What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-12-08 compared with 2022-12-09 · 171 added, 159 removed, 1036 unchanged (24% of the section changed)

12 unchanged sentences

OTHER INFORMATION

(b) Trading Plans

During the three month period ended September 29, 2023, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement ," as each term is defined in Item 408(a) of Regulation S-K, nor did the Company during such fiscal quarter adopt or terminate any "Rule 10b5-1 trading arrangement."

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTION

8 unchanged sentences

The members of the Audit Committee are Edward F.

Lang (Chairman), William D.

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

Lang (Chairman), Jeffrey M.

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

The Company has adopted the Johnson Outdoors Insider Trading Policy which governs the purchase, sale and/or other disposition of the Company's securities, including its Class A Common Stock, by its directors, officers and employees that is reasonably designed to promote compliance with applicable insider trading laws, rules and regulations.

A copy of the Johnson Outdoors Insider Trading Policy is filed as Exhibit 19 to this Report.

EXECUTIVE COMPENSATION

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(2) Includes 288,085 of future shares to be issued, as well as up to 102,366 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.

(3) Includes 3,357 of previously issued shares for which vesting was deferred.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

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• Reports of Independent Registered Public Accounting Firm

• 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

• Consolidated Statements of Operations – Years ended September 29, 2023, September 30, 2022 and October 1, 2021

• Consolidated Statements of Comprehensive Income – Years ended September 29, 2023, September 30, 2022 and October 1, 2021

• Consolidated Balance Sheets – September 29, 2023 and September 30, 2022

• Consolidated Statements of Shareholders’ Equity – Years ended September 29, 2023, September 30, 2022 and October 1, 2021

• Consolidated Statements of Cash Flows – Years ended September 29, 2023, September 30, 2022 and October 1, 2021

• Notes to Consolidated Financial Statements

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(Richard (“Casey”) Sheahan)

/s/ William D.

Perez Director

/s/ Jeffrey M.

/s/ Annie Zipfel Director

66 unchanged sentences

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).

Johnson Outdoors Inc.

Insider Trading Policy.

Subsidiaries of the Company as of September 29, 2023

4 unchanged sentences

Section 1350.

Johnson Outdoors Inc.

Incentive Compensation Recovery Policy, as amended and restated effective as of June 1, 2023.

101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended September 29, 2023 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith:

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and the Board of Directors of Johnson Outdoors Inc.

Shareholders and the Board of Directors

Johnson Outdoors Inc.

Opinion on the Internal Control Over Financial Reporting

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and the Board of Directors of Johnson Outdoors Inc.

Shareholders and the Board of Directors

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 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.

and its subsidiaries (the Company) as of September 29, 2023 and September 30, 2022, the related consolidated statements of operations, comprehensive income, shareholders' equity and cash flows for each of the three years in the period ended September 29, 2023, 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 29, 2023 and September 30, 2022, and the results of its operations and its cash flows for each of the three years in the period ended September 29, 2023, 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 29, 2023, 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 8, 2023 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

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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.

(1) relates to accounts or disclosures that are material to the financial statements and (2) involved our 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.

As described within Notes 1 and 15 to the consolidated financial statements, the consolidated inventory balance as of September 29, 2023 was $261,474,000, net of $18,471,000 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.

12 unchanged sentences

(thousands, except per share data)

2022 October 1

2023 September 30

2022 October 1

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Interest expense 152 153 145

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

Other (income) expense, net ( 9,693 ) 8,076 ( 1,418 )

Profit before income taxes 25,824 58,888 112,922

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(thousands, except per share data)

2022 October 1

2023 September 30

2022 October 1

Net income $ 19,534 $ 44,491 $ 83,381

Other comprehensive (loss) income:

Foreign currency translation:

Other comprehensive income (loss):

Foreign currency translation 2,790 ( 6,815 ) 283

Defined benefit pension plan:

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

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

Unrealized loss on available-for-sale securities, net of tax ( 121 ) — —

Change in pension plans, net of tax 34 49 2,386

Total other comprehensive income (loss) 2,703 ( 6,766 ) 2,669

Total comprehensive income $ 22,237 $ 37,725 $ 86,050

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(thousands, except share data)

2022 October 1

2023 September 30

Current assets:

Cash and cash equivalents $ 111,854 $ 129,803

Short-term investments 26,764 —

Accounts receivable, net 43,159 91,919

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Total current assets 458,656 480,316

Investments 13,943 —

Property, plant and equipment, net of accumulated depreciation of $ 177,426 and $ 171,843 , respectively

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Income (Loss) Treasury

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 — —

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Currency translation adjustment — — — — 283 —

Change in pension plans, net of tax of $ 209

— — — — 626 —

Change in pension plans, net of tax — — — — 2,386 —

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

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

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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 $ 357

— — — — 2,386 —

Change in pension plans, net of tax — — — — 49 —

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 )

Net income — — — 19,534 — —

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Currency translation adjustment — — — — 2,790 —

Change in pension plans, net of tax of $ 16

Unrealized gain (loss) on available-for-sale securities, net of tax — — — — ( 121 ) —

Change in pension plans, net of tax — — — — 34 —

Non-vested stock forfeitures ( 10,632 ) — 759 — — ( 759 )

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(thousands) September 29

2022 October 1

2023 September 30

2022 October 1

CASH (USED FOR) PROVIDED BY OPERATING ACTIVITIES

CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES

Net income $ 19,534 $ 44,491 $ 83,381

3 unchanged sentences

Amortization of deferred financing costs 35 35 29

Loss (gain) on sale of productive assets 90 161 217

(Gain) loss on sale of productive assets ( 6,410 ) 90 161

Stock based compensation 2,446 4,129 4,160

1 unchanged sentence

Provision for inventory reserves 10,225 4,409 518

Pension contributions ( 99 ) ( 166 ) ( 176 )

Deferred income taxes ( 6,925 ) 1,848 ( 2,277 )

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CASH USED FOR INVESTING ACTIVITIES

Purchase of short-term investments ( 40,696 ) — —

Capital expenditures ( 22,668 ) ( 31,690 ) ( 21,409 )

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Supplemental Disclosure:

Non-cash dividends $ 115 $ 911 $ 406

Accrued dividends $ 227 $ 115 $ 911

Non-cash treasury activity 938 9 —

Cash paid for taxes 17,129 19,086 26,544

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Johnson Outdoors Inc.

(the “Company”) is an integrated, global outdoor recreation products company engaged in the design, manufacture and marketing of brand name camping, diving, watercraft and marine electronics products.

(the “Company”) is an integrated, global outdoor recreation products company engaged in the innovative design, manufacture and marketing of brand name camping, diving, watercraft and marine electronics products.

Principles of Consolidation

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

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.

Coronavirus (COVID-19)

In March 2020, the World Health Organization recognized the current coronavirus (COVID-19) outbreak as a global pandemic.

In response to the COVID-19 outbreak, the governments of many countries, states, cities and other geographic regions imposed varying degrees of restrictions on social and commercial activity, including travel restrictions, quarantine guidelines and related actions, to promote social distancing, encourage and promote taking the vaccine and implementing other similar programs all in an effort to slow the spread of the illness.

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

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.

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

The fiscal years ended September 29, 2023 (hereinafter 2023), September 30, 2022 (hereinafter 2022) and October 1, 2021 (hereinafter 2021) comprised 52 weeks.

Cash, Cash Equivalents and Marketable Securities

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

Cash equivalents are stated at cost which approximates market value.

The Company maintains cash in bank accounts in excess of insured limits.

1 unchanged sentence

As of September 29, 2023, the Company held approximately $ 49,838 of cash and cash equivalents in bank accounts in foreign jurisdictions.

During the third quarter of fiscal 2023, the Company invested in marketable securities.

The Company has classified all marketable securities as available-for-sale which requires the securities to be reported at estimated fair value, with unrealized gains and losses, net of tax, reported as a separate component of accumulated other comprehensive income in the Consolidated Statements of Shareholders' Equity.

At September 29, 2023, cost for marketable securities was determined using the specific identification method.

A summary of the amortized costs and fair values of the Company’s marketable securities at the end of the period presented is shown in the following table.

All of the Company’s marketable securities are classified as Level 2, as defined by FASB ASC 820, with fair values determined using significant other observable inputs, which include quoted prices in markets that are not active, quoted prices of similar securities, recently executed transactions, broker quotations, and other inputs that are observable.

The following table summarizes the Company's marketable securities measured at fair value as of September 29, 2023:

Amortized Cost Fair Value Gross unrealized gains Gross unrealized losses

Fixed rate US Government Bonds $ 29,749 $ 29,686 $ — $ 63

Fixed rate Canadian Government Bonds $ 11,121 $ 11,021 $ — $ 100

Total $ 40,870 $ 40,707 $ — $ 163

There were no maturities or sales of available-for-sale securities during the years ended September 29, 2023, September 30, 2022 and October 1, 2021.

No unrealized gains or losses were reclassified out of accumulated other comprehensive income during the same periods.

The contractual maturities of the marketable securities held at September 29, 2023 are as follows:

$ 26,764 within one year, classified as Short-Term Investments on the Consolidated Balance Sheets, and $ 13,943 greater than one year, but less than five years, classified as Investments under non-current assets on the Consolidated Balance Sheets.

Accounts Receivable

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Inventories at the end of the respective fiscal years consisted of the following:

2022 October 1

2023 September 30

Raw materials $ 114,467 $ 166,443

2 unchanged sentences

$ 261,474 $ 248,649

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.

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

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 of necessary raw materials and components.

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.

Property, Plant and Equipment

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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

12 unchanged sentences

Amortization of patents and other intangible assets with definite lives was $ 290 , $ 261 and $ 421 for 2023, 2022 and 2021, respectively.

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.

Amortization of these definite-lived intangible assets is expected to be approximately $ 324 for each of the next 3 fiscal years, $ 307 for fiscal 2027 and $ 102 for fiscal 2028.

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

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The following table summarizes the warranty activity for the three years in the period ended September 29, 2023.

Balance at September 27, 2019 $ 9,190

Balance at October 2, 2020 $ 10,849

Expense accruals for warranties issued during the period 13,112

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Less current period warranty claims paid 8,997

Balance at October 1, 2021 $ 14,073

Balance at September 30, 2022 $ 9,639

Expense accruals for warranties issued during the period 11,330

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Foreign currency translation adjustment $ 3,581 $ — $ 3,581 $ 791 $ — $ 791 $ 7,606 $ — $ 7,606

Unrealized loss on available-for-sale securities ( 163 ) 42 ( 121 ) — — — — — —

Unamortized loss on pension plans ( 276 ) 139 ( 137 ) ( 321 ) 150 ( 171 ) ( 386 ) 166 ( 220 )

Accumulated other comprehensive income $ 3,142 $ 181 $ 3,323 $ 470 $ 150 $ 620 $ 7,220 $ 166 $ 7,386

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

Statement of Operations

Unamortized loss on defined benefit pension plans

Amortization of loss $ 45 Cost of sales / Operating expense

Tax effects ( 11 ) Income tax expense

Total reclassifications for the period $ 34

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

Statement of Operations

Unamortized loss on defined benefit pension plans:

Amortization of loss $ 576 Cost of sales / Operating expense

Tax effects ( 144 ) Income tax expense

Total reclassifications for the period $ 432

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

The reclassifications out of AOCI for the years ended September 29, 2023, September 30, 2022, and October 1, 2021 were as follows:

2023 2022 2021 Statement of Operations

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The changes in AOCI by component, net of tax, for the year ended September 29, 2023 were as follows:

Adjustment Unamortized

Adjustment Unrealized gain (loss) on available-for-sale securities Unamortized

Loss on Defined

3 unchanged sentences

Income (Loss)

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

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

Other comprehensive income before reclassifications 2,790 ( 163 ) — 2,627

2 unchanged sentences

Balance at September 29, 2023 $ 3,581 $ ( 121 ) $ ( 137 ) $ 3,323

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

Earnings per Share (“EPS”)

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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 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.

For the years ended September 29, 2023, September 30, 2022 and October 1, 2021, 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 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.

For the years ended September 29, 2023, September 30, 2022 and October 1, 2021, 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.

Shares of 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 63,506 , 39,956 and 38,914 shares for the years ended September 29, 2023, September 30, 2022 and October 1, 2021, respectively.

Stock units that could potentially dilute earnings per share in the future and which were not included in the fully diluted computation because they would have been anti-dilutive totaled 49,531 , 35,816 and 25,768 shares for the years ended September 29, 2023, September 30, 2022 and October 1, 2021, 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:

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The Company does not have any significant foreign retirement plans.

Pension obligations, which are generally based on compensation and years of service, are funded by payments to pension fund trustees.

The Company’s policy is to annually fund the minimum amount required under the Employee Retirement Income Security Act of 1974 for plans subject thereto although the Company may choose to fund more than the minimum amount at its discretion.

Other retirement costs are funded at least annually.

Retirement costs are funded at least annually.

See Note 7 of these Notes to Consolidated Financial Statements for additional discussion.

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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 $ 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.

The Company recognized currency losses from transactions of $ 114 , $ 1,741 and $ 215 in 2023, 2022, and 2021, 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 14 % of the Company’s revenues for the year ended September 29, 2023 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.

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

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

The Company may mitigate the impact on its operating results of a portion of the fluctuations in certain foreign currencies through the purchase of foreign currency swaps, forward contracts and options to hedge known commitments denominated in foreign currencies or borrowings in foreign currencies.

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Advertising and promotions expense in 2023, 2022 and 2021 totaled $ 35,503 , $ 30,574 and $ 30,882 , respectively.

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.

These charges are included in “Marketing and selling expenses.” Capitalized advertising costs, included in Other current assets, totaled $ 780 and $ 470 at September 29, 2023 and September 30, 2022, respectively, and primarily included catalogs and costs of advertising which have not yet run for the first time.

Shipping and Handling Costs

2 unchanged sentences

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 $ 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.

The gross amount capitalized related to software development was $ 64,390 , less accumulated amortization of $ 37,934 , at September 29, 2023 and $ 58,857 , less accumulated amortization of $ 33,872 , at September 30, 2022.

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

Amortization expense related to capitalized software in 2023, 2022 and 2021 was $ 4,062 , $ 3,444 and $ 3,637 , 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 September 30, 2022 and October 1, 2021 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 29, 2023 and September 30, 2022 due to the short maturities of these instruments.

During 2023, 2022 and 2021, 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.

4 unchanged sentences

These assets are comprised of marketable debt and equity securities that are marked to fair value based on unadjusted quoted prices in active markets.

Marketable Securities

Marketable securities, which are included in "Short-term Investments" and "Investments", based on maturity date, are classified as available-for-sale securities.

These assets are comprised of marketable debt securities, with fair values determined using significant other observable inputs, which include quoted prices in markets that are not active, quoted prices of similar securities, recently executed transactions, broker quotations, and other inputs that are observable.

Goodwill and Other Intangible Assets

5 unchanged sentences

Recently adopted accounting pronouncements

In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") 2016-02, Leases (Topic 842) .

In July 2018, the FASB also issued ASU 2018-10 Codification Improvements to Topic 842, Leases and ASU 2018-11 Leases (Topic 842) Targeted Improvements.

In February 2019, the FASB also issued ASU 2019-01 Leases (Topic 842):

Codification Improvements .

This ASU and the updates to this ASU require organizations to recognize lease assets and lease liabilities on the balance sheet and to disclose key information about leasing arrangements.

This guidance was effective for the Company in the first quarter of fiscal year 2020, and may be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements with certain practical expedients available.

The Company adopted the provisions of these ASU's using the modified retrospective approach at the beginning of the first quarter of fiscal 2020, coinciding with the standard's effective date.

The additional disclosures required by the ASU and its updates are included in Note 5 "Leases" of these Notes to the Condensed Consolidated Financial Statements.

In June 2016, the FASB issued ASU 2016-13 “Financial Instruments - Credit Losses (Topic 326)” and also issued subsequent amendments to the initial guidance under ASU 2018-19, ASU 2019-04 and ASU 2019-05 (collectively Topic 326).

13 unchanged sentences

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.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848).

ASU 2020-04 is intended to provide optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (LIBOR) or by another reference rate expected to be discontinued.

Subsequently in December 2022, the FASB issued ASU 2022-06, Reference Rate Reform (Topic 848)—Deferral of the Sunset Date of Topic 848, which delayed the effective date to December 31, 2024.

The Company adopted Topic 848 in the fourth fiscal quarter of 2023, and does not expect this guidance to have a significant impact on its financial statements and disclosures.

2 INDEBTEDNESS

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

The Company had no outstanding debt at September 29, 2023 or September 30, 2022.

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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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 4.1 % at September 30, 2022 and 1.1 % at October 1, 2021.

The interest rate on the Revolver is based on the Secured Overnight Financing Rate ("SOFR") 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 6.4 % at September 29, 2023 and 4.1 % at September 30, 2022.

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 $ 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.

The Company utilizes letters of credit primarily as security for the payment of future claims under its workers’ compensation insurance which totaled $ 67 and $ 173 at September 29, 2023 and September 30, 2022, respectively.

The Company had no other unsecured lines of credit as of September 29, 2023 or September 30, 2022.

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

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

As of September 29, 2023 and September 30, 2022, the Company held no foreign currency forward contracts.

Interest Rate Risk

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

As of September 29, 2023 and September 30, 2022, the Company held no interest rate swap contracts.

4 FAIR VALUE MEASUREMENTS

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Rabbi trust assets $ 24,562 $ — $ — $ 24,562

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 September 30, 2022, October 1, 2021 and October 2, 2020 was:

The effect of changes in the fair value of financial instruments on the Consolidated Statements of Operations for the years ended September 29, 2023, September 30, 2022 and October 1, 2021 was:

Location of income recognized in Statement of

Operations 2023 2022 2021

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

Rabbi trust assets Other (income) expense, net $ ( 2,862 ) $ 6,424 $ ( 4,878 )

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

No assets or liabilities were measured at fair value on a non-recurring basis in 2023, 2022, or 2021.

Adoption of Topic 842

At the beginning of fiscal 2020, the Company adopted ASU 2016-02 and all subsequent ASUs that modified accounting standards Topic 842 using a modified retrospective adoption method, in which right-of-use ("ROU") assets and lease liabilities are recognized in the condensed consolidated balance sheets.

Under the effective date transition method, financial results reported in periods prior to fiscal year 2020 are unchanged.

The Company also elected the package of practical expedients permitted under the standard, which does not require reassessment of prior conclusions related to contracts containing a lease, lease classification and initial direct lease costs.

As an ongoing accounting policy election, the Company will exclude short-term leases (terms of 12 months or less) from the balance sheet presentation and will account for non-lease and lease components in a contract as a single lease component for most asset classes.

All leases in which the Company is the lessee are classified as operating leases, and the Company does not have any finance leases or sublease agreements.

Additionally, the Company does not have any leases in which it is the lessor.

The adoption of this new standard had a significant impact on the Company's condensed consolidated balance sheet due to the recognition of approximately $ 41 million of lease liabilities with corresponding ROU assets for operating leases.

The adoption of this new standard did not have a significant impact on the condensed consolidated statements of operations or cash flows, and did not impact our debt covenant compliance under our current credit agreements.

The Company determines if an arrangement is a lease at inception.

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

As an ongoing accounting policy election under Topic 842, the Company excludes short-term leases (terms of 12 months or less) from the balance sheet presentation and accounts for non-lease and lease components in a contract as a single lease component for most asset classes.

All leases in which the Company is the lessee are classified as operating leases, and the Company does not have any finance leases or sublease agreements.

Additionally, the Company does not have any leases in which it is the lessor.

As of September 29, 2023, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 16 years.

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Some leases also contain options to extend or terminate the lease.

To the extent the Company is reasonably certain to exercise these options, they have been considered in the calculation of the ROU assets and lease liabilities.

To the extent the Company is reasonably certain to exercise these options, they have been considered in the calculation of the right-of-use ("ROU") assets and lease liabilities.

Under current lease agreements, there are no residual value guarantees or restrictive lease covenants.

In calculating the ROU assets and lease liabilities, several assumptions and judgments were made by the Company, including whether a contract is or contains a lease under the new definition, and the determination of the discount rate, which is assumed to be the incremental borrowing rate.

incremental borrowing rate.

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

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Year ended Year ended Year ended

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

September 29, 2023 September 30, 2022 October 1, 2021

Operating lease costs $ 9,819 $ 9,129 $ 8,323

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Total lease cost $ 12,483 $ 11,040 $ 10,056

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.

Included in the amounts in the table above was rent expense to related parties of $ 1,255 , $ 1,209 and $ 1,043 , for the years ended September 29, 2023 September 30, 2022, and October 1, 2021, respectively.

As of September 29, 2023 and September 30, 2022, 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 September 29, 2023.

As of September 29, 2023, the Company did not have any significant operating lease commitments that have not yet commenced.

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Year ended Year ended

September 30, 2022 October 1, 2021

September 29, 2023 September 30, 2022

Operating leases:

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Cash paid for amounts included in the measurement of lease liabilities $ 8,858 $ 8,066

ROU assets obtained in exchange for lease liabilities $ 3,686 $ 13,296

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at September 29, 2023 were as follows:

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2027 226 4,914

2027 226 4,634

Thereafter — 32,551

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Compensation 6,954 8,099

Lease liabilities

12,956 14,168

Tax credit carryforwards 2,116 2,356

Net operating loss carryforwards 5,488 4,805

Research and Experimental Expenditures 4,536 —

Other 7,310 6,430

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Goodwill and other intangibles 2,476 1,848

Right of Use assets

12,571 13,864

Depreciation and amortization 4,578 5,528

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Net deferred tax assets $ 16,514 $ 9,659

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:

The net deferred tax assets recorded in the accompanying Consolidated Balance Sheets as of the years ended September 29, 2023 and September 30, 2022 were as follows:

Non-current assets $ 18,352 $ 11,411

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Foreign-derived intangible income ("FDII") deduction ( 2.3 ) % ( 0.9 ) % ( 1.1 ) %

Net tax cost of foreign income 2.0 % 0.7 % — %

Foreign tax rate differences 2.2 % 1.5 % 0.6 %

Compensation 2.4 % 0.1 % 0.8 %

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Deferred tax asset - valuation allowance 1.7 % 1.6 % 0.6 %

Tax Credits ( 2.5 ) % ( 0.7 ) % ( 0.4 ) %

Other 0.1 % 0.5 % 0.7 %

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Gross increases - tax positions in prior period — —

Gross decreases - tax positions in prior period — —

Gross increases - tax positions in current period 493 476

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Ending balance $ 6,096 $ 6,201

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 total accrued interest and penalties with respect to income taxes was approximately $ 1,913 and $ 1,866 for the years ended September 29, 2023 and September 30, 2022, respectively.

The Company’s liability for unrecognized tax benefits as of September 29, 2023 was $ 6,096 , and if recognized, $ 5,107 of such amount would have an effective tax rate impact.

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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.

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 $ 24,607 and $ 21,466 as of September 29, 2023 and September 30, 2022, respectively.

See “Note 4 Fair Value” for additional information.

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Under the Company’s 2023 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 468,066 shares of the Company’s Class A common stock available for grant to key executives and non-employee directors at September 29, 2023.

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.

Share awards previously made under the Company's 2010 Long-Term Stock Incentive Plan and 2012 Non-Employee Director Stock Ownership Plan, which no longer allow for additional share grants, also remain outstanding.

The Company recognized additional tax expense of $ 95 for 2023 from the vesting of restricted stock and restricted stock units, and additional tax benefits of $ 98 and $ 581 for 2022 and 2021, respectively.

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

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Restricted stock vested ( 11,326 ) 95.34

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

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

Non-vested stock grants 28,528 59.25

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RSUs granted 19,758 101.22

RSUs forfeited ( 1,340 ) 71.42

RSUs vested ( 22,192 ) 74.62

RSUs at October 1, 2021 69,768 73.60

RSUs at September 30, 2022 65,994 82.58

RSUs granted 36,484 56.54

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Shares tendered back to the Company were 5,324 and 3,331 during 2023 and 2022, respectively.

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 $ 2,522 , $ 2,895 and $ 1,611 for the years ended September 30, 2022, October 1, 2021 and October 2, 2020, respectively.

The fair value of restricted stock units vested during 2023, 2022 and 2021 was approximately $ 2,247 , $ 3,240 and $ 3,353 , respectively.

Stock compensation expense, net of forfeitures, related to restricted stock units was $ 732 , $ 2,522 and $ 2,895 for the years ended September 29, 2023, September 30, 2022 and October 1, 2021, respectively.

The tax benefit recognized during 2023, 2022 and 2021 related to restricted stock unit based compensation was $ 462 , $ 242 and $ 290 , respectively.

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 cost related to non-vested restricted stock units as of September 29, 2023 was $ 131 , 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 $ 1,473 , $ 1,425 and $ 1,243 for 2023, 2022 and 2021, respectively.

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

Amounts due to/from related parties were immaterial at September 29, 2023 and September 30, 2022.

Revenue recognition

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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.

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At September 29, 2023, the right to returns asset was $ 702 and the accrued returns liability was $ 1,758 .

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 .

The Company also offers assurance-type warranties relating to its products sold to end customers that continue to be accounted for under ASC 460 Guarantees.

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that is, when a customer takes control of the transferred goods.

In the event that a customer were to take control of a product upon or after shipment, the Company has made an accounting policy election to treat such shipping and handling activities as a fulfillment cost.

In the event that a customer were to take control of a product upon or after shipment, the Company has made an accounting policy election to treat such shipping and

handling activities as a fulfillment cost.

Shipping and handling fees billed to customers are included in "Net Sales," and shipping and handling costs are recognized within "Marketing and selling expenses" in the same period the related revenue is recognized.

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

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.

During the years ended September 29, 2023, September 30, 2022, and October 1, 2021, combined sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $ 101,392 , $ 97,174 , and $ 114,008 respectively, of the Company's consolidated revenues.

The Company sold the Military and Commercial Tent product lines of its Camping business segment to a third party in an asset sale for a purchase price of $ 14,990 during the second quarter of fiscal 2023.

The net book value of the assets and liabilities sold was approximately $ 8,350 , resulting in a gain on sale of approximately $ 6,640 , which is recorded in Other (income) expense, net in the Company’s accompanying Condensed Consolidated Statements of Operations.

The purchase price and the net proceeds received by the Company related to this sale were subject to customary purchase price adjustment provisions and Company indemnity obligations set forth in the definitive purchase agreement.

Accordingly, during the third and fourth fiscal quarter of 2023, a working capital true-up was recorded, which reduced the purchase price and the final net gain to approximately $ 6,560 .

The sale did not include the Eureka!

brand name or the Eureka!

consumer/recreational Camping business line.

During fiscal 2023, the Company also developed plans to fully exit the Eureka!

brand of the Camping segment, which includes liquidating all remaining consumer inventory of Eureka!

branded products and winding down operations.

This will allow the Company to focus solely on the Jetboil product line, which we believe has a strong position in the cooking market.

The Company incurred expenses of approximately $ 4,800 in fiscal 2023 related to the wind down of the Eureka!

branded business, which included accruing exit costs and increasing inventory reserves, as well as incurring a contribution expense for a $ 2,000 donation of Eureka!

inventory to a nonprofit organization.

These costs are recorded in Costs of Sales and Operating Expenses in the Consolidated Statements of Operations.

Other costs will be expensed as incurred and are not expected to be material.

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.

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Reserves for sales returns 2,200 2,448 2,875 1,773

Year ended October 1, 2021

Year ended September 30, 2022

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

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Gross profit 62,779 60,631 75,335 68,585 77,587 73,509 28,386 68,607

Operating profit 13,760 23,557 15,429 36,036 23,799 38,099 13,322 13,591

Income before income taxes 14,589 26,011 13,210 37,310 19,244 39,074 11,845 10,527

Income tax expense 3,733 6,164 3,310 9,476 5,162 10,300 2,192 3,601

Net income $ 10,856 $ 19,847 $ 9,900 $ 27,834 $ 14,082 $ 28,774 $ 9,653 $ 6,926

Net income per common share - Basic:

Operating profit (loss) 5,472 13,760 11,390 15,429 17,443 23,799 ( 22,565 ) 13,322

Income (loss) before income taxes 8,166 14,589 19,948 13,210 19,822 19,244 ( 22,112 ) 11,845

Income tax expense (benefit) 2,287 3,733 5,087 3,310 5,021 5,162 ( 6,105 ) 2,192

Net income (loss) $ 5,879 $ 10,856 $ 14,861 $ 9,900 $ 14,801 $ 14,082 $ ( 16,007 ) $ 9,653

Net income (loss) per common share - Basic:

Class A $ 0.58 $ 1.08 $ 1.47 $ 0.99 $ 1.46 $ 1.40 $ ( 1.56 ) $ 0.96

Class B $ 0.53 $ 0.98 $ 1.33 $ 0.90 $ 1.33 $ 1.27 $ ( 1.56 ) $ 0.87

Net income per common share - Diluted:

Net income (loss) per common share - Diluted:

Class A $ 0.57 $ 1.07 $ 1.45 $ 0.97 $ 1.44 $ 1.38 $ ( 1.56 ) $ 0.95

2 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