JOHNSON OUTDOORS INC 10-K

ITEM 9A. CONTROLS AND PROCEDURES (a) Evaluation of Disclosure Controls and Procedures The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934) designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that the information required to be disclosed by the Company in reports that it files or submits under the Securities Exchange Act of 1934 is accumulated and communicated to its management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. The Company carried out an evaluation as of September 27, 2024, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of September 27, 2024 at reaching a level of reasonable assurance. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. The Company has designed its disclosure controls and procedures to reach a level of reasonable assurance of achieving the desired control objectives. The report of management required under this Item 9A is included on page F-2 of the Company’s Consolidated Financial Statements attached to this Report under the heading “Management’s Report on Internal Control over Financial Reporting” and is incorporated herein by reference. (b) Changes in Internal Control over Financial Reporting There was no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) that occurred during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. (c) Attestation Report of Independent Registered Public Accounting Firm RSM US LLP, the independent registered public accounting firm who audited the Company’s consolidated financial statements, has issued an attestation report on the Company’s internal control over financial reporting, which is contained in the Company’s consolidated financial statements under the heading “Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting.” ITEM 9B. OTHER INFORMATION (b) Trading Plans During the three month period ended September 27, 2024, 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." ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTION Not Applicable. PART III 27 Table of Contents ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Information with respect to this item is incorporated herein by reference to the discussion under the headings “Proposal 1: Election of Directors,” “Executive Officers,” “Section 16(a) Reports,” "Directors Meetings and Committees - Nominating and Corporate Governance Committee” and “Audit Committee Matters – Audit Committee Financial Expert” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. Information regarding the Company’s Code of Business Ethics is incorporated herein by reference to the discussion under “Corporate Governance Matters – Employee Code of Conduct and Code of Ethics; Corporate Governance Guidelines; and Procedures for Reporting of Accounting Concerns” in the Company's Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. The Audit Committee of the Company’s Board of Directors is an “audit committee” for purposes of Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the Audit Committee are Edward F. 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. ITEM 11. EXECUTIVE COMPENSATION Information with respect to this item is incorporated herein by reference to the discussion under the headings “Directors Compensation” and “Executive Compensation” and “CEO Pay Relative to Median Pay of our Employees” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. The information incorporated by reference from “Report of the Compensation Committee” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS Information with respect to this item is incorporated herein by reference to the discussion under the heading “Stock Ownership of Management and Others” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. Equity Compensation Plan Information The following table summarizes share information, as of September 27, 2024, for the Company’s equity compensation plans, including the Johnson Outdoors Inc. 2012 Non-Employee Director Stock Ownership Plan, the Johnson Outdoors Inc. 2010 Long-Term Stock Incentive Plan, the Johnson Outdoors Inc. 2020 Long-Term Stock Incentive Plan and the Johnson Outdoors Inc. 2009 Employees' Stock Purchase Plan. All of these plans have been approved by the Company’s shareholders. 28 Table of Contents Plan Category Number of Common Shares to Be Issued Upon Exercise of Outstanding Options, Warrants and Rights Weighted-average Exercise Price of Outstanding Options, Warrants and Rights Number of Common Shares Available for Future Issuance Under Equity Compensation Plans 2020 Long-Term Stock Incentive Plan 84,192 (1) $ — 343,490 (2) 2010 Long-Term Stock Incentive Plan 3,357 (3) — 3,357 (3) 2012 Non-Employee Director Stock Ownership Plan 6,853 — — 2023 Non-Employee Director Stock Ownership Plan — — 58,343 2009 Employees' Stock Purchase Plan — — 68,390 Total All Plans 94,402 — 473,580 (1) Includes 84,192 performance stock unit awards at their target values. The ultimate amount of performance stock units that could vest can range from 0% to 150% of the target amount, or from 0 units to 126,288 units for all awards. (2) Includes 217,202 of future shares to be issued, as well as up to 126,288 shares of performance stock units that may be issued in shares of Class A Common Stock at the maximum earned level. (3) Includes 3,357 of previously issued shares for which vesting was deferred. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE Information with respect to this item is incorporated herein by reference to the discussion under the heading “Certain Relationships and Related Transactions” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. Information regarding director independence is incorporated by reference to the discussions under “Corporate Governance Matters-Director Independence” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES Information with respect to this item is incorporated herein by reference to the discussion under the heading “Audit Committee Matters – Fees of Independent Registered Public Accounting Firm” in the Company’s Proxy Statement for the 2025 Annual Meeting of Shareholders, which will be filed with the Securities and Exchange Commission on or before January 25, 2025. PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES The following documents are filed as a part of this report: Financial Statements Included in Item 8 of Part II of this report are the following: • Reports of Independent Registered Public Accounting Firm • 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 27, 2024, September 29, 2023 and September 30, 2022 29 Table of Contents • Consolidated Statements of Cash Flows – Years ended September 27, 2024, September 29, 2023 and September 30, 2022 • Notes to Consolidated Financial Statements Exhibits See Exhibit Index. 30 Table of Contents ITEM 16. FORM 10-K SUMMARY None. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Racine and State of Wisconsin, on the 11 th day of December 2024. JOHNSON OUTDOORS INC. (Registrant) By /s/ Helen P. Johnson-Leipold Helen P. Johnson-Leipold Chairman and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities indicated on the 11 th day of December 2024. /s/ Helen P. Johnson-Leipold Chairman and Chief Executive Officer and Director (Helen P. Johnson-Leipold) (Principal Executive Officer) /s/ John M. Fahey, Jr. Vice Chairman of the Board and Lead Outside Director (John M. Fahey, Jr.) /s/ Edward Stevens Director (Edward Stevens) /s/ Edward F. Lang Director (Edward F. Lang) /s/ Katherine Button Bell Director (Katherine Button Bell) /s/ Richard Sheahan Director (Richard (“Casey”) Sheahan) /s/ Jeffrey M. Stutz Director (Jeffrey M. Stutz) /s/ Annie Zipfel Director (Annie Zipfel) /s/ Paul G. Alexander Director (Paul G. Alexander) /s/ David W. Johnson Vice President and Chief Financial Officer (David W. Johnson) (Principal Financial and Accounting Officer) 31 Table of Contents EXHIBIT INDEX Exhibit Title 3.1 Articles of Incorporation of the Company as amended through February 17, 2000. (Filed as Exhibit 3.1(a) to the Company’s Form 10-Q for the quarter ended March 31, 2000 and incorporated herein by reference.) 3.2 Bylaws of the Company as amended and restated through December 6, 2010. (Filed as Exhibit 3.2 to the Company’s Form 10-K for the year ended October 1, 2010 and incorporated herein by reference.) 4.1 Description of Registrant's Securities (Filed as Exhibit 4.1 to the Company's Form 10-K for the year ended September 27, 2019 and incorporated herein by reference.) 9.1 Johnson Outdoors Inc. Class B common stock Amended and Restated Voting Trust Agreement, dated as of February 16, 2010 (Filed as Exhibit 2 to Amendment No. 14 to the Schedule 13D filed by Helen P. Johnson-Leipold on February 24, 2017 and incorporated herein by reference.) 10.1 Registration Rights Agreement regarding Johnson Outdoors Inc. common stock issued to the Johnson family prior to the acquisition of Johnson Diversified, Inc. (Filed as Exhibit 10.1 to the Company’s Form 10-K dated and filed with the Securities and Exchange Commission on December 8, 2017 and incorporated herein by reference.) 10.2 Registration Rights Agreement regarding Johnson Outdoors Inc. Class A common stock held by Mr. Samuel C. Johnson. (Filed as Exhibit 10.2 to the Company’s Form 10-K dated and filed with the Securities and Exchange Commission on December 8, 2017 and incorporated herein by reference.) 10.3 + Johnson Outdoors Inc. 2000 Long-Term Stock Incentive Plan. (Filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K dated July 29, 2005 and incorporated herein by reference.) 10.4 + Johnson Outdoors Inc. Worldwide Key Executives’ Discretionary Bonus Plan. (Filed as Appendix A to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 13, 2014 and incorporated herein by reference.) 10.5 + Johnson Outdoors Inc. 2003 Non-Employee Director Stock Ownership Plan. (Filed as Exhibit 10.2 to the Company’s Form 10-Q dated April 2, 2004 and incorporated herein by reference.) 10.6 + Form of Restricted Stock Agreement under Johnson Outdoors Inc. 2003 Non-Employee Director Stock Ownership Plan. (Filed as Exhibit 4.2 to the Company’s Form S-8 Registration Statement No. 333-115298 and incorporated herein by reference.) 10.7 + Form of Stock Option Agreement under Johnson Outdoors Inc. 2003 Non-Employee Director Stock Ownership Plan. (Filed as Exhibit 4.3 to the Company’s Form S-8 Registration Statement No. 333-115298 and incorporated herein by reference.) 10.8 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 99.1 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on November 20, 2017). 10.9 + Johnson Outdoors Inc. 2009 Employees’ Stock Purchase Plan. (Filed as Exhibit 99.2 to the current report on Form 8-K dated and filed with the Securities and Exchange Commission on March 8, 2010.) 32 Table of Contents 10.10 + Johnson Outdoors Inc. 2010 Long Term Stock Incentive Plan. (Filed as Appendix A to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 15, 2015 and incorporated herein by reference.) 10.11 + Johnson Outdoors Inc. 2012 Non-Employee Director Stock Ownership Plan. (Filed as Appendix A to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 13, 2017 and incorporated herein by reference.) 10.12 + Form of Restricted Stock Unit Agreement under Johnson Outdoors Inc. 2012 Non-Employee Director Stock Ownership Plan. (Filed as Exhibit 10.31 to the annual report on Form 10-K dated and filed with the Securities and Exchange Commission on December 5, 2014.) 10.13 + Form of Restricted Stock Unit Agreement (Performance Based) under Johnson Outdoors Inc. 2010 Long Term Stock Incentive Plan. (Filed as Exhibit 10.32 to the annual report on Form 10-K dated and filed with the Securities and Exchange Commission on December 7, 2015.) 10.14 + Form of Restricted Stock Agreement under Johnson Outdoors Inc. 2012 Non-Employee Director Stock Ownership Plan. (Filed as Exhibit 10.14 to the annual report on Form 10-K dated and filed with the Securities and Exchange Commission on December 7, 2018.) 10.15 + Johnson Outdoors Inc. 2020 Long Term Stock Incentive Plan. (Filed as Appendix A to the Company’s Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on January 10, 2020 and incorporated herein by reference.) 10.16 + Form of Restricted Stock Unit Agreement (Performance Based) under Johnson Outdoors Inc. 2020 Long Term Stock Incentive Plan. (Filed as Exhibit 99.2 to the registration statement on Form S-8 dated and filed with the Securities and Exchange Commission on May 5, 2020 and incorporated herein by reference.) 10.17 + Form of Restricted Stock Agreement under Johnson Outdoors Inc. 2020 Long Term Stock Incentive Plan. (Filed as Exhibit 99.3 to the registration statement on Form S-8 dated and filed with the Securities and Exchange Commission on May 5, 2020 and incorporated herein by reference.) 10.18 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). 19 Johnson Outdoors Inc. Insider Trading Policy. 21 Subsidiaries of the Company as of September 27, 2024 23 Consent of Independent Registered Public Accounting Firm. 31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a). 31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a). 32.1 Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350. (1) 97 + Johnson Outdoors Inc. Incentive Compensation Recovery Policy, as amended and restated effective as of June 1, 2023. 33 Table of Contents 101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended September 27, 2024 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith: (i) Consolidated Statements of Operations; (ii) Consolidated Statements of Comprehensive Income (Loss), (iii) Consolidated Balance Sheets; (iv) Consolidated Statements of Shareholders’ Equity; (v) Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements. XBRL Instance Document - the XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 104 The cover page from the Company's Annual Report on Form 10-K for the year ended September 27, 2024 has been formatted in Inline XBRL (included in Exhibit 101). + A management contract or compensatory plan or arrangement. (1) This certification is not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. 34 Table of Contents CONSOLIDATED FINANCIAL STATEMENTS Table of Contents Page Management’s Report on Internal Control over Financial Reporting F- 2 Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting F- 3 Report of Independent Registered Public Accounting Firm (PCAOB ID: 49 ) F- 4 Consolidated Statements of Operations F- 6 Consolidated Statements of Comprehensive Income (Loss) F- 7 Consolidated Balance Sheets F- 8 Consolidated Statements of Shareholders’ Equity F- 9 Consolidated Statements of Cash Flows F- 10 Notes to Consolidated Financial Statements F- 11 Table of Contents MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING The management of Johnson Outdoors Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Securities Exchange Act of 1934. The Company’s internal control over financial reporting is designed to provide reasonable assurance to the Company’s management and board of directors regarding the preparation and fair presentation of published financial statements. The Company’s internal control over financial reporting includes those policies and procedures that: (a) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (b) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (c) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Management assessed the effectiveness of the Company’s internal control over financial reporting as of September 27, 2024. In making this assessment, management used the criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in 2013. Based on our assessment, management believes that, as of September 27, 2024, the Company’s internal control over financial reporting was effective based on those criteria. /s/ Helen P. Johnson-Leipold /s/ David W. Johnson Chairman and Chief Executive Officer Vice President and Chief Financial Officer F-2 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Shareholders and the Board of Directors Johnson Outdoors Inc. Opinion on the Internal Control Over Financial Reporting We have audited Johnson Outdoors Inc.'s (the Company) internal control over financial reporting as of September 27, 2024, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 27, 2024, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements of the Company and our report dated December 11, 2024 expressed an unqualified opinion. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ RSM US LLP Milwaukee, Wisconsin December 11, 2024 F-3 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the 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 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. 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 27, 2024, 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 11, 2024 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. 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. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters 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 As described within Notes 1 and 15 to the consolidated financial statements, the consolidated inventory balance as of September 27, 2024 was $234,584,000, net of $24,796,000 in reserves, of which a significant portion relates to the Fishing segment. The Company values inventory at the lower of cost (determined using the first-in, first-out method) or net realizable value. Management develops assumptions when estimating the inventory reserves based on expected future demand, market conditions, and industry conditions. We identified the value of the obsolete and excess inventory related to the Fishing segment as a critical audit matter as there was a high degree of auditor judgment and increased audit effort when performing audit procedures given the subjective nature of the significant assumptions utilized by management. Our audit procedures related to the Company’s evaluation of the obsolete and excess inventory reserve for the Fishing segment include the following primary procedures, among others: • We obtained an understanding of the relevant controls related to the obsolete and excess inventory and tested such controls for design and operating effectiveness. F-4 Table of Contents • 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 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. /s/ RSM US LLP Milwaukee, Wisconsin December 11, 2024 F-5 Table of Contents CONSOLIDATED STATEMENTS OF OPERATIONS Year Ended (thousands, except per share data) September 27 2024 September 29 2023 September 30 2022 Net sales $ 592,846 $ 663,844 $ 743,355 Cost of sales 391,866 419,757 472,023 Gross profit 200,980 244,087 271,332 Operating expenses: Marketing and selling 144,564 144,446 133,891 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 (loss) profit ( 43,522 ) 11,740 66,310 Interest income ( 4,844 ) ( 4,543 ) ( 807 ) Interest expense 152 152 153 Other (income) expense, net ( 8,968 ) ( 9,693 ) 8,076 (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: Class A 9,013 8,968 8,913 Class B 1,208 1,208 1,208 Dilutive stock options and restricted stock units — 19 30 Weighted average common shares - Dilutive 10,221 10,195 10,151 Net (loss) income per common share - Basic: Class A $ ( 2.60 ) $ 1.93 $ 4.42 Class B $ ( 2.60 ) $ 1.75 $ 4.02 Net (loss) income per common share - Diluted: Class A $ ( 2.60 ) $ 1.90 $ 4.37 Class B $ ( 2.60 ) $ 1.90 $ 4.37 Dividends declared per common share: Class A $ 1.32 $ 1.26 $ 1.21 Class B $ 1.20 $ 1.15 $ 1.10 The accompanying notes are an integral part of the Consolidated Financial Statements. F-6 Table of Contents CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) Year Ended (thousands, except per share data) September 27 2024 September 29 2023 September 30 2022 Net (loss) income $ ( 26,533 ) $ 19,534 $ 44,491 Other comprehensive income (loss): Foreign currency translation 2,475 2,790 ( 6,815 ) Unrealized loss on available-for-sale securities, net of tax 138 ( 121 ) — Change in pension plans, net of tax 28 34 49 Total other comprehensive income (loss) 2,641 2,703 ( 6,766 ) Total comprehensive (loss) income $ ( 23,892 ) $ 22,237 $ 37,725 The accompanying notes are an integral part of the Consolidated Financial Statements. F-7 Table of Contents CONSOLIDATED BALANCE SHEETS (thousands, except share data) September 27 2024 September 29 2023 ASSETS Current assets: Cash and cash equivalents $ 145,498 $ 111,854 Short-term investments 16,541 26,764 Accounts receivable, net 40,649 43,159 Inventories 209,788 261,474 Other current assets 16,252 15,405 Total current assets 428,728 458,656 Investments — 13,943 Property, plant and equipment, net of accumulated depreciation of $ 192,890 and $ 177,426 , respectively 96,922 94,353 Right of use assets 47,547 50,746 Deferred income taxes 23,420 18,352 Goodwill — 11,172 Other intangible assets, net 8,320 8,472 Other assets 30,275 25,912 Total assets $ 635,212 $ 681,606 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable 36,077 42,744 Current lease liability 7,528 7,009 Accrued liabilities: Salaries, wages and benefits 12,408 16,741 Accrued warranty 10,211 11,741 Income taxes payable 2,109 4,252 Accrued discounts and returns 7,430 8,176 Accrued customer programs 4,200 3,774 Other 10,481 9,569 Total current liabilities 90,444 104,006 Non-current lease liability 41,806 45,335 Deferred income taxes 1,913 1,838 Retirement benefits 1,645 1,588 Deferred compensation liability 29,092 24,607 Other liabilities 6,888 4,495 Total liabilities 171,788 181,869 Shareholders' equity: Preferred stock: no ne issued — — Common stock: Class A shares issued and outstanding: 9,093,978 and 9,043,189 , respectively 456 453 Class B shares issued and outstanding: 1,207,760 and 1,207,760 , respectively 61 61 Capital in excess of par value 90,146 88,234 Retained earnings 369,592 409,574 Accumulated other comprehensive income 5,964 3,323 Treasury stock at cost, shares of Class A common stock: 42,654 and 25,342 , respectively ( 2,795 ) ( 1,908 ) Total shareholders' equity 463,424 499,737 Total liabilities and shareholders' equity $ 635,212 $ 681,606 The accompanying notes are an integral part of the Consolidated Financial Statements. F-8 Table of Contents CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (thousands except for shares) Shares Common Stock Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive Income (Loss) Treasury Stock BALANCE AT OCTOBER 1, 2021 10,127,200 $ 509 $ 82,899 $ 370,501 $ 7,386 $ ( 2,790 ) Net income — — — 44,491 — — 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 — — — — 49 — Non-vested stock forfeitures ( 2,040 ) — 150 — — ( 150 ) Purchase of treasury stock at cost ( 5,089 ) — — — — ( 506 ) BALANCE AT SEPTEMBER 30, 2022 10,192,051 512 87,351 402,821 620 ( 3,290 ) Net income — — — 19,534 — — Dividends declared — — — ( 12,781 ) — — Issuance of stock under employee stock purchase plan 5,401 — 266 — — 460 Award of non-vested shares 71,742 2 ( 2,586 ) — — 2,123 Stock-based compensation — — 2,446 — — — B to A conversion — — ( 2 ) — — 2 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 — Non-vested stock forfeitures ( 10,632 ) — 759 — — ( 759 ) Purchase of treasury stock at cost ( 7,613 ) — — — — ( 444 ) BALANCE AT SEPTEMBER 29, 2023 10,250,949 514 88,234 409,574 3,323 ( 1,908 ) Net loss — — — ( 26,533 ) — — Dividends declared — — — ( 13,449 ) — — Issuance of stock under employee stock purchase plan 4,937 — 172 — — — Award of non-vested shares 63,164 3 ( 3 ) — — — Stock-based compensation — — 1,292 — — — Currency translation adjustment — — — — 2,475 — Unrealized gain (loss) on available-for-sale securities, net of tax — — — — 138 — Change in pension plans, net of tax — — — — 28 — Non-vested stock forfeitures ( 7,237 ) — 451 — — ( 451 ) Purchase of treasury stock at cost ( 10,075 ) — — — — ( 436 ) BALANCE AT SEPTEMBER 27, 2024 10,301,738 $ 517 $ 90,146 $ 369,592 $ 5,964 $ ( 2,795 ) The accompanying notes are an integral part of the Consolidated Financial Statements. F-9 Table of Contents CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended (thousands) September 27 2024 September 29 2023 September 30 2022 CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES Net (loss) income $ ( 26,533 ) $ 19,534 $ 44,491 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 19,269 16,005 13,973 Amortization of intangible assets 339 290 261 Amortization of deferred financing costs 35 35 35 (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 credit losses 2,914 177 30 Provision for inventory reserves 10,985 10,225 4,409 Deferred income taxes ( 5,094 ) ( 6,925 ) 1,848 Change in operating assets and liabilities: Accounts receivable, net ( 272 ) 48,292 ( 22,028 ) Inventories, net 42,110 ( 28,381 ) ( 89,259 ) Accounts payable and accrued liabilities ( 14,657 ) ( 10,800 ) ( 21,722 ) Other current assets ( 806 ) ( 5,444 ) 2,831 Other non-current assets 119 130 67 Other long-term liabilities 2,371 2,634 ( 2,393 ) Other, net ( 387 ) ( 95 ) 1,094 40,984 41,713 ( 62,144 ) 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 ) Proceeds from sale of productive assets 2,245 14,990 12 5,034 ( 48,374 ) ( 31,678 ) CASH USED FOR FINANCING ACTIVITIES Common stock transactions 172 266 332 Dividends paid ( 13,431 ) ( 12,554 ) ( 12,056 ) Purchases of treasury stock ( 436 ) ( 444 ) ( 509 ) ( 13,695 ) ( 12,732 ) ( 12,233 ) Effect of foreign currency rate changes on cash 1,321 1,444 ( 4,590 ) Increase (decrease) in cash and cash equivalents 33,644 ( 17,949 ) ( 110,645 ) CASH AND CASH EQUIVALENTS Beginning of period 111,854 129,803 240,448 End of period $ 145,498 $ 111,854 $ 129,803 Supplemental Disclosure: Accrued dividends $ 18 $ 227 $ 115 Non-cash treasury activity 451 938 9 Cash paid for taxes 2,065 17,129 19,086 Cash paid for interest 115 114 113 The accompanying notes are an integral part of the Consolidated Financial Statements. F-10 Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 27, 2024 (IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS) 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Johnson Outdoors Inc. (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 The consolidated financial statements include the accounts of Johnson Outdoors Inc. and all majority owned subsidiaries and are stated in conformity with U.S. generally accepted accounting principles. Intercompany accounts and transactions have been eliminated upon consolidation. Use of Estimates The preparation of financial statements requires management to make estimates and assumptions that impact the reported amounts of assets, liabilities and operating results and the disclosure of commitments and contingent liabilities. Actual results could differ significantly from those estimates. Fiscal Year The Company’s fiscal year ends on the Friday nearest September 30. 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 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. The Company has not experienced any losses and does not believe that significant credit risk exists as a result of this practice. As of September 27, 2024, the Company held approximately $ 62,134 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 27, 2024, 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. 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: Amortized Cost Fair Value Gross unrealized gains Gross unrealized losses Fixed rate US Government Bonds $ 7,493 $ 7,496 $ 3 $ — Fixed rate Canadian Government Bonds $ 9,025 $ 9,045 $ 20 $ — Total $ 16,518 $ 16,541 $ 23 $ — F-11 Table of Contents 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: $ 16,541 within one year, classified as Short-Term Investments on the Consolidated Balance Sheets, and $ 0 greater than one year, but less than five years, classified as Investments under non-current assets on the Consolidated Balance Sheets. Accounts Receivable 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 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. Inventories The Company values inventory at the lower of cost (determined using the first-in first-out method) or net realizable value. Management’s judgment is required to determine the reserve for obsolete or excess inventory. Inventory on hand may exceed future demand either because the product is outdated or because the amount on hand is more than will be used to meet future needs. Inventory reserves are estimated by the individual operating companies using standard quantitative measures based on criteria established by the Company. The Company also considers current forecast plans, as well as market and industry conditions in establishing reserve levels. Though the Company considers these reserve balances to be adequate, changes in economic conditions, customer inventory levels or competitive conditions could have a favorable or unfavorable effect on required reserve balances. Inventories at the end of the respective fiscal years consisted of the following: September 27 2024 September 29 2023 Raw materials $ 103,780 $ 114,467 Finished goods 106,008 147,007 $ 209,788 $ 261,474 Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation of property, plant and equipment is determined by straight-line methods over the following estimated useful lives: F-12 Table of Contents Property improvements 5 - 20 years Buildings and improvements 20 - 40 years Furniture and fixtures, equipment and computer software 3 - 10 years Upon retirement or disposition of any of the foregoing types of assets, cost and the related accumulated depreciation are removed from the applicable account and any resulting gain or loss is recognized in the statements of operations. Property, plant and equipment at the end of the respective years consisted of the following: 2024 2023 Property improvements $ 330 $ 380 Buildings and improvements 36,135 35,877 Furniture and fixtures, equipment and computer software 253,347 235,522 289,812 271,779 Less accumulated depreciation 192,890 177,426 $ 96,922 $ 94,353 Goodwill 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. The changes in the carrying amount and the composition of the Company's goodwill for fiscal 2024 and 2023 were as follows: F-13 Table of Contents Fishing Camping Watercraft Diving Total Balance at September 30, 2022 Goodwill $ 17,389 $ 7,038 $ 6,242 $ 33,078 $ 63,747 Accumulated impairment losses ( 6,229 ) ( 7,038 ) ( 6,242 ) ( 33,078 ) ( 52,587 ) 11,160 — — — 11,160 Currency translation 12 — — — 12 Balance at September 29, 2023 Goodwill 17,401 7,038 6,242 33,078 63,759 Accumulated impairment losses ( 6,229 ) ( 7,038 ) ( 6,242 ) ( 33,078 ) ( 52,587 ) 11,172 — — — 11,172 Currency translation 1 — — — 1 Impairment loss ( 11,173 ) — — — ( 11,173 ) Balance at September 27, 2024 Goodwill 17,402 7,038 6,242 33,078 63,760 Accumulated impairment losses ( 17,402 ) ( 7,038 ) ( 6,242 ) ( 33,078 ) ( 63,760 ) $ — $ — $ — $ — $ — Other Intangible Assets Indefinite-lived intangible assets are also tested for impairment annually and, if certain events or circumstances indicate that an impairment loss may have been incurred, on an interim basis. There were no impairment losses recognized in fiscal 2024, 2023 or 2022. Intangible assets with definite lives are stated at cost less accumulated amortization. Amortization is computed using the straight-line method over periods ranging from 4 to 15 years. 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 $ 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: 2024 2023 Gross Intangible Accumulated Amortization Net Gross Intangible Accumulated Amortization Net Amortized other intangible assets: Patents and trademarks $ 4,111 $ ( 4,107 ) $ 4 $ 4,045 $ ( 4,041 ) $ 4 Other amortizable intangibles 12,597 ( 11,306 ) 1,291 12,769 ( 11,326 ) 1,443 Non-amortized trademarks 7,025 — 7,025 7,025 — 7,025 $ 23,733 $ ( 15,413 ) $ 8,320 $ 23,839 $ ( 15,367 ) $ 8,472 Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in business circumstances, such as unplanned negative cash flow, indicate that the carrying amount of these assets may not be fully recoverable. In such an event, the carrying amount of the asset group is compared to the future undiscounted cash flows expected to be generated by the asset group to determine if impairment exists on these assets. 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 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. F-14 Table of Contents Warranties The Company provides for warranties of certain products as they are sold. Warranty reserves are estimated using standard quantitative measures based on criteria established by the Company. Estimates of costs to service its warranty obligations are based on historical experience, expectation of future conditions and known product issues. The following table summarizes the warranty activity for the three years in the period ended September 27, 2024. Balance at October 1, 2021 $ 14,073 Expense accruals for warranties issued during the period 4,563 Less current period warranty claims paid 8,997 Balance at September 30, 2022 $ 9,639 Expense accruals for warranties issued during the period 11,330 Less current period warranty claims paid 9,228 Balance at September 29, 2023 $ 11,741 Expense accruals for warranties issued during the period 8,758 Less current period warranty claims paid 10,288 Balance at September 27, 2024 $ 10,211 Accumulated Other Comprehensive Income The components of Accumulated other comprehensive income ("AOCI") on the accompanying Consolidated Balance Sheets as of the end of fiscal year 2024, 2023 and 2022 were as follows: 2024 2023 2022 Pre-Tax Amount Tax Effect Net of Tax Effect Pre-Tax Amount Tax Effect Net of Tax Effect Pre-Tax Amount Tax Effect Net of Tax Effect Foreign currency translation adjustment $ 6,056 $ — $ 6,056 $ 3,581 $ — $ 3,581 $ 791 $ — $ 791 Unrealized loss on available-for-sale securities 23 ( 6 ) 17 ( 163 ) 42 ( 121 ) — — — Unamortized loss on pension plans ( 237 ) 128 ( 109 ) ( 276 ) 139 ( 137 ) ( 321 ) 150 ( 171 ) 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 27, 2024, September 29, 2023, and September 30, 2022 were as follows: 2024 2023 2022 Statement of Operations Presentation Unamortized loss on defined benefit pension plans Amortization of loss $ 39 $ 45 $ 45 Cost of sales / Operating expense Tax effects ( 11 ) ( 11 ) ( 11 ) Income tax expense Total reclassifications for the period $ 28 $ 34 $ 34 F-15 Table of Contents The changes in AOCI by component, net of tax, for the year ended September 27, 2024 were as follows: Foreign Currency Translation Adjustment Unrealized gain (loss) on available-for-sale securities Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at September 29, 2023 $ 3,581 $ ( 121 ) $ ( 137 ) $ 3,323 Other comprehensive income before reclassifications 2,475 186 — 2,661 Amounts reclassified from accumulated other comprehensive income — — 39 39 Tax effects — ( 48 ) ( 11 ) ( 59 ) Balance at September 27, 2024 $ 6,056 $ 17 $ ( 109 ) $ 5,964 The changes in AOCI by component, net of tax, for the year ended September 29, 2023 were as follows: Foreign Currency Translation Adjustment Unrealized gain (loss) on available-for-sale securities Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at September 30, 2022 $ 791 $ — $ ( 171 ) $ 620 Other comprehensive income before reclassifications 2,790 ( 163 ) — 2,627 Amounts reclassified from accumulated other comprehensive income — — 45 45 Tax effects — 42 ( 11 ) 31 Balance at September 29, 2023 $ 3,581 $ ( 121 ) $ ( 137 ) $ 3,323 Earnings per Share (“EPS”) Net income or loss per share of Class A common stock and Class B common stock is computed using the two-class method. Grants of restricted stock (whether vested or unvested) which receive non-forfeitable dividends are required to be included as part of the basic weighted average share calculation under the two-class method. Holders of Class A common stock are entitled to cash dividends equal to 110 % of all dividends declared and paid on each share of Class B common stock. The Company grants shares of unvested restricted stock in the form of Class A shares, which carry the same distribution rights as the Class A common stock described above. As such, the undistributed earnings for each period are allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive. Basic EPS Basic net income or loss per share is computed by dividing net income or loss allocated to Class A common stock and Class B common stock by the weighted-average number of shares of Class A common stock and Class B common stock outstanding, respectively. In periods with cumulative year to date net income and undistributed income, the undistributed income for each period is allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive. 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 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 EPS 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 F-16 Table of Contents 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 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 (loss) income $ ( 26,533 ) $ 19,534 $ 44,491 Less: 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: Class A 9,013 8,968 8,913 Class B 1,208 1,208 1,208 Dilutive stock options and restricted stock units — 19 30 Weighted average common shares - Dilutive 10,221 10,195 10,151 Net (loss) income per common share – Basic: Class A $ ( 2.60 ) $ 1.93 $ 4.42 Class B $ ( 2.60 ) $ 1.75 $ 4.02 Net (loss) income per common share – Diluted: Class A $ ( 2.60 ) $ 1.90 $ 4.37 Class B $ ( 2.60 ) $ 1.90 $ 4.37 Stock-Based Compensation Stock-based compensation cost is recorded for all awards of non-vested stock and restricted stock units based on their grant-date fair value. Stock-based compensation expense is recognized on a straight-line basis over the vesting period of each award. See Note 10 of these Notes to Consolidated Financial Statements for information regarding the Company’s stock-based incentive plans, including non-vested stock, restricted stock units and employee stock purchase plans. Income Taxes The Company provides for income taxes currently payable and deferred income taxes resulting from temporary differences between financial statement income/loss and taxable income/loss. Accrued interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. Deferred income tax assets and liabilities are determined based on the difference between the amounts reported in the financial statements and the tax basis of assets and liabilities, using enacted tax rates in effect in the years in which the differences are expected to reverse. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. A valuation allowance is established if it is more likely than not that some portion or all of a deferred income tax asset will not be realized. See Note 6 of these Notes to Consolidated Financial Statements for further discussion. Employee Benefits F-17 Table of Contents The Company and certain of its subsidiaries have various retirement and profit sharing plans. The Company does not have any significant foreign retirement plans. Retirement costs are funded at least annually. See Note 7 of these Notes to Consolidated Financial Statements for additional discussion. Foreign Operations and Related Derivative Financial Instruments The functional currencies of the Company’s foreign operations are the local currencies. Accordingly, assets and liabilities of foreign operations are translated into U.S. dollars at the rate of exchange existing at the end of the year. Results of operations are translated at monthly average exchange rates. Adjustments resulting from the translation of foreign currency financial statements are classified as “Accumulated other comprehensive income (loss),” a separate component of Shareholders’ equity. Currency gains and losses are recognized when assets and liabilities of foreign operations, denominated in other than their local currency, are converted into the local currency of the entity. 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 $ 385 , $ 114 and $ 174 in 2024, 2023, and 2022, 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 27, 2024 were denominated in currencies other than the U.S. dollar. 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. The Company did not use foreign currency forward contracts in 2024, 2023 or 2022. The Company does not enter into foreign exchange contracts for trading or speculative purposes. Advertising & Promotions The Company expenses substantially all costs related to the production of advertising the first time the advertising takes place. Cooperative promotional arrangements are accrued as related revenue is earned. Advertising and promotions expense in 2024, 2023 and 2022 totaled $ 44,732 , $ 35,503 and $ 30,574 , respectively. These charges are included in “Marketing and selling expenses.” Capitalized advertising costs, included in Other current assets, totaled $ 413 and $ 780 at September 27, 2024 and September 29, 2023, respectively, and primarily included catalogs and costs of advertising which have not yet run for the first time. Shipping and Handling Costs Shipping and handling fees billed to customers are included in “Net sales.” Shipping and handling costs are included in “Marketing and selling expenses” and totaled $ 13,196 , $ 15,519 and $ 17,923 for 2024, 2023 and 2022, respectively. Research and Development 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 $ 66,909 , less accumulated amortization of $ 41,284 , at September 27, 2024 and $ 64,390 , less accumulated amortization of $ 37,934 , at September 29, 2023. These costs are amortized over the expected life of the software of three to seven years . Amortization expense related to capitalized software in 2024, 2023 and 2022 was $ 3,350 , $ 4,062 and $ 3,444 , respectively, and is included in depreciation expense on plant, property and equipment. Fair Values The carrying amounts of cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximated fair value at September 27, 2024 and September 29, 2023 due to the short maturities of these instruments. During 2024, 2023 and 2022, 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. When indicators of impairment are present, the Company may be required to value certain long-lived assets such as property, plant, and equipment, and other intangibles at fair value. F-18 Table of Contents Valuation Techniques Rabbi Trust Assets Rabbi trust assets, used to fund amounts the Company owes to certain officers and other employees under the Company’s non-qualified deferred compensation plan, are included in “Other assets,” and are classified as trading securities. 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 In assessing the recoverability of the Company’s goodwill and other intangible assets, the Company estimates the future discounted cash flows of the business segments to which the goodwill relates. When estimated future discounted cash flows are less than the carrying value of the net assets and related goodwill, an impairment charge is recognized based on the excess of the carrying amount over the fair value. In determining estimated future cash flows, the Company makes assumptions regarding anticipated financial position, future earnings and other factors to determine the fair value of the respective assets. See Note 4 of these Notes to Consolidated Financial Statements for disclosures regarding fair value measurements. New Accounting Pronouncements 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. 33-11275: 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. F-19 Table of Contents 2 INDEBTEDNESS The Company had no outstanding debt at September 27, 2024 or September 29, 2023. Revolvers 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. ("the Lending Group"). This credit facility consists of a $ 75 million Revolving Credit Facility among the Company, certain of the Company's subsidiaries, PNC Bank National Association, as lender and as administrative agent, and the other lender named therein (the "Credit Agreement" or "Revolver"). The Revolver provides for borrowing of up to an aggregate principal amount not to exceed $ 75,000 with a $ 50,000 accordion feature that gives the Company the option to increase the maximum financing availability (i.e., an aggregate borrowing amount of $ 125,000 ) subject to the conditions of the Credit Agreement and subject to the approval of the lenders. On July 15, 2021, the Company entered into a First Amendment to this credit facility that extended its expiration date from November 15, 2022, to July 15, 2026. Other key provisions of the credit facility remained as outlined above and the description herein is qualified in its entirety by the terms and conditions of the original Debt Agreement (a copy of which was filed as Exhibit 99.1 to the current report 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 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 6.0 % at September 27, 2024 and 6.4 % at September 29, 2023. 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 $ 67 and $ 67 at September 27, 2024 and September 29, 2023, respectively. The Company had no other unsecured lines of credit as of September 27, 2024 or September 29, 2023. Under the Company’s Credit Agreement, a change in control of the Company would constitute an event of default. A change in control would be deemed to have occurred if, among other events described in the terms of the Credit Agreement, a person or group other than the Company’s Chief Executive Officer, Helen P. Johnson-Leipold, members of her family and related entities (hereinafter the Johnson Family) became or obtained rights as a beneficial owner (as interpreted under the Securities Exchange Act of 1934) of a certain minimum percentage of the outstanding capital stock of the Company. 3 DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The following disclosures describe the Company’s objectives in using derivative instruments, the business purpose or context for using derivative instruments, and how the Company believes the use of derivative instruments helps achieve the stated objectives. In addition, the following disclosures describe the effects of the Company’s use of derivative instruments and hedging activities on its financial statements. See Note 4 of these Notes to Consolidated Financial Statements for disclosures regarding the fair value and effects of changes in the fair value of derivative instruments. Foreign Exchange Risk The Company has significant foreign operations, for which the functional currencies are denominated primarily in euros, Swiss francs, Hong Kong dollars and Canadian dollars. As the values of the currencies of the foreign countries in which the Company has operations increase or decrease relative to the U.S. dollar, the sales, expenses, profits, losses, assets and liabilities of the Company’s foreign operations, as reported in the Company’s consolidated financial statements, increase or decrease, accordingly. Approximately 14 % of the Company’s revenues for the fiscal year ended September 27, 2024 were denominated in currencies other than the U.S. dollar. Approximately 6 % were denominated in euros and approximately 6 % were denominated in Canadian dollars, with the remaining 2 % denominated in various other foreign currencies. Changes in foreign currency exchange rates can cause unexpected financial losses or cash flow needs. F-20 Table of Contents The Company may mitigate the impact on its operating results of a portion of the fluctuations in certain foreign currencies through the use of foreign currency forward contracts. Foreign currency forward contracts enable the Company to lock in the foreign currency exchange rate for a fixed amount of currency to be paid or received on a specified date in the future. 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 27, 2024 and September 29, 2023, the Company held no foreign currency forward contracts. Interest Rate Risk As of September 27, 2024 and September 29, 2023, the Company held no interest rate swap contracts. 4 FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable. • Level 1 - Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. • Level 2 - Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily-available pricing sources for comparable instruments. • Level 3 - Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The following table summarizes the Company’s financial assets measured at fair value as of September 27, 2024: Level 1 Level 2 Level 3 Total Assets: 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: Level 1 Level 2 Level 3 Total Assets: 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. The rabbi trust assets are owed by the Company to certain officers and other employees under the Company’s non-qualified deferred compensation plan. These assets are included in "Other assets" in the Company's Consolidated Balance Sheets, and the mark-to-market adjustments on the assets are recorded in “Other income, net” in the accompanying Consolidated Statements of Operations. The offsetting deferred compensation liability is also reported at fair value and is included in “Deferred compensation liability” in the Company’s Consolidated Balance Sheets. Changes in the liability are recorded in "Administrative management, finance and information systems" expense in the accompanying Consolidated Statements of Operations. F-21 Table of Contents 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 Operations 2024 2023 2022 Rabbi trust assets Other (income) expense, net $ ( 6,669 ) $ ( 2,862 ) $ 6,424 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 2024, 2023, or 2022. 5 LEASES 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 27, 2024, the Company had approximately 200 leases, with remaining terms ranging from less than one year to 16 years. Some of the leases contain variable payment terms, such as payments based on fluctuations in the Consumer Price Index (CPI). 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 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. 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 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 27, 2024 September 29, 2023 September 30, 2022 Lease Cost Operating lease costs $ 9,889 $ 9,819 $ 9,129 Short-term lease costs 2,393 2,493 1,739 Variable leases costs 172 171 172 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 , $ 1,255 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. 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 27, 2024. As of September 27, 2024, the Company did not have any significant operating lease commitments that have not yet commenced. Supplemental balance sheet, cash flow, and other information related to operating leases was as follows: F-22 Table of Contents Year ended Year ended September 27, 2024 September 29, 2023 Operating leases: Operating lease ROU assets $ 47,547 $ 50,746 Current operating leases liabilities 7,528 7,009 Non-current operating lease liabilities 41,806 45,335 Total operating lease liabilities $ 49,334 $ 52,344 Weighted average remaining lease term (in years) 11.15 11.96 Weighted average discount rate 3.21 % 3.21 % Cash paid for amounts included in the measurement of lease liabilities $ 9,194 $ 8,858 ROU assets obtained in exchange for lease liabilities $ 3,906 $ 3,686 Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at September 27, 2024 were as follows: Year Related parties included in total Total 2025 $ 1,308 $ 9,382 2026 1,348 7,874 2027 226 6,184 2028 — 4,230 2029 — 3,414 Thereafter — 29,754 Total undiscounted lease payments 2,882 60,838 Less: Imputed interest ( 49 ) ( 11,504 ) Total net lease liability $ 2,833 $ 49,334 6 INCOME TAXES The U.S. and foreign income before income taxes for the respective years consisted of the following: 2024 2023 2022 United States $ ( 32,560 ) $ 16,070 $ 51,229 Foreign 2,698 9,754 7,659 $ ( 29,862 ) $ 25,824 $ 58,888 Income tax expense for the respective years consisted of the following: F-23 Table of Contents 2024 2023 2022 Current: Federal $ 159 $ 7,631 $ 8,798 State 40 2,267 834 Foreign 1,618 3,286 2,922 Deferred ( 5,146 ) ( 6,894 ) 1,843 $ ( 3,329 ) $ 6,290 $ 14,397 The tax effects of temporary differences that give rise to deferred tax assets and deferred tax liabilities at the end of the respective years are presented below: 2024 2023 Deferred tax assets: Inventories $ 6,126 $ 4,628 Compensation 4,386 6,954 Lease liabilities 10,746 12,956 Tax credit carryforwards 2,272 2,116 Net operating loss carryforwards 5,374 5,488 Research and Experimental Expenditures 8,846 4,536 Other 7,510 7,310 Total gross deferred tax assets 45,260 43,988 Less valuation allowance 6,367 7,101 Deferred tax assets 38,893 36,887 Deferred tax liabilities: Goodwill and other intangibles 1,395 2,476 Right of Use assets 10,316 12,571 Depreciation and amortization 4,941 4,578 Foreign statutory reserves 734 748 Net deferred tax assets $ 21,507 $ 16,514 The net deferred tax assets recorded in the accompanying Consolidated Balance Sheets as of the years ended September 27, 2024 and September 29, 2023 were as follows: 2024 2023 Non-current assets $ 23,420 $ 18,352 Non-current liabilities 1,913 1,838 Net deferred tax assets $ 21,507 $ 16,514 The significant differences between the statutory federal tax rate and the effective income tax rates for the Company for the respective years shown below were as follows: F-24 Table of Contents 2024 2023 2022 Statutory U.S. federal income tax rate 21.0 % 21.0 % 21.0 % State income tax, net of federal benefit 2.2 % 3.4 % 3.4 % Uncertain tax positions, net of settlements — % ( 0.3 ) % ( 0.5 ) % Foreign-derived intangible income ("FDII") deduction — % ( 2.3 ) % ( 0.9 ) % Foreign tax rate differences ( 4.5 ) % 2.2 % 1.5 % Compensation ( 3.8 ) % 2.4 % 0.1 % 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 % Tax Credits 1.6 % ( 2.5 ) % ( 0.7 ) % Other ( 1.4 ) % 0.1 % 0.5 % 11.1 % 24.4 % 24.4 % The Company’s net operating loss carryforwards and their expirations as of September 27, 2024 were as follows: State Foreign Total Year of expiration 2025-2029 $ 2,157 $ 10,497 $ 12,654 2030-2034 2,115 2,396 4,511 2035-2039 5,111 — 5,111 2040-2044 2,678 — 2,678 Indefinite 1,570 8,266 9,836 Total $ 13,631 $ 21,159 $ 34,790 The Company has tax credit carryforwards as follows: State Federal Total Year of expiration 2025-2029 $ 1,282 $ — $ 1,282 2030-2034 598 — 598 2035-2039 — — — 2040-2044 — 392 392 Total $ 1,880 $ 392 $ 2,272 A reconciliation of the beginning and ending amount of unrecognized tax benefits follows: 2024 2023 Beginning balance $ 6,096 $ 6,201 Gross increases - tax positions in prior period — — Gross decreases - tax positions in prior period — — Gross increases - tax positions in current period 460 493 Settlements — — Lapse of statute of limitations ( 484 ) ( 598 ) Ending balance $ 6,072 $ 6,096 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 $ 101 , $ 47 and $( 15 ) were recorded as a component of F-25 Table of Contents 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. tax liability. The Company does not currently provide for the additional U.S. and foreign income taxes which would become payable upon remission of undistributed earnings of foreign subsidiaries. If all undistributed earnings were remitted, an additional income tax provision of approximately $ 15.8 million would have been necessary as of September 27, 2024. The Company files income tax returns, including returns for its subsidiaries, with federal, state, local and foreign taxing jurisdictions. The amount of unrecognized tax benefits recognized within the next twelve months may decrease due to expiration of the statute of limitations for certain years in various jurisdictions. However, it is possible that a jurisdiction may open an audit prior to the statute expiring that may result in adjustments to the Company’s tax filings. At this time, an estimate of the range of the reasonably possible change cannot be made. The following tax years remain subject to examination by the Company's respective major tax jurisdictions: Jurisdiction Fiscal Years United States 2021-2024 Canada 2020-2024 France 2020-2024 Germany 2018-2024 Italy 2022-2024 Switzerland 2014-2024 7 EMPLOYEE BENEFITS A majority of the Company’s full-time employees are covered by defined contribution programs. Expenses attributable to the defined contribution programs were approximately $ 2,187 , $ 2,190 and $ 2,044 for 2024, 2023 and 2022, respectively. The Company also has a non-qualified deferred compensation plan that provides certain officers and employees the ability to defer a portion of their compensation until a later date. The deferred amounts and earnings thereon are payable to participants, or designated beneficiaries, at specified future dates upon retirement, death or termination of employment from the Company. The deferred compensation liability, which is reported at fair value equal to the related rabbi trust assets, and is classified as “Deferred compensation liability” on our accompanying Consolidated Balance Sheets, was approximately $ 29,092 and $ 24,607 as of September 27, 2024 and September 29, 2023, respectively. See “Note 4 Fair Value” for additional information. 8 PREFERRED STOCK The Company is authorized to issue 1,000,000 shares of preferred stock in various classes and series, of which there are no ne currently issued and no ne outstanding. 9 COMMON STOCK The number of authorized and outstanding shares of each class of the Company’s common stock at the end of the respective years was as follows: 2024 2023 Class A, $ 0.05 par value: Authorized 20,000,000 20,000,000 Outstanding 9,093,978 9,043,189 Class B, $ 0.05 par value: Authorized 3,000,000 3,000,000 Outstanding 1,207,760 1,207,760 F-26 Table of Contents Holders of Class A common stock are entitled to elect 25 %, or the next highest whole number, of the members of the Company’s Board of Directors and holders of Class B common stock are entitled to elect the remaining directors. With respect to matters other than the election of directors or any matters for which class voting is required by law, holders of Class A common stock are entitled to one vote per share while holders of Class B common stock are entitled to ten votes per share. If any dividends (other than dividends paid in shares of the Company’s stock) are paid by the Company on its common stock, a dividend would be paid on each share of Class A common stock equal to 110 % of the amount paid on each share of Class B common stock. Each share of Class B common stock is convertible at any time into one share of Class A common stock. During 2024 and 2023 there were 0 and 38 shares of Class B common stock converted into Class A common stock, respectively. 10 STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS The Company’s current stock ownership plans provide for issuance of options to acquire shares of Class A common stock by key executives and non-employee directors. Current plans also allow for issuance of shares of restricted stock, restricted stock units or stock appreciation rights in lieu of options. Under the Company’s 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 401,833 shares of the Company’s Class A common stock available for grant to key executives and non-employee directors at September 27, 2024. 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 $ 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 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. A summary of non-vested stock activity for the two year period ended September 27, 2024 related to the Company’s stock ownership plans is as follows: Shares Weighted Average Grant Price Non-vested stock at September 30, 2022 58,136 $ 73.37 Non-vested stock grants 28,528 59.25 Non-vested stock forfeited ( 10,632 ) 71.41 Restricted stock vested ( 14,790 ) 76.07 Non-vested stock at September 29, 2023 61,242 66.48 Non-vested stock grants 38,868 48.70 Non-vested stock forfeited ( 7,237 ) 62.36 Restricted stock vested ( 36,484 ) 58.85 Non-vested stock September 27, 2024 56,389 59.69 Non-vested stock grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of shares by tendering a portion of the vested shares back to the Company. Shares tendered back to the Company were 7,744 and 2,289 during 2024 and 2023, respectively. The fair value of restricted stock vested during 2024, 2023 and 2022 was approximately $ 1,562 , $ 909 and $ 1,002 , respectively. Stock compensation expense, net of forfeitures, related to non-vested stock was $ 1,690 , $ 1,612 and $ 1,252 during 2024, 2023 and 2022, respectively. 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 27, 2024 was F-27 Table of Contents $ 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 All restricted stock units awarded by the Company during fiscal 2024 and in prior years have been granted at their fair market value on the date of grant. The fair value at date of grant is based on the number of units granted and the average of the Company’s high and low Class A common stock trading 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 trading price on the last preceding date on which the Company’s shares traded. The vesting period for RSUs is generally one year from the date of grant for RSUs granted to directors and three years from the date of the grant for RSUs granted to employees. A summary of RSU activity follows: Number of RSUs Weighted Average Grant Price RSUs at September 30, 2022 65,994 $ 82.58 RSUs granted 36,484 56.54 RSUs forfeited ( 7,492 ) 76.75 RSUs vested ( 26,742 ) 64.51 RSUs at September 29, 2023 68,244 76.38 RSUs granted 38,054 54.20 RSUs forfeited ( 4,590 ) 62.65 RSUs vested ( 17,516 ) 88.49 RSUs at September 27, 2024 84,192 64.58 RSU grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of units and issuance of unrestricted shares of Class A common stock by tendering a portion of such unrestricted shares back to the Company. Shares tendered back to the Company were 2,331 and 5,324 during 2024 and 2023, respectively. 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 (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. Awards are only paid if at least 80 % of the target levels are met and maximum payouts are made if 120 % of more of target levels are achieved. The payouts for achievement at the minimum threshold levels of performance are equal to 50 % of the target award amount. The payouts for achievement at maximum levels of performance are equal to 150 % of the target award amount. To the extent earned, awards are issued in shares of Company common stock after the end of the three year performance period. 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. The Company issued 4,937 , 5,401 and 5,112 shares of Class A common stock under the Purchase Plan during the years 2024, 2023 and 2022, respectively, and recognized expense of $ 105 , $ 102 and $ 355 in 2024, 2023 and 2022, respectively. 11 RELATED PARTY TRANSACTIONS The Company conducts transactions with certain related parties including organizations controlled by the Johnson Family. These transactions include product purchases, aviation services, office rental, and facility fees. Total costs of these transactions F-28 Table of Contents 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. 12 REVENUES Revenue recognition Revenue is recognized when obligations under the terms of a contract with our customer are satisfied; generally this occurs with the transfer of control of our goods at a point in time based on shipping terms and transfer of title. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods. 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. Included in the estimate is an assessment as to whether any variable consideration is constrained. Revenue estimates are adjusted at the earlier of a change in the expected value of consideration or when the consideration becomes fixed. For all contracts with customers, the Company has not adjusted the promised amount of consideration for the effects of a significant financing component as the period between the transfer of the promised goods and the customer's payment is expected to be one year or less . Sales are made on normal and customary short-term credit terms, generally ranging from 30 to 90 days, or upon delivery of point of sale transactions. Sales, value add, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. The Company enters into contractual arrangements with customers in the form of individual customer orders which specify the goods, quantity, pricing, and associated order terms. The Company does not have contracts which are satisfied over time. Due to the nature of these contracts, no significant judgment exists in relation to the identification of the customer contract, satisfaction of the performance obligation, or transaction price. The Company expenses incremental costs of obtaining a contract due to the short-term nature of the contracts. Estimated costs of returns, allowances and discounts, based on historic experience, are accrued as a reduction to sales when revenue is recognized. 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 . At September 29, 2023, the right to returns asset was $ 702 and the accrued returns liability was $ 1,773 . 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. The Company generally accounts for shipping and handling activities as a fulfillment activity, consistent with the timing of revenue recognition; 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. 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. The Company has a wide variety of seasonal, outdoor recreation products used primarily for fishing from a boat, diving, paddling, hiking and camping, that are sold to a variety of customers in multiple end markets. While there are multiple products sold, the nature of products are similar in terms of the nature of the revenue recognition policies. See Note 13 of these Notes to Consolidated Financial Statements for required disclosures of disaggregated revenue. 13 SEGMENTS OF BUSINESS The Company conducts its worldwide operations through separate business segments, each of which represent major product lines. Operations are conducted in the U.S. and various foreign countries, primarily in Europe, Canada and the Pacific Basin. 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 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 F-29 Table of Contents 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 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 outdoor 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. 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. 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. Total assets represent assets that are used in the Company’s operations in each business segment at the end of the years presented. F-30 Table of Contents A summary of the Company’s operations by business segment is presented below: 2024 2023 2022 Net sales: Fishing: Unaffiliated customers $ 451,842 $ 491,890 $ 525,563 Interunit transfers 499 1,037 1,019 Camping: Unaffiliated customers 37,798 45,258 70,308 Interunit transfers 37 64 47 Watercraft Recreation: Unaffiliated customers 28,731 40,590 67,884 Interunit transfers 85 178 56 Diving Unaffiliated customers 73,610 85,031 78,862 Interunit transfers 18 38 12 Other / Corporate 865 1,075 738 Eliminations ( 639 ) ( 1,317 ) ( 1,134 ) Total $ 592,846 $ 663,844 $ 743,355 Operating (loss) profit: Fishing $ ( 6,598 ) $ 41,325 $ 65,433 Camping 3,848 457 13,415 Watercraft Recreation ( 4,336 ) ( 1,777 ) 6,173 Diving ( 1,244 ) 6,092 4,705 Other / Corporate ( 35,192 ) ( 34,357 ) ( 23,416 ) $ ( 43,522 ) $ 11,740 $ 66,310 Depreciation and amortization expense: Fishing $ 13,871 $ 11,653 $ 9,690 Camping 335 469 727 Watercraft Recreation 1,291 688 620 Diving 763 711 635 Other / Corporate 3,348 2,774 2,562 $ 19,608 $ 16,295 $ 14,234 Capital expenditures: Fishing $ 17,248 $ 17,427 $ 26,114 Camping 509 372 87 Watercraft Recreation 720 2,181 1,079 Diving 990 828 834 Other / Corporate 2,551 1,860 3,576 $ 22,018 $ 22,668 $ 31,690 Goodwill, net: Fishing $ — $ 11,172 Camping — — Watercraft Recreation — — Diving — — $ — $ 11,172 Total assets (end of period): Fishing $ 325,882 $ 363,463 Camping 45,726 53,003 Watercraft Recreation 23,790 26,953 Diving 77,465 83,555 Other / Corporate 162,349 154,632 $ 635,212 $ 681,606 F-31 Table of Contents A summary of the Company’s operations by geographic area is presented below: 2024 2023 2022 Net sales: United States: Unaffiliated customers $ 513,978 $ 569,383 $ 649,867 Interunit transfers 20,958 33,873 34,212 Europe: Unaffiliated customers 34,406 39,155 34,427 Interunit transfers 8,456 9,866 12,109 Canada: Unaffiliated customers 31,502 39,465 44,635 Interunit transfers 93 — — Other: Unaffiliated customers 12,959 15,841 14,425 Interunit transfers 57 18 17 Eliminations ( 29,563 ) ( 43,757 ) ( 46,337 ) $ 592,846 $ 663,844 $ 743,355 Total assets: United States $ 520,834 $ 565,402 Europe 52,486 44,360 Canada and other 61,892 71,844 $ 635,212 $ 681,606 Long-term assets (1) : United States $ 174,106 $ 188,073 Europe 6,468 6,578 Canada and other 2,489 9,948 $ 183,063 $ 204,599 (1) Long term assets consist of net property, plant and equipment, right of use assets, net intangible assets, goodwill and other assets excluding deferred income taxes. 14 CONTINGENCIES The Company is subject to various legal actions and proceedings in the normal course of business, including those related to commercial disputes, product liability, intellectual property and environmental matters. The Company is insured against loss for certain of these matters. Although litigation is subject to many uncertainties and the ultimate exposure with respect to these matters cannot be ascertained, management does not believe the final outcome of any pending litigation will have a material adverse effect on the financial condition, results of operations, liquidity or cash flows of the Company. F-32 Table of Contents 15 VALUATION AND QUALIFYING ACCOUNTS The following summarizes changes to valuation and qualifying accounts for 2024, 2023 and 2022: Balance at Beginning of Year Additions (Deductions) Charged to Costs and Expenses Less Deductions Balance at End of Year Year Ended September 27, 2024 Allowance for credit losses $ 907 $ 2,914 $ 278 $ 3,543 Reserves for inventory valuation 18,471 10,985 4,660 24,796 Valuation of deferred tax assets 7,101 320 1,054 6,367 Reserves for sales returns 1,773 5,710 3,431 4,052 Year ended September 29, 2023 Allowance for credit losses $ 1,037 $ 177 $ 307 $ 907 Reserves for inventory valuation 9,089 10,225 843 18,471 Valuation of deferred tax assets 6,700 1,067 666 7,101 Reserves for sales returns 2,200 2,448 2,875 1,773 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 Valuation of deferred tax assets 6,372 1,072 744 6,700 Reserves for sales returns 2,095 2,429 2,324 2,200 16 QUARTERLY FINANCIAL SUMMARY (UNAUDITED) The following summarizes quarterly operating results for the years presented below: First Quarter Second Quarter Third Quarter Fourth Quarter (thousands, except per share data) 2024 2023 2024 2023 2024 2023 2024 2023 Net sales $ 138,644 $ 178,337 $ 175,856 $ 202,115 $ 172,472 $ 187,047 $ 105,874 $ 96,345 Gross profit 52,854 62,779 61,431 75,335 61,822 77,587 24,873 28,386 Operating profit (loss) 46 5,472 ( 253 ) 11,390 ( 506 ) 17,443 ( 42,809 ) ( 22,565 ) Income (loss) before income taxes 5,899 8,166 3,012 19,948 907 19,822 ( 39,680 ) ( 22,112 ) Income tax expense (benefit) 1,944 2,287 856 5,087 ( 715 ) 5,021 ( 5,414 ) ( 6,105 ) Net income (loss) $ 3,955 $ 5,879 $ 2,156 $ 14,861 $ 1,622 $ 14,801 $ ( 34,266 ) $ ( 16,007 ) Net income (loss) per common share - Basic: Class A $ 0.39 $ 0.58 $ 0.21 $ 1.47 $ 0.16 $ 1.46 $ ( 3.35 ) $ ( 1.56 ) Class B $ 0.35 $ 0.53 $ 0.21 $ 1.33 $ 0.16 $ 1.33 $ ( 3.35 ) $ ( 1.56 ) Net income (loss) per common share - Diluted: Class A $ 0.38 $ 0.57 $ 0.21 $ 1.45 $ 0.16 $ 1.44 $ ( 3.35 ) $ ( 1.56 ) 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 (loss) per share amounts may not equal the net income (loss) per share for the entire year. 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