, 2022, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 17 years.

Some of the leases contain variable payment terms, such as payments based on fluctuations in the Consumer Price Index (CPI).

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The incremental borrowing rate is derived from information available to the Company at the lease commencement date based on lease length and location.

As of October 1, 2021, the components of lease expense recognized in the accompanying Condensed Consolidated Statements of Operations were as follows:

Year ended Year ended

October 1, 2021 October 2, 2020

As of September 30, 2022, the components of lease expense recognized in the accompanying Condensed Consolidated Statements of Operations were as follows:

Year ended Year ended Year ended

September 30, 2022 October 1, 2021 October 2, 2020

Operating lease costs $ 9,129 $ 8,323 $ 7,483

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Total lease cost $ 11,040 $ 10,056 $ 9,484

Included in the amounts in the table above was rent expense to related parties of $ 1,043 and $ 1,028 for the years ended October 1, 2021 and October 2, 2020, respectively.

As of October 1, 2021 and October 2, 2020, the Company did not have any finance leases.

While the Company extended or renewed various existing leases during the year, there were no significant new leases entered into during the year ended October 1, 2021.

Included in the amounts in the table above was rent expense to related parties of $ 1,209 , $ 1,043 and $ 1,028 , for the years ended September 30, 2022 October 1, 2021, and October 2, 2020, respectively.

As of September 30, 2022 and October 1, 2021, the Company did not have any finance leases.

During fiscal 2021, the Company amended its agreement with the landlord on an existing leased facility.

Payments under the amended agreement began in fiscal year 2022 and will go through June 2039.

Total rental payments are approximately $ 14 million over the course of the lease, as amended, and are included in the calculation of ROU assets and lease liabilities as disclosed below.

While the Company extended or renewed various existing leases during the year, there were no other significant new leases entered into during the year ended September 30, 2022.

As of September 30, 2022, the Company did not have any significant operating lease commitments that have not yet commenced.

Supplemental balance sheet, cash flow, and other information related to operating leases was as follows:

Year ended Year ended

October 1, 2021 October 2, 2020

September 30, 2022 October 1, 2021

Operating leases:

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Cash paid for amounts included in the measurement of lease liabilities $ 8,066 $ 7,608

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at October 1, 2021 were as follows:

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at September 30, 2022 were as follows:

Year Related parties included

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Total net lease liability $ 5,210 $ 57,903

During the second fiscal quarter of fiscal 2021, the Company amended its agreement with the landlord on an existing leased facility.

Payments under the amended agreement are expected to begin in fiscal year 2022 and go through June 2039, and total estimated rental payments, not included in the amounts above, will be approximately $ 14 million over the course of the lease as amended.

As of October 1, 2021, the Company did not have any other additional significant operating lease commitments that have not yet commenced.

6 INCOME TAXES

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Net deferred tax assets $ 9,659 $ 11,530

The net deferred tax assets recorded in the accompanying Consolidated Balance Sheets as of the years ended October 1, 2021 and October 2, 2020 were as follows:

The net deferred tax assets recorded in the accompanying Consolidated Balance Sheets as of the years ended September 30, 2022 and October 1, 2021 were as follows:

Non-current assets $ 11,411 $ 13,129

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Compensation 0.1 % 0.8 % 0.7 %

Changes in estimates related to prior years tax return filing ( 1.6 ) % 0.6 % 0.5 %

Deferred tax asset - valuation allowance 1.6 % ( 0.5 ) % 0.1 %

Other ( 0.7 ) % 0.2 % ( 0.6 ) %

24.4 % 26.2 % 25.1 %

The Tax Cuts and Jobs Act of 2017 included a new provision designed to tax global intangible low taxed income (“GILTI”) starting in fiscal 2019.

The Company elected to record the tax effects of the GILTI provision as a period expense in the applicable tax year.

The Company’s net operating loss carryforwards and their expirations as of October 1, 2021 were as follows:

The Company’s net operating loss carryforwards and their expirations as of September 30, 2022 were as follows:

State Foreign Total

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Ending balance $ 6,201 $ 6,757

The total accrued interest and penalties with respect to income taxes was approximately $ 1,884 and $ 1,947 for the years ended October 1, 2021 and October 2, 2020, respectively.

The Company’s liability for unrecognized tax benefits as of October 1, 2021 was $ 6,757 , and if recognized, $ 5,474 of such amount would have an effective tax rate impact.

The total accrued interest and penalties with respect to income taxes was approximately $ 1,866 and $ 1,884 for the years ended September 30, 2022 and October 1, 2021, respectively.

The Company’s liability for unrecognized tax benefits as of September 30, 2022 was $ 6,201 , and if recognized, $ 5,188 of such amount would have an effective tax rate impact.

In accordance with its accounting policy, the Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense.

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and foreign income taxes which would become payable upon remission of undistributed earnings of foreign subsidiaries.

If all undistributed earnings were remitted, an additional income tax provision of approximately $ 1.9 million would have been necessary as of October 1, 2021.

If all undistributed earnings were remitted, an additional income tax provision of approximately $ 16.1 million would have been necessary as of September 30, 2022.

The Company files income tax returns, including returns for its subsidiaries, with federal, state, local and foreign taxing jurisdictions.

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7 EMPLOYEE BENEFITS

The Company has non-contributory defined benefit pension plans covering certain U.S.

Retirement benefits are generally provided based on the employees’ years of service and average earnings.

Normal retirement age is 65, with provisions for earlier retirement.

The Company elected to freeze its U.S.

defined benefit pension plans as of September 30, 2009 and, as a result, there are no benefit accruals related to service performed after that date.

During the fourth quarter of 2021, the Company terminated its Johnson Outdoors Inc.

A majority of the Company’s full-time employees are covered by defined contribution programs.

Expenses attributable to the defined contribution programs were approximately $ 2,044 , $ 1,680 and $ 1,592 for 2022, 2021 and 2020, respectively.

The Company also has a non-qualified deferred compensation plan that provides certain officers and employees the ability to defer a portion of their compensation until a later date.

The deferred amounts and earnings thereon are payable to participants,

or designated beneficiaries, at specified future dates upon retirement, death or termination of employment from the Company.

The deferred compensation liability, which is reported at fair value equal to the related rabbi trust assets, and is classified as “Deferred compensation liability” on our accompanying Consolidated Balance Sheets, was approximately $ 21,466 and $ 27,885 as of September 30, 2022 and October 1, 2021, respectively.

See “Note 4 Fair Value” for additional information.

During fiscal 2021, the Company terminated its Johnson Outdoors Inc.

Mankato Operations Pension Plan and Old Town Canoe Company Pension Plan (collectively, "the Terminated Plans"), both of which were frozen defined benefit pension plans at the time of termination.

In connection with the plan terminations, the Company settled all future obligations under the Terminated Plans through a combination of lump-sum payments to eligible participants who elected to receive them, and the transfer of any remaining benefit obligations under the Terminated Plans to a third-party insurance company under a group annuity contract.

As a result of these actions, the Company recognized a non-cash pre-tax pension termination charge of $ 2,526 in our Consolidated Statements of Operations as Other Expense (Income), Net.

The remaining over-funded plan assets will be utilized by the Company to fund remaining expenses related to the Terminated Plans, as well as obligations associated with other qualified retirement programs.

As a result of these actions, the Company recognized a non-cash pre-tax pension termination charge of $ 2,526 in our fiscal 2021 Consolidated Statements of Operations as Other Expense (Income), Net.

The remaining over-funded plan assets have been or will be utilized by the Company to fund remaining expenses related to the Terminated Plans, as well as obligations associated with other qualified retirement programs.

The Company still maintains the Johnson Outdoors Inc.

Supplemental Executive Retirement Plan ("SERP"), and all future benefit payments to participants under this plan are made from the Company's general assets.

The Company has elected the practical expedient pursuant to ASU 2015-04, Compensation-retirement benefits (Topic 715) and has selected the measurement date of September 30, the calendar month end closest to the Company's fiscal year end.

The financial position of the Company’s non-contributory defined benefit plans as of fiscal year end 2021 and 2020 was as follows:

Projected benefit obligation:

Projected benefit obligation, beginning of year $ 32,631 $ 30,248

Service cost — —

Interest cost 838 931

Actuarial (gain) loss ( 610 ) 2,588

Settlements ( 31,062 ) —

Benefits paid ( 1,126 ) ( 1,136 )

Projected benefit obligation, end of year 671 32,631

Fair value of plan assets:

Fair value of plan assets, beginning of year 32,923 30,356

Actual (loss) gain on plan assets ( 172 ) 3,526

Company contributions 172 177

Settlements ( 31,424 ) —

Benefits paid ( 1,126 ) ( 1,136 )

Fair value of plan assets, end of year 373 32,923

Funded status of the plans ( 298 ) 292

Amounts recognized in the Consolidated Balance Sheets consist of:

Current pension liabilities 96 171

Non-current pension liabilities 575 —

Non-current pension assets 373 462

Accumulated other comprehensive loss ( 385 ) ( 3,129 )

Components of accumulated other comprehensive loss:

Net actuarial loss ( 385 ) ( 3,129 )

Accumulated other comprehensive loss $ ( 385 ) $ ( 3,129 )

Net periodic benefit cost for the non-contributory defined benefit pension plans for the respective years included the following pre-tax amounts:

2021 2020 2019

Interest cost $ 838 $ 931 $ 1,103

Expected return on plan assets ( 436 ) ( 641 ) ( 855 )

Amortization of unrecognized net actuarial loss 576 537 328

Pension termination charge 2,526 — —

Net periodic pension cost 3,504 827 576

Other changes in benefit obligations recognized in other comprehensive income ("OCI"):

Pension termination charge ( 2,288 ) — —

Net actuarial gain ( 455 ) ( 835 ) ( 1,365 )

Total recognized in net periodic pension cost and OCI $ 761 $ ( 8 ) $ ( 789 )

The Company expects to recognize $ 45 of unrecognized loss amortization as a component of net periodic benefit cost in 2022.

This amount is included in accumulated other comprehensive income as of October 1, 2021.

At October 1, 2021, the aggregate accumulated benefit obligation and aggregate fair value of plan assets for plans with plan assets in excess of benefit obligations was $ 0 and $ 373 , respectively, and the aggregate accumulated benefit obligation and aggregate fair value of plan assets for plans with benefit obligations in excess of plan assets was $ 671 and $ 0 , respectively.

At October 2, 2020, the aggregate accumulated benefit obligation and aggregate fair value of plan assets for plans with plan assets in excess of benefit obligations was $ 31,446 and $ 32,923 , respectively, and the aggregate accumulated benefit obligation and aggregate fair value of plan assets for plans with benefit obligations in excess of plan assets was $ 1,185 and $ 0 , respectively.

The Company anticipates making contributions to the defined benefit pension plans of $ 96 through fiscal year 2022.

Estimated benefit payments from the Company’s defined benefit plans to participants for each of the next five years and the five years thereafter are as follows:

Five years thereafter 230

Actuarial assumptions used to determine the projected benefit obligation and net periodic pension cost as of the following fiscal years were as follows:

Projected Benefit Obligation Net Periodic Pension Cost

2021 2020 2019 2021 2020 2019

Discount rate 2.80 % 2.60 % 3.13 % 2.60 % 3.13 % 4.22 %

Long-term rate of return N/A N/A N/A 1.70 % 2.50 % 3.45 %

Average salary increase rate N/A N/A N/A N/A N/A N/A

To determine the discount rate assumption used in the Company’s pension valuation, the Company identified a benefit payout stream based on the demographics of the pension plans and constructed a hypothetical bond portfolio using high-quality corporate bonds with cash flows that matched that benefit payout stream.

A yield curve was calculated based on this hypothetical portfolio which was used for the discount rate determination.

The Company determines the long-term rate of return assumption for plan assets by using the historical asset returns for various investment asset classes and adjusting them to reflect future expectations.

The expected asset class returns are weighted by the targeted asset allocations, resulting in a weighted average return which is rounded to the nearest quarter percent.

The Company uses measurement dates of October 1 to determine pension expenses for each year and September 30 to determine the fair value of the pension assets.

The Company’s pension plans’ weighted average asset allocations at October 1, 2021 and October 2, 2020, by asset category were as follows:

Equity securities — % 5 %

Fixed income securities — % 92 %

Other securities 100 % 3 %

The following table summarizes the Company’s pension plan assets measured at fair value as of October 1, 2021:

Level 1 Level 2 Level 3 Total

Money market funds $ — $ 373 $ — $ 373

Total $ — $ 373 $ — $ 373

The following table summarizes the Company’s pension plan assets measured at fair value as of October 2, 2020:

Level 1 Level 2 Level 3 Total

Fixed income $ 5,657 $ 24,734 $ — $ 30,391

Mutual funds 1,468 — — 1,468

Money market funds — 1,056 — 1,056

Group annuity contract — — 8 8

Total $ 7,125 $ 25,790 $ 8 $ 32,923

The tables below set forth a summary of changes in fair value of the Company’s Level 3 pension plan assets for the years ended October 1, 2021 and October 2, 2020:

Level 3 assets, beginning of year $ 8 $ 31

Gain/(loss) 12 ( 1 )

Sales ( 20 ) ( 22 )

Level 3 assets, end of year $ — $ 8

The fair values of the treasury fixed income and mutual fund assets were derived from quoted market prices as substantially all of these instruments have active markets.

The fair values of agency and corporate bond fixed income and money market assets are derived from other observable market inputs or independent pricing services.

The fair value of the group annuity contract was derived using a discounted cash flow model with inputs based on current yields of similar instruments with comparable durations.

The annuity contract consisted of high quality bonds.

The Company also has a non-qualified deferred compensation plan that provides certain officers and employees the ability to defer a portion of their compensation until a later date.

The deferred amounts and earnings thereon are payable to participants, or designated beneficiaries, at specified future dates upon retirement, death or termination of employment from the Company.

The deferred compensation liability, which is reported at fair value equal to the related rabbi trust assets, and is classified as “Deferred compensation liability” on our accompanying Consolidated Balance Sheets, was approximately $ 27,885 and $ 21,585 as of October 1, 2021 and October 2, 2020, respectively.

See “Note 4 Fair Value” for additional information.

A majority of the Company’s full-time employees are covered by defined contribution programs.

Expenses attributable to the defined contribution programs were approximately $ 1,680 , $ 1,592 and $ 1,422 for 2021, 2020 and 2019, respectively.

8 PREFERRED STOCK

9 unchanged sentences

Holders of Class A common stock are entitled to elect 25 %, or the next highest whole number, of the members of the Company’s Board of Directors and holders of Class B common stock are entitled to elect the remaining directors.

With respect to matters other than the election of directors or any matters for which class voting is required by law, holders of Class A

common stock are entitled to one vote per share while holders of Class B common stock are entitled to ten votes per share.

With respect to matters other than the election of directors or any matters for which class voting is required by law, holders of Class A common stock are entitled to one vote per share while holders of Class B common stock are entitled to ten votes per share.

If any dividends (other than dividends paid in shares of the Company’s stock) are paid by the Company on its common stock, a dividend would be paid on each share of Class A common stock equal to 110 % of the amount paid on each share of Class B common stock.

4 unchanged sentences

Current plans also allow for issuance of shares of restricted stock, restricted stock units or stock appreciation rights in lieu of options.

Under the Company’s 2012 Non-Employee Director Stock Ownership Plan and the 2020 Long-Term Incentive Plan (the only plans where shares currently remain available for future equity incentive awards) there were a total of 501,314 shares of the Company’s Class A common stock available for grant to key executives and non-employee directors at October 1, 2021.

Under the Company’s 2012 Non-Employee Director Stock Ownership Plan and the 2020 Long-Term Incentive Plan (the only plans where shares currently remain available for future equity incentive awards) there were a total of 447,645 shares of the Company’s Class A common stock available for grant to key executives and non-employee directors at September 30, 2022.

Share awards previously made under the Company's 2010 Long-Term Stock Incentive Plan, which no longer allows for additional share grants, also remain outstanding.

The Company recognized additional tax benefits from the vesting of restricted stock and restricted stock units of $ 98 , $ 581 and $ 238 for 2022, 2021 and 2020, respectively.

In 2021 and 2020, these amounts were recorded as a component of income tax expense.

In 2019, the amount was recorded as an increase in additional paid-in capital on the consolidated balance sheets and as cash from financing activities on the consolidated statements of cash flows.

These amounts were recorded as a component of income tax expense.

The Company recognizes forfeitures of equity awards as incurred.

2 unchanged sentences

The fair value at date of grant is based on the number of shares granted and the average of the Company’s high and low Class A common stock price on the date of grant or, if the Company’s shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock price on the last preceding date on which the Company’s shares traded.

A summary of non-vested stock activity for the two year period ended October 1, 2021 related to the Company’s stock ownership plans is as follows:

A summary of non-vested stock activity for the two year period ended September 30, 2022 related to the Company’s stock ownership plans is as follows:

Shares Weighted Average

Non-vested stock at September 27, 2019 41,608 $ 51.78

Non-vested stock at October 2, 2020 40,492 $ 62.15

Non-vested stock grants 14,954 101.97

Non-vested stock forfeited ( 621 ) 120.77

Restricted stock vested ( 17,234 ) 53.79

3 unchanged sentences

Restricted stock vested ( 11,326 ) 95.34

Non-vested stock October 1, 2021 37,591 80.86

Non-vested stock September 30, 2022 58,136 73.37

Non-vested stock grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of shares by tendering a portion of the vested shares back to the Company.

3 unchanged sentences

The tax benefit recognized during 2022, 2021 and 2020 related to stock based compensation was $ 295 , $ 287 and $ 252 , respectively.

Unrecognized compensation cost related to non-vested stock as of October 1, 2021 was $ 1,447 , which amount will be amortized to expense through September 2023 or adjusted for changes in future estimated or actual forfeitures.

Unrecognized compensation cost related to non-vested stock as of September 30, 2022 was $ 2,481 , which amount will be amortized to expense through November 2025 or adjusted for changes in future estimated or actual forfeitures.

Restricted Stock Units

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Number of RSUs Weighted Average

RSUs at September 27, 2019 58,708 $ 62.13

RSUs at October 2, 2020 67,821 $ 68.34

RSUs granted 20,059 88.49

2 unchanged sentences

RSUs granted 19,758 101.22

RSUs forfeited ( 1,340 ) 74.62

RSUs vested ( 22,192 ) 71.42

RSUs at October 1, 2021 69,768 73.60

RSUs at September 30, 2022 65,994 82.58

RSU grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of units and issuance of unrestricted shares of Class A common stock by tendering a portion of such unrestricted shares back to the Company.

1 unchanged sentence

The fair value of restricted stock recognized as a tax deduction during 2022, 2021 and 2020 was approximately $ 3,240 , $ 3,353 and $ 1,600 , respectively.

Stock compensation expense, net of forfeitures, related to restricted stock units was $ 2,895 , $ 1,611 and $ 1,652 for the years ended October 1, 2021, October 2, 2020 and September 27, 2019, respectively.

Stock compensation expense, net of forfeitures, related to restricted stock units was $ 2,522 , $ 2,895 and $ 1,611 for the years ended September 30, 2022, October 1, 2021 and October 2, 2020, respectively.

The tax benefit recognized during 2022, 2021 and 2020 related to restricted stock unit based compensation was $ 242 , $ 290 and $ 166 , respectively.

Unrecognized compensation cost related to non-vested restricted stock units as of October 1, 2021 was $ 2,885 , which amount will be amortized to expense through September 2022 or adjusted for changes in future estimated or actual forfeitures.

Unrecognized compensation cost related to non-vested restricted stock units as of September 30, 2022 was $ 1,583 , which amount will be amortized to expense through September 2024 or adjusted for changes in future estimated or actual forfeitures.

Compensation expense related to units earned by certain employees is based upon the attainment of certain financial goals related to cumulative net sales and cumulative operating profit over a three-year performance period.

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Total costs of these transactions were $ 1,425 , $ 1,243 and $ 1,099 for 2022, 2021 and 2020, respectively.

Amounts due to/from related parties were immaterial at October 1, 2021 and October 2, 2020.

Amounts due to/from related parties were immaterial at September 30, 2022 and October 1, 2021.

Revenue recognition

3 unchanged sentences

The amount of consideration received can vary, primarily because of customer incentive or rebate arrangements.

The Company estimates variable consideration based on the expected value of total consideration to which customers are likely to be entitled based on historical experience and projected market expectations.

The Company estimates variable consideration based on the expected value of total consideration to which customers are likely to be entitled based on historical experience and

projected market expectations.

Included in the estimate is an assessment as to whether any variable consideration is constrained.

9 unchanged sentences

The Company provides customers the right to return eligible products under certain circumstances.

At October 1, 2021, the right to returns asset was $ 769 and the accrued returns liability was $ 2,061 .

At September 30, 2022, the right to returns asset was $ 768 and the accrued returns liability was $ 2,173 .

At October 1, 2021, the right to returns asset was $ 769 and the accrued returns liability was $ 2,061 .

11 unchanged sentences

and various foreign countries, primarily in Europe, Canada and the Pacific Basin.

During the years ended October 1, 2021, October 2, 2020, and September 27, 2019, combined sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $ 114,008 , $ 93,478 , and $ 93,056 respectively, of the Company's consolidated revenues.

During the years ended September 30, 2022, October 1, 2021, and October 2, 2020, combined sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $ 97,174 , $ 114,008 , and $ 93,478 respectively, of the Company's consolidated revenues.

Net sales and operating profit include both sales to customers, as reported in the Company’s accompanying Consolidated Statements of Operations, and inter-unit transfers, which are priced to recover costs plus an appropriate profit margin.

78 unchanged sentences

Expenses Less Deductions Balance at End of

Year Ended October 1, 2021

Year Ended September 30, 2022

Allowance for doubtful accounts $ 2,494 $ 30 $ 1,487 $ 1,037

7 unchanged sentences

Reserves for sales returns 3,043 1,705 2,653 2,095

Year ended September 27, 2019

Year ended October 2, 2020

Allowance for doubtful accounts $ 2,550 $ 2,095 $ 1,948 $ 2,697

20 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.

What changed 10-K

Item 9A. Controls and Procedures