What changed in this filing

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Item 9A. Controls and Procedures

2025-12-12 compared with 2024-12-11 · 297 added, 231 removed, 1018 unchanged (34% of the section changed)

2 unchanged sentences

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

The Company carried out an evaluation as of 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.

The Company carried out an evaluation as of October 3, 2025, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures.

Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of October 3, 2025 at reaching a level of reasonable assurance.

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

6 unchanged sentences

OTHER INFORMATION

(a) Matters Required to be Disclosed on a Form 8-K

Item 1.01 of Form 8-K :

Effective as of December 9, 2025, the Company and certain of its subsidiaries entered into a Second Amended and Restated Credit Agreement dated as of December 9, 2025 among the Company, certain of the Company’s subsidiaries named therein, certain guarantors named therein, PNC Bank, National Association, as lender and as administrative agent, PNC Capital Markets LLC, as sole lead arranger and bookrunner, and the other lender named therein (the “Credit Agreement”).

The Credit Agreement amends and restates the Company’s Amended and Restated Credit Agreement dated as of November 15, 2017, as previously amended effective July 15, 2021 and January 29, 2025, among the Company, certain of the Company’s subsidiaries named therein, PNC Bank, National Association, as lender and as administrative agent, PNC Capital Markets LLC, as sole lead arranger and bookrunner, and the other lender named therein.

The material provisions of the new Credit Agreement are as follows:

• The new Credit Agreement provides for borrowings of up to an aggregate principal amount not to exceed $50 million through December 9, 2029 (i.e., the maturity date), including letter of credit and swingline borrowing sublimits of $10 million each;

• Borrowings under the new Credit Agreement are secured generally by substantially all of the personal property of the Company and the subsidiary borrowers.

The new credit facility requires springing borrowing base certificate requirements if the availability under the facility is less than $25 million;

• The new Credit Agreement provides the Company with the option to request additional increases in the revolving credit facility for an additional aggregate amount of $50 million (i.e., an aggregate borrowing amount of $100 million) subject to the conditions of the Credit Agreement and subject to the approval of the Lenders;

• Interest is payable under the new Credit Agreement, at the Company’s option, based upon an overnight bank rate, SOFR or the prime rate plus an applicable margin and it resets the interest rate calculation at the Company’s option on an either one, three or six month basis by instituting an applicable margin based on the Company’s net leverage ratio (net of up to $25 million in unrestricted cash and cash equivalents on hand) for the trailing twelve month period.

The applicable SOFR margin ranges from 1.25 percent to 2.00 percent;

• The new Credit Agreement requires the Company to maintain a net leverage ratio of less than 3:00 to 1.00 and an interest coverage ratio of not less than 3.50 :

1.00, each tested on a quarterly basis;

• The new Credit Agreement restricts the Company’s ability to incur additional debt and engage in certain asset or stock acquisitions or dispositions and includes maximum leverage ratio and minimum interest coverage ratio covenants.

This description of the Credit Agreement does not purport to be complete and is qualified in its entirety by the terms and conditions of the Credit Agreement, a copy of which is attached hereto as Exhibit 10.20, and which is incorporated herein by reference.

Item 1.02 of Form 8-K :

On December 9, 2025, as described in Item 1.01 above, the Company entered into the new Credit Agreement which amended and restated the Company’s Amended and Restated Credit Agreement dated as of November 15, 2017, as previously amended effective July 15, 2021 and January 29, 2025, among the Company, certain of the Company’s subsidiaries named therein, PNC Bank, National Association, as lender and as administrative agent, PNC Capital Markets LLC, as sole lead arranger and bookrunner, and the other lender named therein.

Item 2.03 of Form 8-K :

On December 9, 2025, the Company became obligated on direct financial obligations pursuant to the terms of the new Credit Agreement, as described in Item 1.01 above.

(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."

During the three month period ended October 3, 2025, no director or officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K, nor did the Company during such fiscal quarter adopt or terminate any "Rule 10b5-1 trading arrangement."

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTION

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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.

The following table summarizes share information, as of October 3, 2025, for the Company’s equity compensation plans, including the Johnson Outdoors Inc.

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

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2020 Long-Term Stock Incentive Plan 121,253 (1) $ — 258,302 (2)

2010 Long-Term Stock Incentive Plan 3,357 (3) — 3,357 (3)

2012 Non-Employee Director Stock Ownership Plan 5,477 — —

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(1) Includes 121,253 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.

The ultimate amount of performance stock units that could vest can range from 0% to 200% of the target amount with respect to awards granted in fiscal 2025 and 0% to 150% with respect to awards granted in fiscal years prior to 2025, or from 0 units to 210,776 units for all awards.

(2) Includes 47,526 of future shares to be issued, as well as up to 210,776 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.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

8 unchanged sentences

• 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

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

• Consolidated Statements of Operations – Years ended October 3, 2025, September 27, 2024 and September 29, 2023

• Consolidated Statements of Comprehensive Income (Loss) – Years ended October 3, 2025, September 27, 2024 and September 29, 2023

• Consolidated Balance Sheets – October 3, 2025 and September 27, 2024

• Consolidated Statements of Shareholders’ Equity – Years ended October 3, 2025, September 27, 2024 and September 29, 2023

• Consolidated Statements of Cash Flows – Years ended October 3, 2025, September 27, 2024 and September 29, 2023

• Notes to Consolidated Financial Statements

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

Second Amendment dated January 29, 2025 to Amended and Restated Credit Agreement dated as of November 15, 2017 among the Company, certain of the Company’s subsidiaries named therein, PNC Bank, National Association, as lender and as 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 10-Q for the quarter ended December 27, 2024 and incorporated herein by reference.)

Second Amended and Restated Credit Agreement dated as of December 9, 2025 among Johnson Outdoors Inc., certain subsidiaries of Johnson Outdoors Inc., certain guarantors named therein, 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.

Johnson Outdoors Inc.

Insider Trading Policy.

Subsidiaries of the Company as of September 27, 2024

Subsidiaries of the Company as of October 3, 2025

Consent of Independent Registered Public Accounting Firm.

5 unchanged sentences

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

101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended September 27, 2024 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith:

101 The following materials from Johnson Outdoors Inc.’s Annual Report on Form 10-K for the fiscal year ended October 3, 2025 formatted in XBRL (eXtensible Business Reporting Language) and furnished electronically herewith:

(i) Consolidated Statements of Operations;

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

104 The cover page from the Company's Annual Report on Form 10-K for the year ended September 27, 2024 has been formatted in Inline XBRL (included in Exhibit 101).

104 The cover page from the Company's Annual Report on Form 10-K for the year ended October 3, 2025 has been formatted in Inline XBRL (included in Exhibit 101).

+ A management contract or compensatory plan or arrangement.

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

Management assessed the effectiveness of the Company’s internal control over financial reporting as of September 27, 2024.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of October 3, 2025.

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.

Based on our assessment, management believes that, as of October 3, 2025, the Company’s internal control over financial reporting was effective based on those criteria.

Johnson-Leipold /s/ David W.

1 unchanged sentence

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and the Board of Directors

To the 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 audited Johnson Outdoors Inc.'s (the Company) internal control over financial reporting as of October 3, 2025, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 3, 2025, 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 12, 2025 expressed an unqualified opinion.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors

To the Shareholders and the Board of Directors of

Johnson Outdoors Inc.

1 unchanged sentence

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.

and its subsidiaries (the Company) as of October 3, 2025 and September 27, 2024, the related consolidated statements of operations, comprehensive income (loss), shareholders' equity and cash flows for each of the three years in the period ended October 3, 2025, and the related notes to the consolidated financial statements (collectively, the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of October 3, 2025 and September 27, 2024, and the results of its operations and its cash flows for each of the three years in the period ended October 3, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of October 3, 2025, 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 12, 2025 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

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(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.

The communication of the critical audit matters 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.

As described within Notes 1 and 15 to the consolidated financial statements, the consolidated gross inventory balance as of October 3, 2025 was $192,453,000, and $21,727,000 in reserves, for a consolidated net inventory balance of $170,726,000, 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.

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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.

As described in Note 1 to the consolidated financial statements, the Company's goodwill balance was $10,456,000 at October 3, 2025, and is recorded in the Diving reporting unit..

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

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

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 identified the Company's annual goodwill impairment test for the Diving reporting unit as a critical audit matter due to the significant assumptions made by management to estimate the fair value of the reporting unit, including revenue growth rates, profit margins and the discount rate.

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

• We obtained an understanding of management’s controls relating to estimating the fair value of the Diving 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 developed an independent estimate of the Diving reporting unit's fair value using a combination of historical results achieved by the Diving reporting unit and publicly available market data for the Diving reporting unit's industry and compared our independent estimate to management's estimate of fair value.

• 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 tested the mathematical accuracy of management’s discounted cash flow model.

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

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Interest expense 224 152 152

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

Other income, net ( 3,353 ) ( 8,968 ) ( 9,693 )

(Loss) profit before income taxes ( 9,279 ) ( 29,862 ) 25,824

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

Income tax expense (benefit) 25,015 ( 3,329 ) 6,290

Net (loss) income $ ( 34,294 ) $ ( 26,533 ) $ 19,534

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Foreign currency translation 1,300 2,475 2,790

Unrealized loss on available-for-sale securities, net of tax 138 ( 121 ) —

Unrealized (loss) gain on available-for-sale securities, net of tax ( 17 ) 138 ( 121 )

Change in pension plans, net of tax 42 28 34

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Accounts receivable, net 50,454 40,649

Inventories 209,788 261,474

Inventories, net 170,726 209,788

Other current assets 11,209 16,252

Total current assets 408,788 428,728

Investments — 13,943

Property, plant and equipment, net of accumulated depreciation of $ 210,262 and $ 192,890 , respectively

4 unchanged sentences

Other intangible assets, net 9,529 8,320

Deferred compensation plan assets 30,681 29,092

Other assets 1,261 1,183

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Retirement benefits 1,706 1,645

Deferred compensation liability 29,092 24,607

Deferred compensation plan liability 30,681 29,092

Other liabilities 6,172 6,888

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Income (Loss) Treasury

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

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

Net income — — — 19,534 — —

5 unchanged sentences

Currency translation adjustment — — — — 2,790 —

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

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

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

Net income — — — 19,534 — —

Net loss — — — ( 26,533 ) — —

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

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

B to A conversion — — ( 2 ) — — 2

Currency translation adjustment — — — — 2,475 —

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Stock-based compensation — — 1,495 — — —

B to A conversion — — ( 90 ) — — 90

Currency translation adjustment — — — — 1,300 —

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Purchase of treasury stock at cost ( 3,465 ) — — — — ( 121 )

BALANCE AT SEPTEMBER 27, 2024 10,301,738 $ 517 $ 90,146 $ 369,592 $ 5,964 $ ( 2,795 )

BALANCE AT OCTOBER 3, 2025 10,372,831 $ 521 $ 91,867 $ 321,768 $ 7,289 $ ( 3,026 )

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

CONSOLIDATED STATEMENTS OF CASH FLOWS

(thousands) September 27

(thousands) October 3

2025 September 27

2024 September 29

CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES

CASH PROVIDED BY OPERATING ACTIVITIES

Net (loss) income $ ( 34,294 ) $ ( 26,533 ) $ 19,534

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

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation 20,044 19,269 16,005

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Amortization of deferred financing costs 79 35 35

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

Loss (gain) on sale of productive assets 80 ( 1,874 ) ( 6,410 )

Impairment losses — 11,173 —

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56,206 40,984 41,713

CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES

CASH (USED FOR) PROVIDED BY INVESTING ACTIVITIES

Payments for purchase of business ( 12,197 ) — —

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

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CASH USED FOR FINANCING ACTIVITIES

Debt issuance costs paid ( 55 ) — —

Common stock transactions 120 172 266

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Non-cash treasury activity 110 451 938

Cash paid for taxes 2,065 17,129 19,086

Cash (received) paid for taxes ( 933 ) 2,065 17,129

Cash paid for interest 171 115 114

1 unchanged sentence

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SEPTEMBER 27, 2024

OCTOBER 3, 2025

(IN THOUSANDS EXCEPT SHARE AND PER SHARE AMOUNTS)

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

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

The fiscal year ended October 3, 2025 (hereinafter 2025) comprised 53 weeks and the fiscal years ended September 27, 2024 (hereinafter 2024) and September 29, 2023 (hereinafter 2023) each comprised 52 weeks.

Cash, Cash Equivalents and Marketable Securities

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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 $ —

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

As of October 3, 2025, the Company held approximately $ 69,015 of cash and cash equivalents in bank accounts in foreign jurisdictions.

Amortization of premium or discount is reported as Interest income in the accompanying Consolidated Statements of Operations.

Cost for marketable securities is determined using the specific identification method.

There were no marketable securities held as of October 3, 2025.

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

Amortized Cost Fair Value Gross unrealized gains Gross unrealized losses

2 unchanged sentences

Total $ 16,518 $ 16,541 $ 23 $ —

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.

Proceeds from the maturities of available-for-sale securities were $ 16,316 , $ 27,025 , and $ 0 during the years ended October 3, 2025, September 27, 2024 and September 29, 2023, respectively.

During the year ended September 27, 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 October 3, 2025, September 27, 2024 and September 29, 2023.

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.

At September 27, 2024 contractual maturities were all within one year from the period end and therefore were classified as Short-Term Investments on the Consolidated Balance Sheets.

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

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.

The allowance for credit losses is based on a combination of factors and it is the Company's best estimate of the amount of estimated lifetime credit losses in accounts receivable.

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.

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

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

The allowance for credit losses is included within Accounts Receivable, net in the accompanying Consolidated Balance Sheets.

The Company had no customers that individually accounted for more than 10% of the Company's trade accounts receivable.

Contractual accounts receivable was $ 51,686 and $ 44,192 , with an allowance for credit losses of $ 1,232 and $ 3,543 , as of October 3, 2025 and September 27, 2024, respectively.

See Note 15 "Valuation and Qualifying Accounts" for activity related to the allowance for credit losses during the year.

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

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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.

The Company had no suppliers individually accounting for more than 10% of the Company's purchases.

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

17 unchanged sentences

$ 93,744 $ 96,922

Depreciation expense for the Company was $ 20,044 , $ 19,269 , and $ 16,005 for the fiscal years ended October 3, 2025, September 27, 2024, and September 29, 2023, respectively.

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.

14 unchanged sentences

Currency translation 1 — — 1

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

Balance at September 27, 2024

1 unchanged sentence

Accumulated impairment losses ( 17,402 ) ( 13,280 ) ( 33,078 ) ( 63,760 )

11,172 — — — 11,172

Acquisition — — 10,231 10,231

Currency translation — — 225 225

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

Balance at September 27, 2024

Balance at October 3, 2025

Goodwill 17,402 13,280 43,534 74,216

1 unchanged sentence

$ — $ — $ 10,456 $ 10,456

See Note 17 "Acquisitions" for further discussion regarding the acquisition of goodwill during the year ended October 3, 2025.

Other Intangible Assets

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Amortization of patents and other intangible assets with definite lives was $ 583 , $ 339 and $ 290 for 2025, 2024 and 2023, 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.

Amortization of these definite-lived intangible assets is expected to be approximately $ 559 for fiscal 2026, $ 542 for fiscal 2027, $ 336 for fiscal 2028, $ 295 for both fiscal 2029 and fiscal 2030.

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

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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.

During the fourth quarters of fiscal 2025 and 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 2025 or 2023.

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

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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

The following table summarizes the warranty activity for the three years in the period ended October 3, 2025.

Balance at September 30, 2022 $ 9,639

Expense accruals for warranties issued during the period 11,330

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Less current period warranty claims paid ( 10,051 )

Balance at September 27, 2024 $ 10,211

Balance at October 3, 2025 $ 12,149

Accumulated Other Comprehensive Income

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Accumulated other comprehensive income $ 7,162 $ 127 $ 7,289 $ 5,842 $ 122 $ 5,964 $ 3,142 $ 181 $ 3,323

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

The reclassifications out of AOCI for the years ended October 3, 2025, September 27, 2024, and September 29, 2023 were as follows:

2025 2024 2023 Statement of Operations

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Total reclassifications for the period $ 42 $ 28 $ 34

The changes in AOCI by component, net of tax, for the year ended September 27, 2024 were as follows:

The changes in AOCI by component, net of tax, for the year ended October 3, 2025 were as follows:

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

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Tax effects — 6 ( 1 ) 5

Balance at September 27, 2024 $ 6,056 $ 17 $ ( 109 ) $ 5,964

Balance at October 3, 2025 $ 7,356 $ — $ ( 67 ) $ 7,289

The changes in AOCI by component, net of tax, for the year ended September 27, 2024 were as follows:

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

For the 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.

For the years ended October 3, 2025 and 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.

For the year ended September 29, 2023, basic income per share for Class A and Class B shares has been presented using the two class method as described above.

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

Anti-dilutive

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

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

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

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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.

For the years ended October 3, 2025 and 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 year ended September 29, 2023, 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 84,167 , 67,285 and 63,506 shares for the years ended October 3, 2025, September 27, 2024 and September 29, 2023, 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 93,214 , 70,715 and 49,531 shares for the years ended October 3, 2025, September 27, 2024 and September 29, 2023, respectively.

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

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Undistributed loss (earnings) reallocated to non-vested shareholders

— ( 122 ) ( 174 )

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

Dilutive (loss) earnings

$ ( 34,294 ) $ ( 26,533 ) $ 19,412

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Class B 1,208 1,208 1,208

Dilutive stock options and restricted stock units — 19 30

Dilutive restricted stock units

Weighted average common shares - Dilutive 10,264 10,221 10,195

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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.

Approximately 13 % of the Company’s revenues for the year ended October 3, 2025 were denominated in currencies other than the U.S.

Approximately 6 % were denominated in euros and approximately 5 % were denominated in Canadian dollars, with the remaining 2 % denominated in various other foreign currencies.

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Advertising and promotions expense in 2025, 2024 and 2023 totaled $ 34,890 , $ 44,732 and $ 35,503 , 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.

These charges are included in “Marketing and selling expenses.” Capitalized advertising costs, included in Other current assets, totaled $ 488 and $ 413 at October 3, 2025 and September 27, 2024, respectively, and primarily included catalogs and costs of advertising which have not yet run for the first time.

Shipping and Handling Costs

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

The gross amount capitalized related to software development was $ 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.

The gross amount capitalized related to software development was $ 75,030 , less accumulated amortization of $ 45,759 , at October 3, 2025 and $ 66,909 , less accumulated amortization of $ 41,284 , at September 27, 2024.

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

Amortization expense related to capitalized software in 2025, 2024 and 2023 was $ 4,475 , $ 3,350 and $ 4,062 , respectively, and is included in depreciation expense on plant, property and equipment.

The carrying amounts of cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximated fair value at September 27, 2024 and September 29, 2023 due to the short maturities of these instruments.

The carrying amounts of cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximated fair value at October 3, 2025 and September 27, 2024 due to the short maturities of these instruments.

During 2025, 2024 and 2023, the Company held investments in equity and debt securities that were carried at fair value related to its deferred compensation liability which was also carried at the same fair value.

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

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

When estimated future discounted cash flows are

less than the carrying value of the net assets and related goodwill, an impairment charge is recognized based on the excess of the carrying amount over the fair value.

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

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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.

In November 2023, the Financial Account Standards Board (FASB), issued Accounting Standards Update (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 do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.

The amendments to this standard apply to all public entities that are required to report segment information in accordance with Topic 280, Segment Reporting and are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

The Company adopted this guidance for the year ending October 3, 2025 and subsequent interim periods.

The adoption of this standard did not impact the Company’s results of operations or financial position.

See Note 13 Segments of Business for the new disclosures required by the standard.

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses:

Measurement of Credit Losses for

Accounts Receivable and Contract Assets (Topic 326).

The update permits entities to elect a practical expedient for estimating

expected credit losses on current trade receivables and current contract assets by assuming that conditions existing at the

balance sheet date will remain unchanged over the life of those assets.

The updated standard is effective for fiscal years

beginning after December 15, 2025, including interim periods within those fiscal years, with early adoption permitted.

Company is currently assessing the impact of the amendment to this standard on its consolidated financial statements.

In November 2024, the FASB, issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures.

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

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

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

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

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

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

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

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

In January 2025, the FASB issued ASU No.

2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) Clarifying the Effective Date , which is intended to clarify the effective date of ASU No.

As clarified in ASU 2025-01, the new guidance is effective for annual reporting periods beginning after December 15, 2026 with early adoption permitted.

While we anticipate that the adoption of this standard will require additional disclosures, the Company is currently assessing the impact of the amendment to this standard on its consolidated financial statements.

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

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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.

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.

The Company is currently evaluating the potential impact of this guidance on its disclosures, but this standard update will not have an impact on the Company's results of operations or financial position.

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

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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.

For all entities within the scope of the affected Codification subtopics, if by June 30, 2027, the SEC has not removed the applicable requirement from Regulation S-X or Regulation S-K, the pending content of the associated amendment will be removed from the Codification and will not become effective for any entities.

The Company will monitor the removal of various requirements from the current regulations to determine when to adopt the related amendments, but it does not anticipate that the adoption of the new guidance will have a material impact on the Company’s consolidated financial statements and related disclosures.

2 INDEBTEDNESS

The Company had no outstanding debt at September 27, 2024 or September 29, 2023.

The Company had no outstanding debt at October 3, 2025 or September 27, 2024.

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").

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.

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

On January 29, 2025, the Company entered into a Second Amendment to this credit facility that reduced the Revolver to $ 50,000 (but maintained the accordion feature) and modified the terms of the Credit Agreement as disclosed below for the period from the amendment date until the earlier of (1) the Company’s compliance with both a 3.00 x maximum leverage ratio and a 3.50 x minimum interest coverage ratio for the trailing twelve month period or (2) delivery of the Company’s fiscal 2025 financial statements and compliance certificate (the “Second Amendment Period”):

• suspension of application of the maximum leverage and minimum interest coverage ratios during the Second Amendment Period;

• the Company and its subsidiaries must maintain a $ 50,000 minimum cash balance;

• acquisition, dividends, repurchases and distributions permitted, provided the Company and its subsidiaries maintain a $ 50,000 minimum cash balance;

• monthly financial reporting if the facility availability is less than or equal to 95 %;

• the granting of a security interest in the Company’s personal property assets if the facility availability is less than or equal to 95 %.

Other key provisions of the credit facility remained as outlined herein and the description herein is qualified in its entirety by the terms and conditions of the original Credit 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), the First 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), and the aforementioned Second Amendment (a copy of which was filed as Exhibit 10.1 to the quarterly report on Form 10-Q dated and filed with the Securities and Exchange Commission on February 3, 2025).

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 interest rates on the Revolver were approximately 5.2 % at October 3, 2025 and 6.0 % at September 27, 2024.

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.

Subsequent to year-end, effective as of December 9, 2025, the Company entered into a Second Amended and Restated Credit Agreement with its lenders.

A description of the terms of the new revolving credit facility is set forth under Item 9B of the Company’s Form 10-K for the fiscal year ending October 3, 2025.

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.

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 October 3, 2025 and September 27, 2024, respectively.

The Company had no other unsecured lines of credit as of October 3, 2025 or September 27, 2024.

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

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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.

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.

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

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

The following table summarizes the Company’s financial assets measured at fair value as of September 27, 2024:

The carrying value of accounts receivable and accounts payable approximate fair value because of the short-term maturity of those instruments.

The following table summarizes the Company’s financial assets measured at fair value as of October 3, 2025:

Level 1 Level 2 Level 3 Total

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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:

The effect of changes in the fair value of financial instruments on the Consolidated Statements of Operations for the years ended October 3, 2025, September 27, 2024 and September 29, 2023 was:

Location of income recognized in Statement of

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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.

As of October 3, 2025, 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).

Variable lease payments are expensed in the period in which the obligation for those payments was incurred.

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

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

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

As of October 3, 2025, 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

October 3, 2025 September 27, 2024 September 29, 2023

Operating lease costs $ 10,780 $ 9,889 $ 9,819

2 unchanged sentences

Total lease cost $ 13,175 $ 12,454 $ 12,483

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.

Included in the amounts in the table above was rent expense to related parties of $ 1,278 , $ 1,255 and $ 1,255 , for the years ended October 3, 2025 September 27, 2024, and September 29, 2023, respectively.

As of October 3, 2025 and September 27, 2024, the Company did not have any finance leases.

While the Company extended or renewed various existing leases during the year, there were no significant new leases entered into during the year ended October 3, 2025.

As of October 3, 2025, the Company did not have any significant operating lease commitments that have not yet commenced.

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

Year ended Year ended

September 27, 2024 September 29, 2023

October 3, 2025 September 27, 2024

Operating leases:

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ROU assets obtained in exchange for lease liabilities $ 8,123 $ 3,906

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:

Future minimum rental commitments under non-cancelable operating leases with an initial lease term in excess of one year at October 3, 2025 were as follows:

Year Related parties included

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2027 226 8,026

2027 226 6,184

Thereafter — 26,538

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Right of Use assets

10,316 12,571

Depreciation and amortization 3,097 4,941

1 unchanged sentence

Net deferred tax assets $ 1,013 $ 21,507

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:

The net deferred tax assets recorded in the accompanying Consolidated Balance Sheets as of the years ended October 3, 2025 and September 27, 2024 were as follows:

Non-current assets $ 3,074 $ 23,420

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( 269.6 ) % 11.1 % 24.4 %

The Company’s net operating loss carryforwards and their expirations as of September 27, 2024 were as follows:

The Company considered both positive and negative evidence in evaluating the need for a valuation allowance relating to the deferred tax assets of the U.S.

tax jurisdiction.

Based on projections for the U.S.

tax jurisdictions the Company determined that it was more likely than not that certain deferred tax assets will not be realized and a valuation allowance balance of $ 25,880 was reported against the net deferred tax assets for the U.S.

The Company’s net operating loss carryforwards and their expirations as of October 3, 2025 were as follows:

State Foreign Total

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Ending balance $ 5,842 $ 6,072

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.

The total accrued interest and penalties with respect to income taxes was $ 2,022 and $ 2,014 for the years ended October 3, 2025 and September 27, 2024, respectively.

The Company’s liability for unrecognized tax benefits as of October 3, 2025 was $ 5,842 , and if recognized, $ 4,934 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

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

Interest and penalties of $ 8 , $ 101 and $ 47 were recorded as a component of income tax expense in the accompanying Consolidated Statements of Operations during fiscal years 2025, 2024 and 2023, 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.

2 unchanged sentences

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.

If all undistributed earnings were remitted, an additional income tax provision of approximately $ 6.1 million would have been necessary as of October 3, 2025.

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.

The Company is under examination in Germany for fiscal years 2018, 2019, 2020, and 2021 with anticipated completion next fiscal year with no material adjustments.

It is possible in the future that other jurisdictions 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.

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Switzerland 2015-2025

On July 4, 2025, the One Big Beautiful Bill (OBBB) Act, which includes a broad range of tax reform provisions, was signed into law in the United States.

The Company does not believe it will have a significant impact on its estimated annual effective tax rate.

7 EMPLOYEE BENEFITS

3 unchanged sentences

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.

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 $ 30,681 and $ 29,092 as of October 3, 2025 and September 27, 2024, respectively.

See “Note 4 Fair Value Measurements” for additional information.

8 PREFERRED STOCK

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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.

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 284,109 shares of the Company’s Class A common stock available for grant to key executives and non-employee directors at October 3, 2025.

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.

The Company recognized additional tax expense of $ 207 and $ 351 , and $ 95 for 2025, 2024, and 2023, respectively, from the vesting of restricted stock and restricted stock units.

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

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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:

A summary of non-vested stock activity for the two year period ended October 3, 2025 related to the Company’s stock ownership plans is as follows:

Shares Weighted Average

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Non-vested stock grants 38,868 48.70

Non-vested stock forfeited ( 10,632 ) 71.41

Restricted stock vested ( 14,790 ) 76.07

Non-vested stock vested ( 36,484 ) 58.85

Restricted stock forfeited ( 7,237 ) 62.36

Non-vested stock at September 27, 2024 56,389 59.69

Non-vested stock grants 67,312 30.20

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 vested ( 27,117 ) 52.73

Restricted stock forfeited ( 3,690 ) 54.20

Non-vested stock October 3, 2025 92,894 40.56

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.

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The tax benefit recognized during 2025, 2024 and 2023 related to stock based compensation was $ 422 , $ 410 and $ 390 , respectively.

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

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

Unrecognized compensation cost related to non-vested stock as of October 3, 2025 was $ 1,646 , which amount will be amortized to expense through November 2027 or adjusted for changes in future estimated or actual forfeitures.

Restricted Stock Units

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RSUs granted 38,054 54.20

RSUs forfeited ( 7,492 ) 76.75

RSUs vested ( 17,516 ) 88.49

RSUs forfeited ( 4,590 ) 62.65

RSUs at September 27, 2024 84,192 64.58

RSUs granted 57,792 33.14

RSUs vested and canceled due to performance targets not being met

( 17,041 ) 101.22

RSUs forfeited ( 3,690 ) 54.20

RSUs vested ( 17,516 ) 88.49

RSUs at September 27, 2024 84,192 64.58

RSUs at October 3, 2025 121,253 44.76

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.

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The fair value of restricted stock units vested during 2025, 2024 and 2023 was approximately $ 0 , $ 1,171 and $ 2,247 , 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.

Stock compensation (benefit) expense, net of forfeitures, related to restricted stock units was $( 324 ), $( 503 ) and $ 732 for the years ended October 3, 2025, September 27, 2024 and September 29, 2023, respectively.

The tax expense recognized during 2025 and 2024 related to restricted stock unit based compensation was $ 28 and $ 43 , respectively, and a benefit of $ 462 was

recognized in 2023.

Unrecognized compensation cost related to non-vested restricted stock units as of October 3, 2025 was $ 482 .

For the fiscal years covered herein, 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.

The payouts for achievement at maximum levels of performance are equal to 200 % of the target award amount for awards made with respect to the fiscal 2025 - 2027 performance period and 150 % for awards made with respect to earlier performance periods.

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 2009 Employees’ Stock Purchase Plan (the “Purchase Plan”) formerly provided 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 terminated the Purchase Plan effective as of May 9, 2025.

The Company issued 6,203 , 4,937 and 5,401 shares of Class A common stock under the Purchase Plan during the years 2025, 2024 and 2023, respectively, and recognized expense of $ 80 , $ 105 and $ 102 in 2025, 2024 and 2023, respectively.

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

Total costs of these transactions

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

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

Total costs of these transactions were $ 1,782 , $ 1,537 and $ 1,473 for 2025, 2024 and 2023, respectively.

Amounts due to/from related parties were immaterial at October 3, 2025 and September 27, 2024.

Revenue recognition

Revenue is recognized when obligations under the terms of a contract with our customer are satisfied;

Revenue is recognized when performance 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.

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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 October 3, 2025, the right to returns asset was $ 981 and the accrued returns liability was $ 2,595 .

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

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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

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 .

During the years ended October 3, 2025, September 27, 2024, and September 29, 2023, combined sales to one customer of the Company's Fishing, Camping and Watercraft Recreation segments represented approximately $ 119,540 , $ 113,509 , and $ 101,392 respectively, of the Company's consolidated revenues.

The Company has historically reported "Camping" and "Watercraft Recreation" segments separately.

Starting in the first fiscal quarter of 2025, the Company combined these two segments into one segment, "Camping & Watercraft Recreation," consistent with the manner in which its chief operating decision maker ("CODM") assesses performance and makes resource allocations.

The operating segment change was for financial reporting purposes only and did not impact or result in changes to operations of the business segments, nor did it impact the Company's consolidated financial statements, but it did impact our previous segment footnote disclosure and the table below, including the corresponding items of segment information disclosed in the prior year.

The Company sold the Military and Commercial Tent product lines of its Camping & Watercraft Recreation business segment to a third party in an asset sale for a purchase price of $ 14,990 during the second quarter of fiscal 2023, resulting in a gain on sale, net of final working capital true-up, of approximately $ 6,560 , which was recorded in Other (income) expense, net in the Company’s accompanying Consolidated Statements of Operations.

The sale did not include the Eureka!

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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!

During fiscal 2024 and 2025, the Company also exited the Eureka!

brand of the Camping & Watercraft Recreation 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.

Discontinuing the Eureka!

branded product line allows 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!

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inventory to a nonprofit organization.

The related costs in fiscal 2024 were insignificant.

The related costs in fiscal 2025 and 2024 were insignificant.

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

The Company’s Chief Executive Officer, who has been identified as the CODM, primarily uses operating profit as the measure of profit or loss to assess segment performance and allocate resources.

Operating profit represents net sales less cost of goods sold and operating expenses.

Net Sales are directly attributed to each segment.

Segment operating expenses include operating expenses directly attributable to the segment, as well as certain shared corporate administration and other costs which are allocated to the segments in a reasonable manner considering the specific facts and circumstances of the expenses being allocated.

The CODM evaluates segment profitability based on operating profit (loss) because it provides key insights to operational leverage and other key operational metrics for each segment.

Additionally, segment operating profit (loss) is used in the annual budgeting and forecasting process, and budget-to-actual and forecast-to-actual variances are considered when determining how resources should be allocated to each segment.

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.

The accounting policies of the Company’s reportable segments are the same as those described in Note 1.

Summary of Significant Accounting Policies .

A summary of the Company’s operations by business segment is presented below:

2024 2023 2022

Unaffiliated customers $ 451,842 $ 491,890 $ 525,563

Interunit transfers 499 1,037 1,019

Twelve Months Ended October 3, 2025 Fishing Camping & Watercraft Recreation Diving Other/Corporate Total

Unaffiliated customers $ 458,099 $ 57,990 $ 75,436 $ 890 $ 592,415

Interunit transfers 1,063 81 22 ( 1,166 ) —

Watercraft Recreation:

Net Sales 459,162 58,071 75,458 ( 276 ) 592,415

Cost of goods sold 319,740 32,888 32,236 ( 542 ) 384,322

Gross profit 139,422 25,183 43,222 266 208,093

Marketing and selling expense 85,917 17,129 20,620 10,789 134,455

Administrative management, finance and information systems expense 10,133 4,492 15,961 27,041 57,627

Goodwill impairment — — — — —

Research and development expense 23,802 2,644 4,974 782 32,202

Operating profit (loss) $ 19,570 $ 918 $ 1,667 $ ( 38,346 ) $ ( 16,191 )

Depreciation and amortization expense $ 14,797 $ 1,697 $ 1,045 $ 3,088 $ 20,627

Capital expenditures $ 13,152 $ 514 $ 1,325 $ 984 $ 15,975

Goodwill, net $ — $ — $ 10,456 $ — $ 10,456

Total assets (end of period) $ 279,007 $ 70,944 $ 92,718 $ 161,434 $ 604,103

Twelve Months Ended September 27, 2024 Fishing Camping & Watercraft Recreation Diving Other/Corporate Total

Unaffiliated customers $ 451,842 $ 66,529 $ 73,610 $ 865 $ 592,846

Interunit transfers 499 106 18 ( 623 ) —

Net Sales 452,341 66,635 73,628 242 592,846

Cost of goods sold 316,370 40,664 34,900 ( 68 ) 391,866

Gross profit 135,971 25,971 38,728 310 200,980

Marketing and selling expense 96,959 18,427 20,535 8,643 144,564

Administrative management, finance and information systems expense 10,249 5,140 15,395 26,859 57,643

Goodwill impairment 11,173 — — — 11,173

Research and development expense 24,188 2,892 4,042 — 31,122

Operating profit (loss) $ ( 6,598 ) $ ( 488 ) $ ( 1,244 ) $ ( 35,192 ) $ ( 43,522 )

Depreciation and amortization expense $ 13,871 $ 1,626 $ 763 $ 3,348 $ 19,608

Capital expenditures $ 17,248 $ 1,229 $ 990 $ 2,551 $ 22,018

Goodwill, net $ — $ — $ — $ — $ —

Total assets (end of period) $ 325,882 $ 69,516 $ 77,465 $ 162,349 $ 635,212

Twelve Months Ended September 29, 2023 Fishing Camping & Watercraft Recreation Diving Other/Corporate Total

Unaffiliated customers $ 491,890 $ 85,848 $ 85,031 $ 1,075 $ 663,844

Interunit transfers 1,037 239 38 ( 1,314 ) —

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

Net Sales 492,927 86,087 85,069 ( 239 ) 663,844

Cost of goods sold 328,190 52,807 39,406 ( 646 ) 419,757

Gross profit 164,737 33,280 45,663 407 244,087

Marketing and selling expense 89,592 23,554 22,269 9,031 144,446

Administrative management, finance and information systems expense 9,671 7,562 13,531 25,733 56,497

Goodwill impairment — — — — —

Research and development expense 24,149 3,484 3,771 — 31,404

Operating profit (loss) $ 41,325 $ ( 1,320 ) $ 6,092 $ ( 34,357 ) $ 11,740

Depreciation and amortization expense $ 11,653 $ 1,157 $ 711 $ 2,774 $ 16,295

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 $ 17,427 $ 2,553 $ 828 $ 1,860 $ 22,668

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 $ 11,172 $ — $ — $ — $ 11,172

Fishing $ — $ 11,172

Watercraft Recreation — —

Total assets (end of period) $ 363,463 $ 79,956 $ 83,555 $ 154,632 $ 681,606

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

The Company attributes revenue to individual countries based on the customer's location, not the shipping point or manufacturing site.

A summary of the Company’s operations by geographic area is presented below:

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Europe 54,810 52,486

Canada and other 61,892 71,844

39,151 38,431

32,040 23,461

$ 604,103 $ 635,212

Long-term assets (1) :

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Europe 5,855 6,468

Canada and other 2,489 9,948

$ 192,241 $ 183,063

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Less Deductions Balance at End of

Year Ended September 27, 2024

Year Ended October 3, 2025

Allowance for credit losses

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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.

17 ACQUISITIONS

On October 25, 2024, the Company acquired all the outstanding common stock of Endless Summer Technologies Proprietary, Limited ("EST") and related patents and other assets used in EST's business and operations in a purchase transaction with EST's sole shareholder (the "Seller").

EST, based in Durban, South Africa, has been a long term supplier of products to the Company and it specializes in the design, development and manufacturing of scuba equipment through unique application of existing, new and emerging technologies.

The EST acquisition is included in the Company's Diving segment, and is expected to provide new innovative products, unlock synergies and enhance operating efficiencies for the Diving segment.

The approximately $ 12,197 acquisition cost was funded with existing cash.

Approximately $ 1,650 of the purchase price was paid into segregated escrow accounts which were set aside to fund (1) any potential downward purchase price adjustment tied to cash, debt and net working capital levels as of the closing or (2) potential indemnity claims that may be made by the Company against the Seller in connection with the inaccuracy of certain representations and warranties made by the Seller or related to the breach or nonperformance of certain other actions, agreements or conditions related to the acquisition, for a period of 24 months from the acquisition date.

The Company cannot estimate the probability or likelihood of bringing such an indemnity claim against the Seller or any related costs at this time.

The remaining escrow balance, if any, net of any indemnity claim then pending, will be released to the Seller once the 24 month period has lapsed.

The Company finalized the purchase accounting during the fourth quarter of fiscal 2025, and there were no material adjustments made during the measurement period.

The following table summarizes the fair values of the assets acquired and liabilities assumed, and the resulting goodwill acquired at the date of acquisition:

Recognized amounts of identifiable assets acquired and liabilities assumed

Accounts receivable $ 245

Inventories 2,261

Other current assets 72

Property, plant and equipment 502

Identifiable intangible assets 1,439

Deferred tax asset 237

Less, accounts payable and accruals ( 1,680 )

Less, long term liabilities ( 1,110 )

Total identifiable net assets 1,966

Goodwill 10,231

Net assets acquired $ 12,197

Pro forma financial information has not been presented because such amounts are not material to the unaudited condensed consolidated financial statements.

Transaction costs incurred for the acquisition to date were approximately $ 635 , of which approximately $ 135 was recognized during the year ended October 3, 2025, and which are included in Administrative management, finance and information systems expenses in the accompanying Condensed Consolidated Statements of Operations.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures