What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-12-11 compared with 2023-12-08 · 179 added, 137 removed, 1070 unchanged (23% of the section changed)

38 unchanged sentences

2020 Long-Term Stock Incentive Plan and the Johnson Outdoors Inc.

2009 Employee Stock Purchase Plan.

2009 Employees' Stock Purchase Plan.

All of these plans have been approved by the Company’s shareholders.

13 unchanged sentences

2012 Non-Employee Director Stock Ownership Plan 6,853 — —

2009 Employee Stock Purchase Plan — — 73,327

2023 Non-Employee Director Stock Ownership Plan

2009 Employees' Stock Purchase Plan

Total All Plans 94,402 — 473,580

13 unchanged sentences

• Reports of Independent Registered Public Accounting Firm

• 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 Statements of Operations – Years ended September 27, 2024, September 29, 2023 and September 30, 2022

• Consolidated Statements of Comprehensive Income (Loss) – Years ended September 27, 2024, September 29, 2023 and September 30, 2022

• Consolidated Balance Sheets – September 27, 2024 and September 29, 2023

• 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

• Consolidated Statements of Shareholders’ Equity – Years ended September 27, 2024, September 29, 2023 and September 30, 2022

• Consolidated Statements of Cash Flows – Years ended September 27, 2024, September 29, 2023 and September 30, 2022

• Notes to Consolidated Financial Statements

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(i) Consolidated Statements of Operations;

(ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Balance Sheets;

(ii) Consolidated Statements of Comprehensive Income (Loss), (iii) Consolidated Balance Sheets;

(iv) Consolidated Statements of Shareholders’ Equity;

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Consolidated Statements of Operations

Consolidated Statements of Comprehensive Income

Consolidated Statements of Comprehensive Income (Loss)

Consolidated Balance Sheets

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and the Board of Directors

To the Shareholders and the Board of Directors

Johnson Outdoors Inc.

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

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).

and its subsidiaries (the Company) as of September 27, 2024 and September 29, 2023, the related consolidated statements of operations, comprehensive income (loss), shareholders' equity and cash flows for each of the three years in the period ended September 27, 2024, 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 27, 2024 and September 29, 2023, and the results of its operations and its cash flows for each of the three years in the period ended September 27, 2024, in conformity with accounting principles generally accepted in the United States of America.

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We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

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Critical Audit Matters

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 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.

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

(1) relates to accounts or disclosures that are material to the consolidated 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 consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters 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

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• 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 performed a retrospective review of current year activity compared to prior year estimates to evaluate management's estimation accuracy.

• We evaluated the reasonableness of management's significant assumptions related to predicted or internally developed forecasted product demand.

Goodwill Impairment

As described in Note 1 to the consolidated financial statements, the Company recorded an impairment charge of $11,173,000 in the Fishing reporting unit to fully impair the Company’s goodwill during the fiscal year ended September 27, 2024.

Goodwill is tested for impairment at least annually, at the reporting unit level, by comparing the estimated fair value of the reporting unit to the carrying value.

The Company uses a discounted cash flow model, which is considered an income valuation approach, to estimate the fair value of its reporting units.

When the carrying value of the reporting unit exceeds its fair value, an impairment charge is recorded for the amount that the reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of the goodwill.

We identified the goodwill impairment recorded by the Company as a critical audit matter due to the significant assumptions made by management to estimate the fair value of the fishing reporting unit, including revenue growth rates, profit margins and the discount rate.

Auditing management’s assumptions required a high degree of auditor judgment and an increase in audit effort, including the use of our valuation specialists, due to the impact these assumptions could have on the impairment recorded by the Company.

Our audit procedures related to the Company’s estimate of fair value of the Fishing reporting unit included the following, among others:

• We obtained an understanding of management’s controls relating to estimating the fair value of the Fishing reporting unit and tested such controls for design and operating effectiveness.

• We utilized our valuation specialists to test the reasonableness of the discount rate by comparing the inputs used by management to publicly available market data.

• We tested the reasonableness of the management’s forecasts of revenue and profit margins by comparing them to historical results and industry forecasts.

• We tested the underlying data used by management for completeness and accuracy by comparing it to source information.

• We tested the mathematical accuracy of management’s discounted cash flow model and recalculated the impairment charge by comparing the estimated fair value of the Fishing reporting unit to its carrying value.

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

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2024 September 29

2022 October 1

2023 September 30

Net sales $ 592,846 $ 663,844 $ 743,355

4 unchanged sentences

Administrative management, finance and information systems 57,643 56,497 43,419

Goodwill impairment 11,173 — —

Research and development 31,122 31,404 27,712

Total operating expenses 244,502 232,347 205,022

Operating profit 11,740 66,310 111,283

Operating (loss) profit ( 43,522 ) 11,740 66,310

Interest income ( 4,844 ) ( 4,543 ) ( 807 )

1 unchanged sentence

Other (income) expense, net ( 8,968 ) ( 9,693 ) 8,076

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

Income tax expense 6,290 14,397 29,541

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

(Loss) Profit before income taxes ( 29,862 ) 25,824 58,888

Income tax (benefit) expense ( 3,329 ) 6,290 14,397

Net (loss) income $ ( 26,533 ) $ 19,534 $ 44,491

Weighted average common shares - Basic:

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Weighted average common shares - Dilutive 10,221 10,195 10,151

Net income per common share - Basic:

Net (loss) income per common share - Basic:

Class A $ ( 2.60 ) $ 1.93 $ 4.42

Class B $ ( 2.60 ) $ 1.75 $ 4.02

Net income per common share - Diluted:

Net (loss) income per common share - Diluted:

Class A $ ( 2.60 ) $ 1.90 $ 4.37

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

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(thousands, except per share data)

2024 September 29

2022 October 1

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

2023 September 30

Net (loss) income $ ( 26,533 ) $ 19,534 $ 44,491

Other comprehensive income (loss):

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Total other comprehensive income (loss) 2,641 2,703 ( 6,766 )

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

Total comprehensive (loss) income $ ( 23,892 ) $ 22,237 $ 37,725

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

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

B to A conversion — — ( 156 ) — — 156

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

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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 — —

5 unchanged sentences

Currency translation adjustment — — — — 2,790 —

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

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

2 unchanged sentences

BALANCE AT SEPTEMBER 29, 2023 10,250,949 514 88,234 409,574 3,323 ( 1,908 )

Net income — — — 19,534 — —

Net loss — — — ( 26,533 ) — —

Dividends declared — — — ( 13,449 ) — —

2 unchanged sentences

Stock-based compensation — — 1,292 — — —

B to A conversion — — ( 2 ) — — 2

Currency translation adjustment — — — — 2,475 —

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2024 September 29

2022 October 1

2023 September 30

CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES

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

Net (loss) income $ ( 26,533 ) $ 19,534 $ 44,491

Adjustments to reconcile net income to net cash provided by operating activities:

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(Gain) loss on sale of productive assets ( 1,874 ) ( 6,410 ) 90

Impairment losses 11,173 — —

Stock based compensation 1,292 2,446 4,129

Provision for doubtful accounts receivable 177 30 308

Provision for credit losses 2,914 177 30

Provision for inventory reserves 10,985 10,225 4,409

9 unchanged sentences

40,984 41,713 ( 62,144 )

CASH USED FOR INVESTING ACTIVITIES

CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES

Purchase of short-term investments ( 2,218 ) ( 40,696 ) —

Proceeds from maturities of short-term investments 27,025 — —

Capital expenditures ( 22,018 ) ( 22,668 ) ( 31,690 )

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CASH USED FOR FINANCING ACTIVITIES

Debt issuance costs paid — — ( 138 )

Common stock transactions 172 266 332

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Effect of foreign currency rate changes on cash 1,321 1,444 ( 4,590 )

(Decrease) increase in cash and cash equivalents ( 17,949 ) ( 110,645 ) 28,011

Increase (decrease) in cash and cash equivalents 33,644 ( 17,949 ) ( 110,645 )

CASH AND CASH EQUIVALENTS

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

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

The fiscal years ended September 27, 2024 (hereinafter 2024), September 29, 2023 (hereinafter 2023) and September 30, 2022 (hereinafter 2022) each comprised 52 weeks.

Cash, Cash Equivalents and Marketable Securities

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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.

See Note 4 "Fair Value Measurements" for further discussion.

The following table summarizes the Company's marketable securities measured at fair value as of September 27, 2024:

3 unchanged sentences

Total $ 16,518 $ 16,541 $ 23 $ —

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 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

Proceeds from the maturities of available-for-sale securities were $ 27,025 , $ 0 , and $ 0 during the years ended September 27, 2024, September 29, 2023 and September 30, 2022, respectively.

During the third quarter of fiscal 2024, $ 2,218 of investments were purchased with proceeds from maturities.

There were no other sales or purchases of available-for-sale securities for the years ended September 27, 2024, September 29, 2023 and September 30, 2022.

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

The contractual maturities of the marketable securities held at September 27, 2024 are as follows:

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Accounts Receivable

Accounts receivable are recorded at face value less an allowance for doubtful accounts.

The allowance for doubtful accounts is based on a combination of factors.

Accounts receivable are recorded at face value less an allowance for credit losses.

The allowance for credit losses is based on a combination of factors.

In circumstances where specific collection concerns exist, a reserve is established to reduce the amount recorded to an amount the Company believes will be collected.

For all other customers, the Company recognizes allowances for doubtful accounts based on historical experience of bad debts as a percent of outstanding accounts receivable for each business unit.

Uncollectible accounts are written off against the allowance for doubtful accounts after collection efforts have been exhausted.

For all other customers, the Company recognizes allowances for credit losses based on historical experience of bad debts as a percent of outstanding accounts receivable for each business unit.

Uncollectible accounts are written off against the allowance for credit losses after collection efforts have been exhausted.

The Company typically does not require collateral on its accounts receivable.

Contractual accounts receivable was $ 44,192 and $ 44,066 , with an allowance for credit losses of $ 3,543 and $ 907 , as of September 27, 2024 and September 29, 2023, respectively.

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

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Raw materials $ 103,780 $ 114,467

Work in process — 230

Finished goods 106,008 147,007

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The Company applies a fair value-based impairment test to the carrying value of goodwill on an annual basis as of the last day of the eleventh month of the Company’s fiscal year and, if certain events or circumstances indicate that an impairment loss may have been incurred, on an interim basis.

The Company can elect to perform a quantitative or qualitative test of impairment.

The Company performed a quantitative impairment assessment for goodwill for fiscal years 2024, 2023 and 2022.

In conducting its analysis, the Company uses the income approach, through the use of a discounted cash flow model, to compare the reporting unit’s carrying value to its indicated fair value.

The discounted cash flow model used to estimate the fair value of a reporting unit requires considerable management judgment to determine the key assumptions and is considered a Level 3 (unobservable) fair value determination in the fair value hierarchy (see Note 4 below).

During the fourth quarter of fiscal 2024, the Company's annual goodwill impairment test indicated the carrying value of the Fishing reporting unit exceeded its estimated fair value as of the measurement date of August 30, 2024.

As a result, the Company recognized a goodwill impairment charge in the fourth quarter of fiscal 2024 of $ 11,173 , which was recorded in "Goodwill Impairment" in the accompanying Consolidated Statements of Operations in the Fishing segment, thereby reducing the carrying value of this goodwill to $ 0 .

This non-cash impairment was primarily driven by reduced cash flow projections in the Fishing reporting unit, prompted by ongoing market challenges and competitive pressure.

The results of the impairment tests performed in 2023 and 2022 indicated no impairment to the Company’s goodwill.

In conducting its analysis, the Company uses the income approach to compare the reporting unit’s carrying value to its indicated fair value.

Fair value is determined primarily by using a discounted cash flow methodology that requires considerable management judgment and long-term assumptions and is considered a Level 3 (unobservable) fair value determination in the fair value hierarchy (see Note 4 below).

The Company’s impairment analysis is based on management’s estimates.

Due to the uncertainty of future events, the Company cannot assure that growth rates will not be lower than expected, that discount rates will not increase or that projected cash flows will not decline, all of which factors could impact the carrying value of any remaining goodwill (or portion thereof) in future periods, and accordingly, whether any impairment losses need to be recorded in future periods.

The changes in the carrying amount and the composition of the Company's goodwill for fiscal 2024 and 2023 were as follows:

Fishing Camping Watercraft Diving Total

Balance at October 1, 2021

Balance at September 30, 2022

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

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Currency translation 1 — — — 1

Impairment loss ( 11,173 ) — — — ( 11,173 )

Balance at September 27, 2024

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Amortization of patents and other intangible assets with definite lives was $ 339 , $ 290 and $ 261 for 2024, 2023 and 2022, respectively.

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.

Amortization of these definite-lived intangible assets is expected to be approximately $ 339 for fiscal 2025, $ 339 for fiscal 2026, $ 321 for fiscal 2027, $ 116 for fiscal 2028 and $ 75 for fiscal 2029.

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 2023 and 2022, 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.

During the fourth quarter of fiscal 2024, the Company determined that indicators of potential impairment of long-lived assets were present in the Watercraft and Fishing segments, and, as a result, the Company performed an analysis of future undiscounted cash flows, which exceeded the carrying value of the respective asset groups.

Therefore, it was determined there was no impairment of any long-lived assets during fiscal 2024.

During the fourth quarter of fiscal 2023, 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 of any long-lived assets during fiscal 2023.

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

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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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Accumulated other comprehensive income $ 5,842 $ 122 $ 5,964 $ 3,142 $ 181 $ 3,323 $ 470 $ 150 $ 620

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

The reclassifications out of AOCI for the years ended September 27, 2024, September 29, 2023, and September 30, 2022 were as follows:

2024 2023 2022 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

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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

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 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.

For the year ended September 27, 2024, basic net loss per share for Class A and Class B shares was the same because there were no cumulative undistributed earnings and basic loss per share for Class A and Class B has been presented using the two class method described above.

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

Anti-dilutive stock options, restricted stock units and non-vested stock are excluded from the calculation of diluted EPS.

Anti-dilutive

stock options, restricted stock units and non-vested stock are excluded from the calculation of diluted EPS.

The computation of diluted net income per share of Class A common stock assumes that Class B common stock is converted into Class A common stock.

Therefore, diluted net income per share is the same for both Class A and Class B common shares.

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 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.

In periods where the Company reports a net loss or no undistributed income because distributions through dividends exceed net income, 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 year ended September 27, 2024, the effect of non-vested restricted stock units is excluded from the diluted loss per share calculation as their inclusion would have been anti-dilutive.

For the years ended September 29, 2023 and September 30, 2022, 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 67,285 , 63,506 and 39,956 shares for the years ended September 27, 2024, September 29, 2023 and September 30, 2022, 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 70,715 , 49,531 and 35,816 shares for the years ended September 27, 2024, September 29, 2023 and September 30, 2022, 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:

2024 2023 2022

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

Undistributed earnings reallocated to non-vested shareholders ( 122 ) ( 174 ) ( 320 )

Dilutive earnings $ 19,412 $ 44,317 $ 83,061

Net (loss) income

$ ( 26,533 ) $ 19,534 $ 44,491

Undistributed loss (earnings) reallocated to non-vested shareholders

— ( 122 ) ( 174 )

Net (loss) income per common share - basic and diluted

$ ( 26,533 ) $ 19,412 $ 44,317

Weighted average common shares – Basic:

3 unchanged sentences

Weighted average common shares - Dilutive 10,221 10,195 10,151

Net income per common share – Basic:

Net (loss) income per common share – Basic:

Class A $ ( 2.60 ) $ 1.93 $ 4.42

Class B $ ( 2.60 ) $ 1.75 $ 4.02

Net income per common share – Diluted:

Net (loss) income per common share – Diluted:

Class A $ ( 2.60 ) $ 1.90 $ 4.37

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Approximately 14 % of the Company’s revenues for the year ended September 27, 2024 were denominated in currencies other than the U.S.

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

dollars, with the remaining 2 % 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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New Accounting Pronouncements

Recently adopted accounting pronouncements

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).

Topic 326 requires the measurement and recognition of expected credit losses for financial assets held at amortized cost.

This replaces the existing incurred loss model with an expected loss model and requires the use of forward-looking information to calculate credit loss estimates.

This guidance was effective for the Company in the first quarter of fiscal year 2021, and must be adopted by applying a cumulative effect adjustment to retained earnings.

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

This ASU will modify the disclosure requirements for employers that sponsor defined pension or postretirement plans.

The amendments in this guidance are effective for fiscal years ending after December 15, 2020, with early adoption permitted.

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

In December 2019, the FASB issued ASU No.

2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes.

ASU 2019-12 is intended to simplify accounting for income taxes.

It removes certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application.

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 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.

Recently issued accounting pronouncements

In November 2024, the Financial Account Standards Board (FASB), issued Accounting Standards Update (ASU) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures.

ASU 2024-03 is intended to improve disclosures about a public business entity's expenses and provide more detailed information to investors about the types of expenses in commonly presented expense captions.

The amendments in this ASU are effective for the Company in fiscal 2028 on a retrospective basis, with early adoption permitted.

The Company is currently evaluating the potential impact of this guidance on its disclosures.

In March 2024, the United States Securities and Exchange Commission (SEC) issued Final Rulemaking Release No.

The Enhancement and Standardization of Climate-Related Disclosures for Investors.

This release is intended to improve consistency, completeness and transparency related to climate risks and events.

The disclosure requirements related to this new rule will be phased in, and effective for the Company beginning in fiscal 2027 on a prospective basis.

The Company is currently evaluating the potential impact of this release on its financial statements and disclosures.

In December 2023, the FASB, issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures.

The amendments in this ASU are effective for the Company in fiscal 2026 on a prospective basis, with early adoption permitted.

The Company is currently evaluating the potential impact of this guidance on its disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

ASU 2023-07 is intended to improve the disclosures about a public entity's reportable segments and address requests from investors for additional, more detailed information about a reportable segment's expenses.

The amendments in this ASU are effective in fiscal 2025, on a retrospective basis, with early adoption permitted.

The Company is currently evaluating the potential impact of this guidance on its financial statements and disclosures.

In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements:

Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative.

This ASU covers a variety of codification topics, and the effective date for each amendment will be the date on which the SEC‘s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited.

The Company is currently evaluating the potential impact of this guidance on its disclosures.

2 INDEBTEDNESS

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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 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 6.0 % at September 27, 2024 and 6.4 % at September 29, 2023.

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Rabbi trust assets $ 29,059 $ — $ — $ 29,059

Marketable securities — 16,541 — 16,541

Total $ 29,059 $ 16,541 $ — $ 45,600

The following table summarizes the Company’s financial assets measured at fair value as of September 29, 2023:

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

Marketable securities — 40,707 — 40,707

Total $ 24,562 $ 40,707 $ — $ 65,269

Rabbi trust assets are classified as trading securities and are comprised of marketable debt and equity securities that are marked to fair value based on unadjusted quoted prices in active markets.

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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 29, 2023, September 30, 2022 and October 1, 2021 was:

Marketable securities are classified as available-for-sale, 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 effect of changes in the fair value of financial instruments on the Consolidated Statements of Operations for the years ended September 27, 2024, September 29, 2023 and September 30, 2022 was:

Location of income recognized in Statement of

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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.

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 September 29, 2023, the components of lease expense recognized in the accompanying Condensed Consolidated Statements of Operations were as follows:

As of September 27, 2024, the components of lease expense recognized in the accompanying Consolidated Statements of Operations were as follows:

Year ended Year ended Year ended

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

September 27, 2024 September 29, 2023 September 30, 2022

Operating lease costs $ 9,889 $ 9,819 $ 9,129

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Total lease cost $ 12,454 $ 12,483 $ 11,040

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.

Included in the amounts in the table above was rent expense to related parties of $ 1,255 , $ 1,255 and $ 1,209 , for the years ended September 27, 2024 September 29, 2023, and September 30, 2022, respectively.

As of September 27, 2024 and September 29, 2023, the Company did not have any finance leases.

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2027 226 6,184

2027 226 4,914

Thereafter — 29,754

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Changes in estimates related to prior years tax return filing ( 0.2 ) % ( 1.3 ) % ( 1.6 ) %

Goodwill impairment ( 7.3 ) % — % — %

Deferred tax asset - valuation allowance 3.5 % 1.7 % 1.6 %

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2035-2039 — — —

2040-2044 — 392 392

Total $ 1,880 $ 392 $ 2,272

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Ending balance $ 6,072 $ 6,096

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 total accrued interest and penalties with respect to income taxes was $ 2,014 and $ 1,913 for the years ended September 27, 2024 and September 29, 2023, respectively.

The Company’s liability for unrecognized tax benefits as of September 27, 2024 was $ 6,072 , and if recognized, $ 5,121 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.

Interest and penalties of $ 47 , $( 15 ) and $( 63 ) were recorded as a component of income tax expense in the accompanying Consolidated Statements of Operations during fiscal years 2023, 2022 and 2021, respectively.

Interest and penalties of $ 101 , $ 47 and $( 15 ) were recorded as a component of

income tax expense in the accompanying Consolidated Statements of Operations during fiscal years 2024, 2023 and 2022, respectively.

The Company’s policy is to remit earnings from foreign subsidiaries only to the extent the remittance does not result in an incremental U.S.

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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 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.

8 PREFERRED STOCK

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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.

The Company recognizes forfeitures of equity awards as incurred.

The Company recognized additional tax expense of $ 351 and $ 95 for 2024 and 2023, respectively, from the vesting of restricted stock and restricted stock units, and additional tax benefit of $ 98 for 2022.

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

The Company recognizes forfeitures of non-vested equity awards as incurred.

Non-Vested Stock

All shares of non-vested stock awarded by the Company have been granted at their fair market value on the date of grant and vest within five years after the grant date.

All outstanding shares of non-vested stock awarded by the Company have been granted at their fair market value on the date of grant and vest within five years after the grant date.

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.

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Shares Weighted Average

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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The tax benefit recognized during 2024, 2023 and 2022 related to stock based compensation was $ 410 , $ 390 and $ 295 , respectively.

Unrecognized compensation cost related to non-vested stock as of September 29, 2023 was $ 1,900 , which amount will be amortized to expense through November 2025 or adjusted for changes in future estimated or actual forfeitures.

Unrecognized compensation cost related to non-vested stock as of September 27, 2024 was

$ 1,552 , which amount will be amortized to expense through November 2027 or adjusted for changes in future estimated or actual forfeitures.

Restricted Stock Units

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Number of RSUs Weighted Average

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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The fair value of restricted stock units vested during 2024, 2023 and 2022 was approximately $ 1,171 , $ 2,247 and $ 3,240 , 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.

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.

Stock compensation (benefit) expense, net of forfeitures, related to restricted stock units was $( 503 ), $ 732 and $ 2,522 for the years ended September 27, 2024, September 29, 2023 and September 30, 2022, respectively.

The tax expense recognized during 2024 related to restricted stock unit based compensation was $ 43 , and the tax benefit was $ 462 and $ 242 , in 2023 and 2022, respectively.

Unrecognized compensation cost related to non-vested restricted stock units as of September 27, 2024 was $ 0 .

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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To the extent earned, awards are issued in shares of Company common stock after the end of the three year performance period.

Employee Stock Purchase Plan

Employees' Stock Purchase Plan

The 2009 Employees’ Stock Purchase Plan (the “Purchase Plan”) provides for the issuance of shares of Class A common stock at a purchase price of not less than 85 % of the fair market value of such shares on the date of grant or at the end of the offering period, whichever is lower.

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These transactions include product purchases, aviation services, office rental, and facility fees.

Total costs of these transactions were $ 1,473 , $ 1,425 and $ 1,243 for 2023, 2022 and 2021, respectively.

Total costs of these transactions

were $ 1,537 , $ 1,473 and $ 1,425 for 2024, 2023 and 2022, respectively.

Amounts due to/from related parties were immaterial at September 27, 2024 and September 29, 2023.

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

The right to returns asset is included in Other Current Assets and the accrued returns liability is included in Other Current Liabilities on the accompanying Consolidated Balance Sheets.

At September 27, 2024, the right to returns asset was $ 1,718 and the accrued returns liability was $ 4,052 .

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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 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.

During the years ended September 27, 2024, September 29, 2023, and September 30, 2022, combined sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $ 113,509 , $ 101,392 , and $ 97,174 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.

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 was recorded in Other (income) expense, net in the Company’s accompanying 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 .

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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!

brand of the Camping segment, which included 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.

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

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

1 unchanged sentence

inventory to a nonprofit organization.

The related costs in fiscal 2024 were insignificant.

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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Total $ 592,846 $ 663,844 $ 743,355

Operating profit (loss):

Operating (loss) profit:

Fishing $ ( 6,598 ) $ 41,325 $ 65,433

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Watercraft Recreation — —

$ 11,172 $ 11,160

Total assets (end of period):

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The following summarizes changes to valuation and qualifying accounts for 2024, 2023 and 2022:

Beginning of Year Additions Charged

Expenses Less Deductions Balance at End of

Beginning of Year Additions (Deductions) Charged

Less Deductions Balance at End of

Year Ended September 27, 2024

Allowance for doubtful accounts $ 1,037 $ 177 $ 307 $ 907

Allowance for credit losses

$ 907 $ 2,914 $ 278 $ 3,543

Reserves for inventory valuation 18,471 10,985 4,660 24,796

2 unchanged sentences

Year ended September 29, 2023

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

Allowance for credit losses

$ 1,037 $ 177 $ 307 $ 907

Reserves for inventory valuation 9,089 10,225 843 18,471

1 unchanged sentence

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

Year ended October 1, 2021

Allowance for doubtful accounts $ 2,697 $ 308 $ 511 $ 2,494

Year ended September 30, 2022

Allowance for credit losses

$ 2,494 $ 30 $ 1,487 $ 1,037

Reserves for inventory valuation 5,548 4,409 868 9,089

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Class B $ 0.38 $ 0.57 $ 0.21 $ 1.45 $ 0.16 $ 1.44 $ ( 3.35 ) $ ( 1.56 )

Due to changes in stock prices during the year and the timing of issuance of shares, the cumulative total of quarterly net income per share amounts may not equal the net income per share for the entire year.

Due to changes in stock prices during the year and the timing of issuance of shares, the cumulative total of quarterly net income (loss) per share amounts may not equal the net income (loss) per share for the entire year.

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