What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-03-13 compared with 2024-03-12 · 381 added, 442 removed, 1281 unchanged (39% of the section changed)

15 unchanged sentences

Because of the inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

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 the degree of compliance with

the policies or procedures may deteriorate.

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 the degree of compliance with the policies or procedures may deteriorate.

Accordingly, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.

35 unchanged sentences

The information required under these items is contained in the Company’s 2025 Proxy Statement, which will be filed with the SEC within 120 days after the close of the Company’s fiscal year covered by this Annual Report on Form 10-K and is incorporated herein by reference.

The Company has adopted insider trading policies and procedures regarding securities transactions (the “Insider Trading Policy”) that apply to all officers, directors, employees, consultants and contractors of the Company and its subsidiaries, as well as the Company itself.

The Company believes that the Insider Trading Policy is reasonably designed to promote compliance with insider trading laws, rules and regulations with respect to the purchase, sale and/or other dispositions of the Company’s securities, as well as the applicable rules and regulations of Nasdaq.

A copy of the Insider Trading Policy is filed as Exhibit 19 to this Annual Report on Form 10-K.

Exhibits and Financial Statement Schedules

25 unchanged sentences

10.13 Amended and Restated 2000 Long-Term Incentive Plan, effective as of June 23, 2022 (filed as Appendix B to the Registrant's Definitive Proxy Statement on Schedule 14A, filed on April 28, 2022 and incorporated by reference herein)

10.14 Amended and Restated 2000 Long-Term Incentive Plan, effective as of June 20, 2024 (filed as Appendix B to the Registrant's Definitive Proxy Statement on Schedule 14A, filed on April 25, 2024 and incorporated by reference herein)

10.15 Amended and Restated Employment Agreement, dated September 10, 2015, between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed September 16, 2015)

3 unchanged sentences

10.18 Third Amendment to the Amended and Restated Employment Agreement, dated as of August 1, 2022, between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.1 to the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2022)

10.18* Fourth Amendment to the Amended and Restated Employment Agreement, dated as of March 8, 2023, by and between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.

18 to the Company's A nnual R eport on Form 10- K for the year ended Decembe r 31 , 2022)

10.19* Fifth Amendment to the Amended and Restated Employment Agreement, dated as of November 8, 2023, by and between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.

1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 )

10.19 Fourth Amendment to the Amended and Restated Employment Agreement, dated as of March 8, 2023, by and between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.18 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022)

10.20 Fifth Amendment to the Amended and Restated Employment Agreement, dated as of November 8, 2023, by and between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023)

10.21 Shares Subscription Agreement by and among the Company, Ekco, S.A.B.

16 unchanged sentences

10.28 Third Amendment, dated March 8, 2023, to the Employment Agreement, dated as of November 8, 2017, by and between Lifetime Brands, Inc.

and Daniel Siegel (incorporated by reference to Exhibit 10.26 to the Company's A nnual R eport on Form 10-K for the year ended December 31, 2022)

and Daniel Siegel (incorporated by reference to Exhibit 10.26 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022)

10.29 Fourth Amendment to the Employment Agreement, dated as of November 8, 2023, by and between the Company and Daniel Siegel (incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2023)

35 unchanged sentences

10.50 Amendment No.2 to the Receivables Purchase Agreement, dated as of January 6, 2023 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser (incorporated by reference to Exhibit 10.45 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022)

10.50* Amendment No.

3 to the Receivables Purchase Agreement, dated as of December 21 , 2023 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser

10.51* Amendment No.4 to the Receivables Purchase Agreement, dated as of February 23, 2024 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser

10.51 Amendment No.3 to the Receivables Purchase Agreement, dated as of December 21, 2023 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser (incorporated by reference to Exhibit 10 .50 to the Company ’ s Annual Report on Form 10-K for the year ended December 31, 202 3 )

10.52 Amendment No.4 to the Receivables Purchase Agreement, dated as of February 23, 2024 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser ( inc orporated by reference to Exhibit 10.51 to the Company ’ s Annual Report on Form 10-K for the year en ded D ecem ber 31, 2023)

10.53 Amendment to Option Grant Certificates, dated as of March 8, 2023 by and among the Company and Jeffrey Siegel (incorporated by reference to Exhibit 10.46 to the Company's Annual Report on Form 10-K for the year ended December 31, 2022)

Lease Agreement, dated January 23, 2025, by and between the Company and CRP/TCC Rhoton Owner LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed January 29, 2025)

Amendment Agreement No.6, dated as of March 13, 2025 to the Shares Subscription Agreement by and among the Company, Grupo Vasconia, S.A.B.

José Ramón Elizondo Anaya and Mr.

Miguel Ángel Huerta Pando

19.1* Insider Trading Policy

21.1* Subsidiaries of the Company

8 unchanged sentences

97.1 Compensation Recoupment Policy of Lifetime Brands, Inc.

(incorporated by reference to Exhibit 97.1 to the Company's Annual Report on Form 10-K for the year ended December 31, 2023)

99.1* Report of Independent Registered Accounting Firm on the consolidated financial statements of Grupo Vasconia, S.A.B.

10 unchanged sentences

(**) Furnished herewith.

+ Portions of this exhibit are redacted in accordance with Regulation S-K Item 601(b)(10)(iv).

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

13 unchanged sentences

Jeffrey Siegel

/s/ Jeffrey Herbert Evans

March 13, 2025

Jeffrey Herbert Evans

/s/ Rachael Jarosh Director March 13, 2025

19 unchanged sentences

Consolidated Statements of Operations for the Years ended December 31, 2024, 2023, and 2022

Consolidated Statements of Comprehensive (Loss) Income for the Years ended December 31, 202 3 , 202 2 , and 202 1

Consolidated Statements of Comprehensive Income ( Loss ) for the Years ended December 31, 2024, 2023, and 2022

Consolidated Statements of Stockholders’ Equity for the Years ended December 31, 2024, 2023, and 2022

9 unchanged sentences

We have audited the accompanying consolidated balance sheets of Lifetime Brands, Inc.

(the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income , stockholders' equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and the report of other auditors, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S.

(the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income (loss) , stockholders' equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and for 2023 and 2022 the report of other auditors, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S.

generally accepted accounting principles.

We did not audit the financial statements of Grupo Vasconia, S.A.B.

We did not audit the 2023 or 2022 financial statements of Grupo Vasconia, S.A.B.

and Subsidiaries, a corporation in which the Company has a 24.7% interest.

In the consolidated financial statements, the Company’s investment in Grupo Vasconia, S.A.B.

and Subsidiaries is stated at $1.8 million and $12.5 million as of December 31, 2023 and 2022, respectively, and the Company’s equity in (losses) earnings of Grupo Vasconia, S.A.B.

and Subsidiaries is stated at $( 5.8 ) million in 2023, $( 3.3 ) million in 2022 and $ 1.8 million in 2021.

and Subsidiaries is stated at $1.8 million as of December 31, 2023, and the Company’s equity in losses of Grupo Vasconia, S.A.B.

and Subsidiaries is stated at $ 5.8 million in 2023 and $ 3.3 million in 2022.

Those statements were audited by other auditors whose report has been furnished to us, and our opinion, insofar as it relates to the amounts included for Grupo Vasconia, S.A.B.

19 unchanged sentences

For the year ended December 31, 2024, the Company reported net sales of $683.0 million.

As described in Note 2 to the consolidated financial statements, the Company offers various sales incentives and promotional programs to its customers in the normal course of business.

As described in Note 2 to the consolidated financial statements, the Company offers various contractual and non-contractual sales incentives and promotional programs to its customers in the normal course of business.

These sales incentives and promotions represent variable consideration and are reflected as reductions in net sales in the Company’s consolidated statements of operations.

While many of the sales incentives and promotions are contractually agreed upon with the Company’s customers, certain of the sales incentives and promotions are non-contractual and require the Company to estimate the amount of variable consideration based on historical experience and other known factors or as the most likely amount in a range of possible outcomes.

Sales incentives and promotions that are non-contractual require the Company to estimate the amount of variable consideration based on historical experience and other known factors.

Auditing the Company’s measurement of the variable consideration associated with the non-contractual sales incentives and promotions is challenging because the method of calculation involves subjective management assumptions about estimates of the expected discounts.

10 unchanged sentences

Additionally, we performed retrospective analyses over management’s historical estimates in order to assess the reasonableness of how the Company measures certain variable consideration discounts.

Valuation of Goodwill and Trade Names

Goodwill – Quantitative Impairment Assessment

Description of the Matter

At December 31, 2023, the Company’s intangible assets include goodwill in the U.S.

reporting unit with a carrying value of $33.2 million and an indefinite-lived trade name in the U.S.

reportable segment with a carrying value of $42.0 million.

As discussed in Note 7 of the consolidated financial statements, the Company tests goodwill and its indefinite-lived trade name for impairment at least annually, or more frequently when events or changes in circumstances indicate that the carrying value of these assets may not be recoverable.

An impairment loss is recognized when the fair value of goodwill or the indefinite-lived trade name is less than its carrying amount.

Auditing management’s annual goodwill and indefinite-lived trade name impairment tests was complex as valuation of the reporting unit and indefinite-lived trade name involves considerable management judgment and estimation.

For goodwill, the Company estimated the fair value of the reporting unit using a combination of the discounted cash flow method, a form of the income approach, and the guideline public company method, a form of the market approach.

The discounted cash flow method is largely dependent upon estimates made by management with respect to significant assumptions, including projected net sales, projected earnings before interest, tax, depreciation and amortization (“EBITDA”), and the cost of capital.

For the indefinite-lived trade name, significant assumptions used in management’s fair value analysis included future net sales for the related brand, the royalty rate, and the cost of capital.

These assumptions are forward-looking.

Changes in market, industry and company-specific conditions could materially impact the determination of the fair value of the asset and the measurement of the impairment.

As of December 31, 2024, the Company’s intangible asset balance includes goodwill of $33.2 million.

As discussed in Note 6, the Company’s goodwill is assessed annually for impairment using either a qualitative or quantitative approach as of October 1, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

Auditing management’s quantitative impairment test for goodwill was complex and judgmental due to the measurement uncertainty in estimating the fair value of the reporting unit.

Specifically, the fair value estimate of the Company’s U.S.

reporting unit was sensitive to assumptions including projected net sales, projected earnings before interest, tax, depreciation and amortization (“EBITDA”), and the cost of capital.

These assumptions are forward-looking and are affected by such factors as future market or economic conditions.

How We Addressed the Matter in Our Audit

We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s valuation of goodwill and indefinite-lived trade name.

We obtained an understanding, evaluated the design, and tested the operating effectiveness of controls over the Company’s valuation of the reporting unit.

This included testing management’s review controls relating to the Company’s valuation models and significant assumptions, described above.

2 unchanged sentences

We tested the significant assumptions discussed above, as well as the completeness and accuracy of the underlying data used in the valuations.

We assessed the appropriateness of the Company’s projections by comparing them to general and sector-specific market expectations.

We assessed the appropriateness of the Company’s projections by comparing them to market expectations.

We engaged our valuation specialists to assess the reasonableness of the cost of capital, the valuation models and significant assumptions used in the valuation of the U.S.

reporting unit as well as the indefinite-lived trade name.

In order to reflect the uncertainty inherent in the projections, we inspected the sensitivity analyses performed by the Company and performed our own sensitivity analyses by increasing or decreasing the significant assumptions and evaluated the potential outcome for the U.S.

reporting unit and the indefinite-lived trade name in the U.S.

reportable segment.

reporting unit.

In order to reflect the uncertainty inherent in the projections, we inspected the sensitivity analyses performed by the Company and performed our own sensitivity analyses by adjusting the significant assumptions and evaluated the potential outcome for the U.S.

reporting unit.

In addition, we tested the reconciliation of the fair value of the reporting units developed by management to the stock market capitalization of the Company as of the valuation date and evaluated the implied control premium for reasonableness.

42 unchanged sentences

Paid-in capital 280,566 277,728

(Accumulated deficit) retained earnings

Accumulated deficit

( 32,550 ) ( 13,568 )

14 unchanged sentences

Selling, general and administrative expenses 159,809 152,648 154,545

Intangible asset impairments — — 14,760

Restructuring expenses — 856 1,420

6 unchanged sentences

Gain on extinguishments of debt, net — 761 —

Income before income taxes and equity in (losses) earnings

Loss on equity securities ( 14,152 ) — —

(Loss) income before income taxes and equity in losses

( 9,742 ) 10,475 9,029

1 unchanged sentence

( 3,331 ) ( 6,222 ) ( 5,728 )

Equity in (losses) earnings, net of taxes

Equity in losses, net of taxes

( 2,092 ) ( 12,665 ) ( 9,467 )

NET (LOSS) INCOME

$ ( 15,165 ) $ ( 8,412 ) $ ( 6,166 )

BASIC (LOSS) INCOME PER COMMON SHARE

BASIC LOSS PER COMMON SHARE

$ ( 0.71 ) $ ( 0.40 ) $ ( 0.29 )

DILUTED (LOSS) INCOME PER COMMON SHARE

DILUTED LOSS PER COMMON SHARE

$ ( 0.71 ) $ ( 0.40 ) $ ( 0.29 )

1 unchanged sentence

LIFETIME BRANDS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

1 unchanged sentence

2024 2023 2022

Net (loss) income

$ ( 15,165 ) $ ( 8,412 ) $ ( 6,166 )

Other comprehensive income (loss), net of tax:

Translation adjustment 3,458 ( 4,320 ) 4,094

Net change in translation adjustment

14,230 3,458 ( 4,320 )

Net change in cash flow hedges 381 ( 1,057 ) 845

2 unchanged sentences

15,184 2,355 ( 2,305 )

Comprehensive (loss) income

Comprehensive income (loss)

$ 19 $ ( 6,057 ) $ ( 8,471 )

10 unchanged sentences

— — — ( 6,166 ) — ( 6,166 )

Other comprehensive income, net of tax

Other comprehensive loss, net of tax

— — — — ( 2,305 ) ( 2,305 )

4 unchanged sentences

Shares effectively repurchased for required employee withholding taxes ( 93 ) ( 1 ) ( 1,066 ) — — ( 1,067 )

Stock repurchase ( 597 ) ( 6 ) — ( 6,314 ) — ( 6,320 )

Dividends (1)

3 unchanged sentences

— — — ( 8,412 ) — ( 8,412 )

Other comprehensive loss, net of tax

Other comprehensive income, net of tax

— — — — 2,355 2,355

2 unchanged sentences

Stock compensation expense — — 3,690 — — 3,690

Net exercise of stock options 25 — 233 — — 233

Shares effectively repurchased for required employee withholding taxes ( 92 ) ( 1 ) ( 537 ) — — ( 538 )

12 unchanged sentences

( 111 ) ( 1 ) ( 1,081 ) — — ( 1,082 )

Stock repurchase ( 320 ) ( 3 ) — ( 2,536 ) — ( 2,539 )

Dividends (1)

10 unchanged sentences

OPERATING ACTIVITIES

Net (loss) income

$ ( 15,165 ) $ ( 8,412 ) $ ( 6,166 )

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

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

Depreciation and amortization 22,314 19,571 19,536

Intangible asset impairments — — 14,760

Amortization of financing costs 2,859 1,968 1,809

1 unchanged sentence

466 499 ( 1,971 )

Non-cash lease adjustment ( 1,889 ) ( 1,483 ) ( 1,294 )

Provision (recovery) for doubtful accounts 2,116 662 ( 5 )

Operating leases, net ( 2,010 ) ( 1,889 ) ( 1,483 )

Provision for doubtful accounts

950 2,116 662

Deferred income taxes ( 2,039 ) ( 2,130 ) ( 3,825 )

Stock compensation expense 3,920 3,687 3,846

Undistributed losses (earnings) from equity investment, net of taxes

Equity in losses, net of taxes

2,092 12,665 9,467

1 unchanged sentence

Gain on extinguishments of debt, net — ( 761 ) —

Loss on equity securities 14,152 — —

Wallace facility remediation expense — — 5,140

9 unchanged sentences

Purchases of property and equipment ( 2,227 ) ( 2,801 ) ( 2,975 )

Proceeds from sale of shares of equity method investment — — 3,061

Acquisition — — ( 17,956 )

35 unchanged sentences

The accompanying consolidated financial statements include estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with U.S.

The most significant of these estimates and assumptions relate to revenue recognition, allowances for doubtful accounts, reserves for sales returns and allowances and customer chargebacks, inventory mark-down provisions, impairment of goodwill, tangible and intangible assets, stock-based compensation expense, estimates for unpaid healthcare claims, derivative valuations, accruals related to the Company’s tax positions and tax valuation allowances.

The most significant of these estimates and assumptions relate to revenue recognition, allowances for doubtful accounts, reserves for sales returns and allowances and customer chargebacks, inventory mark-down provisions, impairment of goodwill, intangible assets and long-lived assets, stock-based compensation expense, derivative valuations, accruals related to the Company’s tax positions and tax valuation allowances.

Although these and other estimates and assumptions are based on the best available information, actual results could be materially different from these estimates.

5 unchanged sentences

Foreign currency

Foreign currency denominated assets and liabilities are translated into U.S.

The Company has certain foreign subsidiaries in which the functional currency is the local currency.

Foreign currency denominated assets and liabilities at these subsidiaries are translated into U.S.

dollars at exchange rates prevailing at the balance sheet dates.

1 unchanged sentence

dollars at average exchange rates for the relevant period.

Income and losses resulting from translation are recorded as a component of accumulated other comprehensive income (loss).

The Company may enter into foreign exchange derivative contracts to hedge the volatility of exchange rates related to a portion of its international inventory purchases.

Realized gains and losses from designated foreign currency derivative contracts are recognized in cost of sales as the hedged inventory purchases are sold.

Unrealized gains and losses from foreign currency transactions on the fair value of foreign exchange contracts designated as hedges are recorded as a component of accumulated other comprehensive income (loss).

Realized and unrealized gains and losses from non-designated foreign currency hedges are recognized in selling, general and administrative expenses in the consolidated statements of operations.

Foreign currency gains and losses included within selling, general and administrative expenses were a $ 0.1 million loss in 2023, a $ 1.5 million loss in 2022, and a $ 1.3 million loss in 2021.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

Income and losses resulting from translation are recorded as a cumulative translation adjustment in accumulated other comprehensive income (loss).

The Company and its foreign subsidiaries conduct business in currencies other than their respective functional currencies.

Transactions are remeasured to the subsidiaries’ functional currency at the exchange rate in effect on the dates of such transactions.

Foreign currency gains and losses relating to the differences between these recorded amounts and the functional currency equivalent actually received or paid are included within selling, general and administrative expenses.

The foreign currency losses were $ 0.6 million $ 0.1 million, and $ 1.5 million for the years ended 2024, 2023, and 2022, respectively.

Revenue recognition

1 unchanged sentence

Wholesale sales and retail sales are primarily recognized at the point in time the customer obtains control of the products, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

The Company offers various sales incentives and promotional programs to its customers in the normal course of business.

3 unchanged sentences

Cost of sales

Cost of sales consist primarily of costs associated with the production and procurement of product, inbound freight costs, purchasing costs, royalties and other product procurement related charges.

Cost of sales consist primarily of costs associated with the production and procurement of product, inbound freight costs, purchasing costs, duties and tariffs, royalties and other product procurement related charges.

Handling costs of products sold are also included in cost of sales.

Distribution expenses

Distribution expenses consist primarily of warehousing expenses and freight-out expenses.

Freight-out expenses were $ 17.0 million, $ 17.4 million and $ 19.2 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Handling costs of products sold are included in cost of sales.

Advertising expenses

2 unchanged sentences

Accounts receivable

The Company periodically reviews the collectability of its accounts receivable and establishes allowances for estimated losses that could result from the inability of its customers to make required payments, taking into consideration customer credit history and financial condition, industry and market segment information, credit reports, and economic trends and conditions such as the impact of the COVID-19 pandemic.

The Company periodically reviews the collectability of its accounts receivable and establishes allowances for estimated credit losses that could result from the inability of its customers to make required payments, taking into consideration customer credit history and financial condition, industry and market segment information, credit reports, and expectations of current and future economic conditions.

A considerable amount of judgment is required to assess the ultimate realization of these receivables including assessing the initial and on-going creditworthiness of the Company’s customers.

The Company also maintains an allowance for anticipated customer deductions.

The allowances for deductions are primarily based on contracts with customers.

However, in certain cases the Company does not have a formal contract and, therefore, customer deductions are non-contractual.

To evaluate the reasonableness of non-contractual customer deductions, the Company analyzes currently available information and historical trends of deductions.

Contractual deductions for incentives and promotions granted to customers such as cooperative advertising, are recorded as a reduction to accounts receivable at the time of the sale.

These deductions are primarily fixed amounts, however, in certain cases, these deductions are not fixed and, therefore, the allowance is estimated based on currently available information and historical trends of deductions.

The sales of accounts receivable, under the Company’s Receivable Purchase Agreement with HSBC, are reflected as a reduction of accounts receivable in the Company’s consolidated balance sheet at the time of sale and any related expense is included in selling, general and administrative expenses in the Company’s consolidated statements of operations.

11 unchanged sentences

Leasehold improvements are amortized over the term of the lease or the estimated useful lives of the improvements, whichever is shorter.

Equipment under finance

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

leases are amortized over the shorter of the lease term or the assets’ useful lives.

Equipment under finance leases are amortized over the shorter of the lease term or the assets’ useful lives.

Advances paid towards the acquisition of property and equipment and the cost of property and equipment not ready for use before the end of the period are classified as construction in progress.

1 unchanged sentence

The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

Concentration of credit risk

1 unchanged sentence

The Company maintains cash with several financial institutions that, in some cases, is in excess of Federal Deposit Insurance Corporation insurance limits.

Concentrations of credit risk with respect to trade accounts receivable are limited due to the large number of entities comprising the Company’s customer base.

During the years ended December 31, 2023, 2022 and 2021, Wal-Mart Stores, Inc., including Sam’s Club, (“Walmart”), accounted for 21 %, 19 % and 18 % of consolidated net sales, respectively.

Concentrations of credit risk with respect to trade accounts receivables is limited due to the large number of entities comprising the

Company’s customer base, however the Company’s largest customers may account for a higher percentage of the outstanding balance.

During the years ended December 31, 2024, 2023 and 2022, Wal-Mart Stores, Inc.

(“Walmart”), accounted for 19 %, 21 % and 19 % of consolidated net sales, respectively.

During the years ended December 31, 2024, 2023 and 2022, sales to Costco Wholesale Corporation (“Costco”) accounted for 11 %, 11 %, and 13 % of consolidated net sales.

6 unchanged sentences

GAAP and expands disclosure requirements about fair value measurements.

Fair value measurements included in the Company’s consolidated financial statements relate to the Company’s annual goodwill and other intangible asset impairment tests that use Level 3 unobservable inputs as described in NOTE 7 — GOODWILL AND INTANGIBLE ASSETS and derivatives that use Level 2 observable inputs as described in NOTE 9 — DERIVATIVES.

Fair value measurements included in the Company’s consolidated financial statements relate to the fair value of the Vasconia investment that use Level 3 unobservable inputs as described in NOTE 5 — EQUITY INVESTMENTS, the Company’s annual goodwill and other intangible asset impairment tests that use Level 3 unobservable inputs as described in NOTE 6 — GOODWILL AND INTANGIBLE ASSETS and derivatives that use Level 2 observable inputs as described in NOTE 8 — DERIVATIVES.

Fair value of financial instruments

3 unchanged sentences

ASC 815 requires that all derivative instruments be recognized on the balance sheet at fair value as either an asset or liability.

Changes in the fair value of derivatives that qualify as hedges and have been designated as part of a hedging relationship for accounting purposes have no net impact on earnings until the hedged item is recognized in earnings.

The change in the fair value of hedges is included in accumulated other comprehensive loss and is subsequently recognized in the Company’s consolidated statements of operations to mirror the location of the hedged items impacting earnings.

Changes in the fair value of derivatives that qualify as hedges and have been designated as part of a hedging relationship for accounting purposes are included in accumulated other comprehensive loss and are subsequently recognized in the Company’s consolidated statements of operations in the same period that the hedged items are recognized in earnings.

Changes in fair value of derivatives that do not qualify as hedging instruments for accounting purposes are recorded in the consolidated statements of operations.

Goodwill, intangible assets and long-lived assets

Goodwill and intangible assets deemed to have indefinite lives are not amortized but, instead, are subject to an annual impairment assessment.

Goodwill and intangible assets deemed to have indefinite lives are not amortized but, instead, are subject to an annual impairment assessment on October 1.

Additionally, if events or conditions were to indicate the carrying value of a reporting unit may not be recoverable, the Company would evaluate goodwill and other intangible assets for impairment at that time.

As it relates to the goodwill assessment, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative goodwill impairment testing described in the FASB’s ASU Topic 350, Intangibles – Goodwill and Other.

If, after assessing qualitative factors, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the quantitative test is unnecessary and the Company’s goodwill is not considered to be

If, after assessing qualitative factors, the Company determines that it is more likely than not that the fair value of a reporting unit exceed its carrying amount, then no further testing is performed for that reporting unit.

However, if based on the Company’s qualitative assessment it concludes that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, or if the Company elects to bypass the qualitative assessment, the Company will proceed with performing the quantitative impairment test.

See NOTE 6 — GOODWILL AND INTANGIBLE ASSETS for further discussion regarding goodwill impairment.

LIFETIME BRANDS, INC.

1 unchanged sentence

December 31, 2024

See NOTE 7 — GOODWILL AND INTANGIBLE ASSETS for further discussion regarding goodwill impairment.

The Company also evaluates qualitative factors to determine whether impairment indicators exist for its indefinite lived intangibles and performs quantitative tests if required.

These tests can include the relief from royalty model or other valuation models.

See NOTE 7 — GOODWILL AND INTANGIBLE ASSETS for further discussion regarding impairment of indefinite lived intangibles.

The Company has the option to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test.

If the qualitative assessment determines that it is more likely than not that the fair value of the intangible asset is more than its carrying amount, then the Company concludes that the intangible asset is not impaired.

If the Company does not choose to perform the qualitative assessment, or if the qualitative assessment determines that it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying amount, then the Company calculates the fair value of the intangible asset and compares it to the corresponding carrying value.

If the carrying amount of the indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized for the excess carrying value over the fair value.

See NOTE 6 — GOODWILL AND INTANGIBLE ASSETS for further discussion regarding indefinite-lived intangible asset impairment testing.

Long-lived assets, including intangible assets deemed to have finite lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

2 unchanged sentences

If the carrying amount of the asset is not recoverable, the impairment to be recognized is measured by the amount by which the carrying amount of each long-lived asset exceeds the fair value of the asset.

See NOTE 7 — GOODWILL AND INTANGIBLE ASSETS for further discussion regarding impairment of long-lived assets.

The Company accounts for income taxes using the asset and liability method.

43 unchanged sentences

Certain leases may include options to extend or terminate the lease.

Periods to extend the lease are included in the lease term when the Company is reasonably certain that the extension option would be exercised, and the associated lease payments for such periods are reflected in the ROU asset and lease liability.

Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

8 unchanged sentences

Costs associated with restructuring activities are recorded at fair value when a liability has been incurred.

A liability has been incurred at the communication date for severance.

Charges associated with lease terminations, related to restructuring activities, are recognized at the effective date of the lease modification.

Generally, a liability has been incurred at the communication date for severance.

During the year ended December 31, 2023, the Company incurred $ 0.8 million of restructuring expense in connection with the termination of the Company’s Executive Chairman as described below.

18 unchanged sentences

Adopted accounting pronouncements

Effective January 1, 2023, the Company adopted ASU 2016-13, Measurement of Credit Losses on Financial Instruments.

This guidance introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses, to include historical experience, current conditions and reasonable and supportable forecasts.

The Company adopted this guidance on a modified retrospective basis and the adoption did not have a material impact on the Company’s consolidated financial statements.

New accounting pronouncements

Updates not listed below were assessed and either determined to not be applicable or are expected to have a minimal effect on the Company’s financial position, results of operations, and disclosures.

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

In December 2024, the Company adopted Accounting Standards Update No.

(“ASU”) 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures:

which enhances the disclosures required for operating segments in the Company’s annual and interim consolidated financial statements.

The new guidance is effective for public business entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024 on a retrospective basis.

Early adoption is permitted.

Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

The Company adopted this guidance on a retrospective basis and the adoption did not have a material impact on the Company’s consolidated financial statements.

Refer to NOTE 12 — BUSINESS SEGMENTS.

New accounting pronouncements

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

6 unchanged sentences

Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses.

The guidance requires additional disclosure in the notes to the financial statements for specified information about certain costs and expenses.

The new guidance is effective for public business entities for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027.

Early adoption is permitted.

The amendments in this ASU may be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements.

Management is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

NOTE 2 — REVENUE

The Company sells products wholesale, to retailers and distributors, and sells products retail, directly to consumers.

The Company sells products wholesale, to retailers and distributors, and retail, directly to consumers.

Wholesale sales and retail sales are recognized at the point in time the customer obtains control of the products in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products.

8 unchanged sentences

These estimates are based on historical experience and other known factors or as the most likely amount in a range of possible outcomes.

On a quarterly basis, variable consideration is assessed on a portfolio approach in estimating the extent to which the components of variable consideration are constrained.

On a quarterly basis, variable consideration is assessed on a portfolio approach in

LIFETIME BRANDS, INC.

1 unchanged sentence

December 31, 2024

estimating the extent to which the components of variable consideration are constrained.

Payment terms vary by customer, but generally range from 30 to 90 days or at the point of sale for the Company’s retail direct sales.

19 unchanged sentences

Total net sales $ 682,952 $ 686,683 $ 727,662

NOTE 3 — ACQUISITION

On March 2, 2022, the Company acquired certain assets of Can't Live Without It, LLC.

(dba S’well Bottle and which the Company refers to as “S’well”).

The Company paid cash consideration of $ 18.0 million.

The transaction also includes up to $ 5.0 million in contingent consideration, subject to the acquired brand reaching certain milestones.

The purchase price was comprised of the following (in thousands):

Cash paid (1)

Value of contingent consideration 650

Total purchase price $ 18,606

(1) Reflects final working capital adjustment of $21k pursuant to the terms of the Asset Purchase Agreement.

The value of contingent consideration represents the present value of estimated contingent payments of $ 0.7 million, related to the attainment of certain net sales contribution targets for the year 2024.

Acquisition related costs of $ 0.9 million were recorded within selling, general and administrative expenses in the consolidated statements of operations in 2022.

The purchase price was allocated based on the Company’s final estimate of the fair values of the assets acquired and liabilities assumed at the acquisition date, as follows (in thousands):

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

Purchase Price Allocation

Accounts receivable $ 2,280

Inventory 4,005

Fixed assets 40

Intangible assets 13,000

Goodwill 2,966

Accounts payable and accrued expenses ( 3,685 )

Total allocated value $ 18,606

The acquisition is being accounted for as a business combination using the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations (“ASC Topic 805”), which established a new basis of accounting for all identifiable assets acquired and liabilities assumed at fair value.

The goodwill and intangible assets are included in the U.S.

The trade name intangible asset is amortized on a straight-line basis over its estimated useful life of 12 years (see NOTE 7 — GOODWILL AND INTANGIBLE ASSETS).

The goodwill recognized results from such factors as assembled workforce and the value of other synergies expected from combining operations with the Company.

The associated goodwill is deductible for tax purposes over 15 years.

A credit of $( 0.7 ) million is included in Selling, general and administrative expenses for the year ended December 31, 2023 to reflect the decrease in fair value of a contingent consideration obligation acquired by the Company in connection with its acquisition of S’well.

On February 26, 2021, the Company acquired the business and certain assets of Year & Day, a designer and distributor of ceramic dinnerware, stainless steel flatware and Italian glassware, for cash in the amount of $ 0.2 million.

The assets and operating results of the Year & Day brand are reflected in the Company’s consolidated financial statements in accordance with ASC Topic No.

805, Business Combinations, commencing from the acquisition date.

The purchase price was allocated based on the fair values of the assets acquired which consistent of inventory $ 0.3 million and liabilities assumed of $ 0.1 million.

The Year & Day acquisition did not have a material impact on the Company's consolidated statement of operations for the year ended December 31, 2021 .

NOTE 3 — LEASES

32 unchanged sentences

Included in machinery, furniture and equipment as of December 31, 2024 and 2023 is $ 0.3 million and $ 0.2 million, respectively, related to assets recorded under finance leases.

Included in accumulated depreciation and amortization at December 31, 2023 and December 31, 2022 is $ 0.1 million and $ 0.2 million, respectively, related to assets recorded under finance leases.

Included in accumulated depreciation and amortization at December 31, 2024 and December 31, 2023 were less than $ 0.1 million, related to assets recorded under finance leases.

The aggregate future lease payments for operating leases as of December 31, 2024 were as follows (in thousands):

14 unchanged sentences

December 31, 2024

On January 23, 2025, the Company entered into a lease agreement for a new distribution center in Hagerstown, Maryland (“Hagerstown Facility”).

The term of the lease is 180 months following the rent commencement date, which will occur in the first quarter of 2026.

Base rent for the first year of the lease is $ 7.3 million, escalating by 3 % annually.

A portion of the base rent will be abated for the first 36 months at the annual prevailing rate for a total rent abatement of $ 7.2 million.

The lease agreement also includes a total tenant improvement allowance of $ 5.1 million.

NOTE 4 — SALE OF ACCOUNTS RECEIVABLE

7 unchanged sentences

Either party may terminate the agreement at any time upon 60 days prior written notice to the other party.

The Company did not sell receivables to HSBC during the year ended December 31, 2023.

Pursuant to this agreement, the Company sold $ 141.3 million of Receivables during the year ended December 31, 2022.

A charge of $ 0.8 million related to the sale of the Receivables was included in selling, general and administrative expenses in the consolidated statements of operations for the year ended December 31, 2022.

At December 31, 2023 and 2022, zero and $ 20.2 million, respectively, of receivables sold were outstanding and due to HSBC from customers.

The Company did not sell receivables to HSBC during the year ended December 31, 2024 and December 31, 2023.

At December 31, 2024, $ 26.0 million of accounts receivables were available for sale to HSBC, net of applicable charges.

NOTE 5 — EQUITY INVESTMENTS

The Company owns 24.7 % of the outstanding capital stock of Vasconia, an integrated manufacturer of aluminum products and a housewares company in Mexico.

The Company owns 24.7 % interest in Grupo Vasconia S.A.B (“Vasconia”), an integrated manufacturer of aluminum products and a housewares company in Mexico.

Shares of Vasconia’s capital stock are traded on the Bolsa Mexicana de Valores, the Mexican Stock Exchange.

The Quotation Key is VASCONI.

The Company accounts for its investment in Vasconia using the equity method of accounting and records its proportionate share of Vasconia’s net income in the Company’s statement of operations.

Accordingly, the Company has recorded its proportionate share of Vasconia’s net income (reduced for amortization expense related to the customer relationships acquired) for the years ended December 31, 2023, 2022 and 2021 in the accompanying consolidated statements of operations.

On June 30, 2021, Vasconia issued additional shares of its stock, which diluted the Company’s investment ownership from approximately 30 % to approximately 27 %.

The Company recorded a non-cash gain of $ 1.7 million, increasing the Company’s investment balance.

Additionally, a loss of $ 2.0 million was recognized for the proportionate share of the diluted ownership for amounts previously recognized in accumulated other comprehensive loss.

The net loss of $ 0.3 million was included in equity in earnings, net of taxes, in the accompanying consolidated statements of operations for the year ended December 31, 2021.

On July 29, 2021, the Company sold 2.2 million shares further reducing its ownership from approximately 27 % to 24.7 % in Vasconia for net cash proceeds of approximately $ 3.1 million, as a result the Company recorded a gain of $ 1.0 million, after decreasing the Company’s investment balance.

The gain on the sale resulted in a tax expense of $ 0.1 million.

Additionally, a loss of $ 1.4 million was recognized for the proportionate share of the reduced ownership for amounts previously recognized in accumulated other comprehensive loss.

The net loss, including taxes, of $ 0.5 million was included in equity in earnings, net of taxes, in the accompanying consolidated statements of operations for the year ended December 31, 2021.

The Company continues to apply the equity method of accounting.

The Company’s equity in earnings, net of tax, for 2023, 2022 and 2021 are as follows:

During the second quarter of 2024, Vasconia’s shareholders’ approved a resolution to a reorganization process in terms of the Law of Commercial Bankruptcy in Mexico and subsequently a bankruptcy suit was filed against Vasconia by one of its largest suppliers.

The Company concluded that the recent events constituted a loss of significant influence and resulted in the discontinuation of the equity method of accounting.

The Company accounts for its Vasconia investment at fair value in accordance with Accounting Standards Codification (“ASC”) Topic 321:

Investments — Equity Securities, with any changes in fair value recorded within income (loss) on equity securities on the consolidated statements of operations.

As a result of the loss of significant influence, the accumulated other comprehensive losses previously recognized under the equity method of accounting were reclassified to the carrying value of the Vasconia investment and subsequently resulted in a non-cash loss of $ 14.2 million to reduce the investment to its fair value during the three months ended June 30, 2024.

The fair value of the Vasconia investment was not material as of December 31, 2024.

Given Vasconia’s limited trading activity, recent operating results of Vasconia and impact of the bankruptcy related activity, the fair value of the Vasconia investment was measured using the income approach based on Level 3 unobservable inputs.

Prior to accounting for the investment in Vasconia at fair value, equity in losses, net of taxes recognized for the years ended December 31, 2024, 2023 and 2022 in the accompanying consolidated statements of operations are as follows:

Year Ended December 31,

1 unchanged sentence

(in thousands)

Vasconia equity in earnings, net of taxes $ ( 5,831 ) $ ( 3,300 ) $ 1,769

Net loss on dilution in Vasconia ownership — — ( 297 )

Net loss on partial sale of Vasconia ownership, net of taxes — — ( 510 )

Vasconia equity in losses, net of taxes

$ ( 2,092 ) $ ( 5,831 ) $ ( 3,300 )

Impairment on investment in Vasconia — ( 6,834 ) ( 6,167 )

1 unchanged sentence

$ ( 2,092 ) $ ( 12,665 ) $ ( 9,467 )

The value of the Company’s investment balance has been translated from Mexican pesos (“MXN”) to U.S.

dollars (“USD”) using the spot rate of M XN 16.96 an d MXN 19.47 at December 31, 2023 and 2022, respectively.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

The Company’s proportionate share of Vasconia's net income (loss) has been translated from MXN to USD using the following exchange rates:

Year Ended December 31,

2023 2022 2021

Average exchange rate (MXN to USD) 17.06 - 18.66

19.67 - 20.50

20.01 - 20.74

The effect of the translation of the Company’s investment, as well as the translation of Vasconia’s balance sheet, resulted in an increase of the investment of $ 2.0 million during the year ended December 31, 2023 and a decrease of the investment of $ 0.3 million during the year ended December 31, 2022.

These translation effects are recorded in accumulated other comprehensive loss.

The Company received cash dividends of $ 0.2 million, from Vasconia during the years ended December 31, 2021.

There was no cash dividend received during the years ended December 31, 2023 and 2022.

Amounts due to and from Vasconia are recorded in the Company’s consolidated balance sheet within prepaid expenses, other current assets, accrued expenses and accounts payable.

As of December 31, 2023 and 2022, these amounts were not material individually or in the aggregate.

Summarized income statement information for the years ended December 31, 2023, 2022 and 2021, as well as summarized balance sheet information as of December 31, 2023 and 2022, for Vasconia, calculated in accordance with U.S.

GAAP, in USD and MXN is as follows:

Year Ended December 31,

2023 2022 2021

(in thousands)

USD MXN USD MXN USD MXN

Income Statement

Net sales $ 173,104 $ 3,069,162 $ 240,910 $ 4,846,328 $ 240,186 $ 4,871,845

Gross profit 35,158 622,451 39,874 802,496 52,574 1,064,557

Loss (income) from operations

( 10,944 ) ( 192,551 ) ( 1,596 ) ( 30,323 ) 15,536 313,156

Net income ( 23,591 ) ( 416,505 ) ( 13,207 ) ( 262,251 ) 7,017 141,972

(in thousands)

USD MXN USD MXN

Balance Sheet

Current assets $ 117,382 $ 1,991,347 $ 129,449 $ 2,519,905

Non-current assets 152,708 2,590,649 144,356 2,810,082

Current liabilities 186,134 3,157,716 93,112 1,812,546

Non-current liabilities 13,927 236,269 95,065 1,850,568

The fair value (based on Level 1 inputs using the quoted stock price) of the Company’s investment in Vasconia declined in 2023.

As a result of the decline in the quoted stock price, the downgrade in Vasconia’s debt rating, and the continued decline in the operating results of Vasconia, the Company determined the decline in fair value was other than temporary.

The Company reduced its investment by $ 6.8 million as of September 30, 2023 to its fair value, and recognized the non-cash impairment charge within Equity in (losses) earnings, net of taxes, in the consolidated statement of operations.

As of December 31, 2023, the fair value of the Company’s investment in Vasconia was $ 4.3 million.

The carrying value of the Company’s investment in Vasconia, after the recorded impairment, was $ 1.8 million.

As of December 31, 2023, there is substantial doubt about Vasconia’s ability to continue as a going concern for twelve months beyond the date of the financial statements.

In the event Vasconia does not continue, the Company would be required to reduce its investment in Vasconia and recognize a loss for amounts previously recognized in accumulated other comprehensive loss.

On March 13, 2025, the Company and Vasconia entered into Amendment No.

6 of the Shares Subscription Agreement, which among other items, terminated the Company’s rights to designate individuals to be nominated as members of Vasconia Board of Directors.

The Company did not have any designated members to the Vasconia Board of Directors as of the date of the amendment.

LIFETIME BRANDS, INC.

9 unchanged sentences

Indefinite - lived intangible assets:

Trade names (1)(2)

Trade name (2)

— — — 42,000 — 42,000

7 unchanged sentences

Total $ 302,568 $ ( 119,041 ) $ 183,527 $ 302,607 $ ( 103,474 ) $ 199,133

(1) The gross and net value at December 31, 2023 and 2022 reflect a reduction of $ 91.7 million impairment charges on goodwill and $ 1.0 million charges on indefinite-lived intangible assets.

(2) During 2023, in connection with an interim impairment test completed as of September 30, 2023, the Company determined that one trade name, that was previously estimated to contribute to cash flows indefinitely, has a definite life.

Accordingly, the trade name was reclassified from indefinite-lived intangible asset to a finite-lived intangible asset as of October 1, 2023.

(1) The gross and net value at December 31, 2024 and 2023 reflect a reduction of $ 79.8 million impairment charges within U.S.

segment and $ 11.9 million impairment charges within International segment.

(2) During 2024, in connection with the annual impairment test completed as of October 1, 2024, the Company determined that one trade name, that was previously estimated to contribute to cash flows indefinitely, has a definite life.

Accordingly, the trade name, with a carrying value of $ 42.0 million, was reclassified from indefinite-lived intangible asset to a finite-lived intangible asset as of October 1, 2024.

The trade name is being amortized over an estimated useful life of 15 years.

(3) The gross value and accumulated amortization at December 31, 2023 and 2022 reflect a reduction of $ 44.1 million and $( 29.3 ) million, respectively, for the net $ 14.8 million impairment charge on finite-lived intangible assets within the international segment during the period ended December 31, 2021 and a $ 6.5 million reduction in gross value for previous impairment charges on finite-lived intangible assets within the U.S.

A summary of the activities related to the Company’s intangible assets for the years ended December 31, 2024, 2023 and 2022 consists of the following (in thousands):

1 unchanged sentence

Goodwill and Intangible Assets, December 31, 2021 $ 182,407 $ 30,271 $ 212,678

Foreign currency translation adjustment ( 364 ) — ( 364 )

Amortization ( 16,223 ) — ( 16,223 )

Impairment of finite-lived intangible assets

( 14,760 ) — ( 14,760 )

Goodwill and Intangible Assets, December 31, 2021 182,407 30,271 212,678

Acquisition of goodwill

8 unchanged sentences

Goodwill and Intangible Assets, December 31, 2023 165,896 33,237 199,133

Foreign currency translation adjustment ( 17 ) — ( 17 )

Amortization ( 15,589 ) — ( 15,589 )

Goodwill and Intangible Assets, December 31, 2024 $ 150,290 $ 33,237 $ 183,527

The weighted-average amortization periods for the Company’s finite-lived intangible assets as of December 31, 2024 are as follows:

13 unchanged sentences

Cost of capital was also determined to be a significant assumption as it is the discount rate used to calculate the current fair value of those projected cash flows.

Determining fair value using a market approach considers multiples of financial metrics based on both acquisitions and trading multiples of a selected peer group of companies.

From the comparable companies, a representative market multiple is determined which is applied to financial metrics to estimate the fair value of a reporting unit .

Although the Company believes the assumptions and estimates made are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results.

1 unchanged sentence

Should the carrying value of a reporting unit be in excess of the estimated fair value of that reporting unit, an impairment charge will be recorded to reduce the reporting unit to fair value.

The Company also evaluates qualitative factors to determine whether or not its indefinite lived intangibles have been impaired and then performs quantitative tests if required.

The Company also evaluates qualitative factors to determine whether or not its indefinite-lived intangible have been impaired and then performs quantitative tests if required.

These tests can include the relief from royalty model or other valuation models.

The significant assumptions used in the relief from royalty model are future net sales for the related brands, royalty rates and the cost of capital to determine the fair value of the indefinite lived intangibles.

Projected net sales for the related brands and royalty rates were determined to be significant assumptions because they are the primary drivers of the projected cash flows in the relief from royalty model.

The significant assumptions used in the relief from royalty model are future net sales for the related brand, royalty rate and the cost of capital to determine the fair value of the indefinite lived intangible.

Projected net sales for the related brand and royalty rate were determined to be significant assumptions because they are the primary drivers of the projected cash flows in the relief from royalty model.

Cost of capital was also determined to be a significant assumption as it is the discount rate used to calculate the current fair value of those projected cash flows.

2 unchanged sentences

Reporting Unit

The Company performed an interim impairment test of the goodwill in the U.S.

reporting unit as of September 30, 2023 , by comparing its fair value with its carrying value.

The analysis was performed by using a discounted cash flow and market multiple method.

Based upon the analysis performed, the Company determined that the fair value of the Company's U.S.

reporting unit exceeded its carrying value, and therefore goodwill was not impaired.

As of September 30, 2023, the fair value of the U.S.

reporting unit exceeded the carrying value of goodwill by 4%.

The Company performed its annual impairment assessment of its U.S.

11 unchanged sentences

The Company values its indefinite-lived trade name using a relief-from-royalty approach, which assumes the value of the trade name is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the trade name and instead licensed the trade name from another company.

The Company performed an interim quantitative impairment analysis as of September 30, 2023 , of its indefinite-lived trade names by comparing the fair value of the indefinite-lived trade names to their respective carrying values.

The Company values its indefinite-lived trade names using a relief-from-royalty approach, which assumes the value of the trade name is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the trade name and instead licensed the trade name from another company.

The Company determined that the fair value of all its indefinite-lived trade names were above their respective carrying values, and therefore its indefinite-lived intangible assets were not impair ed.

In connection with the interim impairment analysis, the Company determined that one trade name, previously estimated to contribute to cash flows indefinitely, has a definite life.

Accordingly, the trade name will be reclassified from indefinite-lived to finite-lived or amortizable intangible assets as of October 1, 2023.

The trade name will be amortized over an estimated useful life of 15 years.

As of September 30, 2023, the fair value of the Company’s indefinite-lived trade name exceeded the respective carrying value by 7 %.

The Company bypassed the optional qualitative impairment analysis for its indefinite-lived trade name asset annual October 1, 2024 impairment test.

The Company completed the quantitative impairment analysis by comparing the fair value of the indefinite-lived trade name to its carrying value using a relief from royalty method.

The Company completed the quantitative impairment analysis by comparing the fair value of the indefinite-lived trade name to its carrying value using a relief from royalty approach, which assumes the value of the trade name is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the trade name and instead licensed the trade name from another company.

The Company determined that the fair value exceeded its carrying value as of October 1, 2024, and therefore the indefinite-lived intangible asset was not impaired.

As of October 1, 2024, the fair value of the Company’s indefinite-lived trade name exceeded its carrying value by 2.4 %.

While the indefinite-lived trade name was not determined to be impaired, if the indefinite-lived trade name does not perform as projected or if market factors utilized in the impairment analysis deteriorate, including an unfavorable change in the weighted average cost of capital, could materially affect the expected cash flows, and such impacts could potentially result in a material non-cash impairment charge.

As of December 31, 2023, the Company assessed the carrying value of its indefinite-lived trade name and determined based on qualitative factors that no impairment existed.

Long-lived assets impairment test

In the fourth quarter of 2023, due to the lower than expected operating results for the International segment as a result of low consumer confidence in the region, impairment indicators were identified for the International asset group.

The Company tested the recoverability of the asset group, concluding it was not recoverable and performed an analysis of the fair value of the international long-lived assets.

The Company tested the International segment’s long-lived assets for impairment and concluded that the fair value exceeded the carrying value of the long-lived assets, concluding no impairment as of December 31, 2023.

In the fourth quarter of 2022, the Company tested the International segment’s long-lived assets for impairment and concluded that the fair value exceeded the carrying value of the long-lived assets, concluding no impairment as of December 31, 2022.

In the fourth quarter of 2021, due to lower than expected operating results for the International segment caused by continuing impacts of COVID-19 and the exit of the U.K.

from the European Union, impairment indicators were identified for the International asset group.

The Company tested the recoverability of the asset group, concluding it was not recoverable and performed an analysis of the fair value of the international long-lived assets.

For the finite-lived intangible assets, the Company performed discounted cash flow analysis and recorded an impairment of $ 14.8 million within the International segment.

In connection with the annual impairment analysis, the Company determined that the trade name, previously estimated to contribute to cash flows indefinitely, has a definite life.

Accordingly, the trade name was reclassified from indefinite-lived to finite-lived or amortizable intangible asset as of October 1, 2024.

The trade name will be amortized over an estimated useful life of 15 years.

NOTE 7 — DEBT

On August 26, 2022, the Company entered into Amendment No.

2 (the “Amendment”) to the ABL Agreement among the Company, as a Borrower, certain subsidiaries of the Company, as Borrowers and/or Loan Parties, JPMorgan Chase Bank, N.A., as Administrative Agent and a Lender.

The ABL Agreement provides for a senior secured asset-based revolving credit facility in the maximum aggregate principal amount of $ 200.0 million, which will mature on August 26, 2027.

2 (the “Amendment”) to the Company’s credit agreement, dated as of March 2, 2018 (as amended, the “ABL Agreement”) among the Company, as a Borrower, certain subsidiaries of the Company, as Borrowers and/or Loan Parties, JPMorgan Chase Bank, N.A., as Administrative Agent and a Lender.

The ABL Agreement provides for a senior secured asset-based revolving credit facility in the maximum aggregate principal amount of $ 200.0 million, which facility will mature on August 26, 2027.

On November 14, 2023, the Company entered into Amendment No.

2 (the “Term Loan Amendment”) to amend the Loan Agreement, dated as of March 2, 2018, among the Company, as borrower, the other loan parties from time to time party thereto, the lenders from

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent (as amended, the “Term Loan”).

2 to amend the Loan Agreement, dated as of March 2, 2018, among the Company, as borrower, the other loan parties from time to time party thereto, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent (as amended, the “Term Loan” and together with the ABL Agreement, the “Debt Agreements”).

The Term Loan has a principal amount of $ 150.0 million, and matures on August 26, 2027.

The Term Loan requires the Company to make quarterly payments of principal each equal to 1.25 % of the aggregate principal amount of the Term Loan, commencing on March 31, 2024, with the remaining balance payable on the maturity date.

The Term Loan will be repaid in quarterly payments of principal each equal to 1.25 % of the aggregate principal amount of the Term Loan, which commenced on March 31, 2024, with the remaining balance payable on the maturity date.

The Term Loan requires the Company to make an annual prepayment of principal, beginning with those for the fiscal year ending December 31, 2024, based upon a percentage of the Company’s excess cash flow, (“Excess Cash Flow”), if any.

5 unchanged sentences

The Incremental Facilities may not exceed the sum of (i) $ 50.0 million plus (ii) an unlimited amount so long as, in the case of (ii) only, the Company’s secured net leverage ratio, as defined in and computed on a pro forma basis pursuant to the Term Loan, after giving effect to such increase, is no greater than 3.25 to 1.00, subject to certain limitations and for the period defined pursuant to the Term Loan but not to mature earlier than the maturity date of the then existing term loans.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

As of December 31, 2024 and 2023, the total availability under the ABL Agreement were as follows (in thousands):

7 unchanged sentences

The borrowing capacity under the ABL Agreement will depend, in part, on eligible levels of accounts receivable and inventory that fluctuate regularly.

Due to the seasonality of the Company’s business, this mean that it may have greater borrowing availability during the third and fourth quarters of each year.

Due to the seasonality of the Company’s business, the Company may have greater borrowing availability during the third and fourth quarters of each year.

Consequently, the $ 200.0 million commitment thereunder may not represent actual borrowing capacity.

1 unchanged sentence

As of December 31, 2024, the availability under the ABL Agreement, limited by the Term Loan financial covenant, was $ 82.8 million.

The current and non-current portions of the Company’s Term Loan facility included in the consolidated balance sheets are presented as follows (in thousands):

The current and non-current portions of the Company’s Term Loan included in the consolidated balance sheets were as follows (in thousands):

December 31, 2024 December 31, 2023

Current portion of Term Loan facility:

Term Loan facility payment $ 7,500 $ —

Current portion of Term Loan:

Term Loan payment $ 7,500 $ 7,500

Estimated unamortized debt issuance costs ( 2,609 ) ( 2,758 )

Total Current portion of Term Loan facility $ 4,742 $ —

Non-current portion of Term Loan facility:

Term Loan facility, net of current portion $ 142,500 $ 245,911

Total Current portion of Term Loan $ 4,891 $ 4,742

Non-current portion of Term Loan:

Term Loan, net of current portion $ 135,000 $ 142,500

Estimated unamortized debt issuance costs ( 4,051 ) ( 6,666 )

Total Non-current portion of Term Loan facility $ 135,834 $ 242,857

As of December 31, 2023, there is no Excess Cash Flow Payment due for 2024.

The Company’s Term Loan facility was reduced to $ 150.0 million at December 31, 2023 from $ 245.9 million at December 31, 2022 through the following transactions:

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

• On June 8, 2023, the Company completed the repurchase of $ 47.2 million in principal amount of the Term Loan, for $ 95 per $ 100 of principal.

The repurchase was executed by way of a reverse Dutch auction, pursuant to and in accordance with the terms and conditions provided for in the Term Loan.

In connection therewith, debt issuance costs of $ 0.5 million were written off and fees of $ 0.4 million were incurred.

The gain on the early retirement of the Term Loan was $ 1.5 million, net of fees and expenses.

• In connection with the Term Loan Amendment, the Company reduced its outstanding principal by a net amount of $ 48.7 million through a voluntary prepayment of principal (in accordance with the terms of the original Term Loan Agreement), net of the issuance of new proceeds and an extension of a portion of existing Term Loan.

In connection with the Term Loan Amendment that Company incurred fees of $ 9.1 million, which will be amortized over the life of the debt using the effective interest method.

The Company recognized a loss of of $ 0.7 million of unamortized debt issuance costs on the partial extinguishment for the portion of the Term Loan that was repaid.

Total Non-current portion of Term Loan $ 130,949 $ 135,834

The estimated 2024 excess cash flow payment of $ 1.3 million will be applied to the 2025 scheduled quarterly payments of the Term Loan, per the terms of the debt agreement.

As of December 31, 2024, the future principal payments of the Term Loan are as follows (in thousands):

5 unchanged sentences

subsidiary guarantors, subject to certain exceptions.

Such security interests consists of (1) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “ABL Collateral”) pledged as collateral in favor of lenders under the ABL Agreement and a second-priority lien in the ABL Collateral in favor of the lenders under the Term Loan and (2) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “Term Loan Collateral”) pledged as collateral in favor of lenders under the Term Loan and a second-priority lien in the Term Loan Collateral in favor of the lenders under the ABL Agreement.

Such security interests consist of (1) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “ABL Collateral”) pledged as collateral in favor of lenders under the ABL Agreement and a second-priority lien in the ABL Collateral in favor of the lenders under

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

the Term Loan and (2) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “Term Loan Collateral”) pledged as collateral in favor of lenders under the Term Loan and a second-priority lien in the Term Loan Collateral in favor of the lenders under the ABL Agreement.

Borrowings under the revolving credit facility bear interest, at the Company’s option, at one of the following rates:

4 unchanged sentences

The interest rate on outstanding borrowings under the ABL Agreement at December 31, 2024 was between 4.29 % and 7.88 %.

In addition, the Company paid a commitment fee of 0.25 % on the unused portion of the ABL Agreement during the year ended December 31, 2023.

The Term Loan facility bears interest, at the Company’s option, at one of the following rates:

The Company paid a commitment fee of 0.25 % on the unused portion of the ABL Agreement during the year ended December 31, 2024.

The Term Loan bears interest, at the Company’s option, at one of the following rates:

(i) alternate base rate, defined, for any day, as the greater of (x) the prime rate, (y) a federal funds and overnight bank funding based rate plus 0.5 %or (z) one-month Adjusted Term SOFR, but not less than 1.0 %, plus 1.0 %, plus a margin of 4.5 % or (ii) Adjusted Term SOFR (Term SOFR plus the Term SOFR Adjustment) for the applicable interest period, but not less than 1.0%, plus a margin of 5.5 %.

The interest rate on outstanding borrowings under the Term Loan at December 31, 2024 was 10.06 %.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

The Debt Agreements provide for customary restrictions and events of default.

3 unchanged sentences

The Company was in compliance with the covenants of the Debt Agreements at December 31, 2024.

On June 8, 2023, the Company completed the repurchase of $ 47.2 million in principal amount of the Term Loan, for $ 95 per $ 100 of principal.

The repurchase was executed by way of a reverse Dutch auction, pursuant to and in accordance with the terms and conditions provided for in the Term Loan.

In connection therewith, debt issuance costs of $ 0.5 million were written off and fees of $ 0.4 million were incurred.

The gain on the early retirement of the Term Loan was $ 1.5 million, net of fees and expenses.

In connection with the Term Loan Amendment, the Company reduced its outstanding principal by a net amount of $ 48.7 million through a voluntary prepayment of principal (in accordance with the terms of the original Term Loan Agreement), net of the issuance of new proceeds and an extension of a portion of existing Term Loan.

In connection with the Term Loan Amendment that Company incurred fees of $ 9.1 million, which will be amortized over the life of the debt using the effective interest method.

The Company recognized a loss of $ 0.7 million of unamortized debt issuance costs on the partial extinguishment for the portion of the Term Loan that was repaid.

Other Credit Agreements

3 unchanged sentences

No borrowings were outstanding under the HSBC Facility at December 31, 2024 and 2023.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

NOTE 8 — DERIVATIVES

The Company’s risk management strategy includes the use derivative financial instruments to manage its exposure to interest rate movements and to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates primarily to offset the earnings impact related to inventory purchases.

The Company does not enter into derivative transactions for trading purposes.

The Company classifies cash flows from its derivative transactions as cash flows from operating activities in the consolidated statements of cash flows.

The Company’s derivatives expose it to credit risks from possible non-performance by counterparties.

The Company has limited its credit risk by entering into derivative transactions exclusively with investment-grade rated financial institutions and monitors the creditworthiness of these financial institutions on an ongoing basis.

The Company utilizes standard counterparty master netting agreements that net certain foreign currency and interest rate swap transactions in the event of the insolvency of one of the parties to the transaction.

These master netting arrangements permit the Company to net amounts due from the Company to counterparty with amounts due to the Company from the same counterparty.

Although all of the Company’s recognized derivative assets and liabilities are subject to enforceable master netting arrangements, the Company has elected to present these assets and liabilities on a gross basis.

The Company does not anticipate non-performance by any of its counterparties.

Interest Rate Swap Agreements

The Company’s net total outstanding notional value of interest rate swaps was $ 25.0 million at December 31, 2023.

These non-designated interest rate swaps were entered into in June 2019 and serve as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings and expire in February 2025.

To manage its exposures to interest rate movements, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy.

These interest rate swaps involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount.

In June 2019 the Company entered into interest rate swap agreements, with an aggregate notional value of $ 25.0 million and expire in February 2025.

In March 2024 and October 2024, the Company entered into new interest rate swap agreements, each with an aggregate notion value of $ 25.0 million and expire in August 2027.

These non-designated interest rate swaps serve as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings.

The Company’s total outstanding notional value of interest rate swaps was $ 75.0 million at December 31, 2024.

The Company’s interest rate swaps that were designated as cash flow hedges of the Company’s exposure to the variability of the payment of interest on a portion of its Term Loan borrowings expired in March 2023.

1 unchanged sentence

Foreign Exchange Contracts

The Company is a party from time to time to certain foreign exchange contracts, primarily to offset the earnings impact related to fluctuations in foreign currency exchange rates associated with inventory purchases denominated in foreign currencies.

Fluctuations in the value of certain foreign currencies as compared to the USD may positively or negatively affect the Company’s revenues, gross margins, operating expenses, and retained earnings, all of which are expressed in USD.

Where the Company deems it prudent, the Company engages in hedging programs using foreign currency forward contracts aimed at limiting the impact of foreign currency exchange rate fluctuations on earnings.

The Company purchases foreign currency forward contracts with terms less than 18 months to protect against currency exchange risks associated with the payment of merchandise purchases to foreign suppliers.

The Company does not hedge the translation of foreign currency profits into USD, as the Company regards this as an accounting exposure rather than an economic exposure.

To reduce the impact of changes in foreign currency exchange rates on its results, from time to time the Company is a party to certain foreign exchange contracts, primarily to offset the earnings impact related to fluctuations in foreign currency exchange rates associated with inventory purchases.

The Company designates these contracts for accounting purposes as cash flow hedges.

The Company purchases foreign currency forward contracts with terms less than 18 months.

The aggregate gross notional values of foreign exchange contracts at December 31, 2024 and 2023 was $ 8.0 million and $ 9.8 million, respectively.

The Company is exposed to market risks, as well as changes in foreign currency exchange rates, as measured against the USD and each other, and changes to credit risk of derivative counterparties.

The Company attempts to minimize these risks by primarily using foreign currency forward contracts and by maintaining counterparty credit limits.

These hedging activities provide only limited protection against currency exchange and credit risk.

Factors that could influence the effectiveness of the Company’s hedging programs include currency markets and availability of hedging instruments and liquidity of the credit markets.

All foreign currency forward contracts that the Company enters into are components of hedging programs and are entered into for the sole purpose of hedging an existing or anticipated currency exposure.

The Company does not enter into such contracts for speculative purposes and, as of December 31, 2023, the Company does not have any foreign currency forward contract derivatives that are not designated as hedges.

These foreign exchange contracts have been designated as hedges in to order to apply hedge accounting.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

The fair values of the Company’s derivative financial instruments included in the consolidated balance sheets are presented as follows (in thousands):

Derivatives designated as hedging instruments Balance Sheet Location 2024 2023

Interest rate swaps Prepaid expenses and other current assets $ — $ 122

Foreign exchange contracts Prepaid expenses and other current assets $ 256 $ 56

1 unchanged sentence

Derivatives not designated as hedging instruments Balance Sheet Location 2024 2023

Interest rate swaps Other assets $ 793 $ 1,292

Interest rate swaps Prepaid expenses and other current assets $ 102 $ —

Other assets 379 793

Other long-term liabilities 154 —

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

The fair value of the interest rate swaps have been obtained from the counterparties to the agreements and were based on Level 2 observable inputs using proprietary models and estimates about relevant future market conditions.

The fair value of the foreign exchange contracts were based on Level 2 observable inputs using quoted market prices for similar assets in an active market.

The counterparties to the derivative financial instruments are major international financial institutions.

The Company is exposed to credit risk for the net exchanges under these agreements, but not for the notional amounts.

The Company does not anticipate non-performance by any of its counterparties.

The amounts of the (losses) and gains, realized and unrealized, net of taxes, related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive income (loss) as follows (in thousands):

The amounts of the gains and (losses), realized and unrealized, net of taxes, related to the Company’s derivative financial instruments designated as hedging instruments are recognized in other comprehensive income (loss) as follows (in thousands):

Year ended December 31,

4 unchanged sentences

Realized gains and losses on the interest rate swaps that are reported in other comprehensive income (loss) are reclassified into earnings as the interest expense on the debt is recognized.

The Company’s interest rate swaps that were designated as hedging instruments had an aggregate notional value of $ 25.0 million and matured during the three months ended March 31, 2023.

Realized gains and losses on foreign exchange contracts that are reported in other comprehensive income (loss) are reclassified into cost of sales as the underlying inventory purchased is sold.

During the year ended December 31, 2023, the Company reclassified $ 0.5 million of cash flow hedges in accumulated other comprehensive losses to earnings.

This comprised of a gain of $ 0.1 million related to interest rate swaps recognized in interest expense and a gain of $ 0.4 million related to foreign exchange contracts recognized in cost of sales.

At December 31, 2023, the estimated amount of existing net losses expected to be reclassified into earnings within the next 12 months was $ 0.2 million.

During the year ended December 31, 2024, the Company reclassified $ 0.2 million of cash flow hedges in accumulated other comprehensive losses to earnings, related to foreign exchange contracts recognized in cost of sales.

At December 31, 2024, the estimated amount of existing net gains expected to be reclassified into earnings within the next 12 months was $ 0.2 million.

During the year ended December 31, 2023, the Company reclassified $ 0.5 million of cash flow hedges in accumulated other comprehensive losses to earnings.

2 unchanged sentences

Year Ended December 31,

Derivatives not designated as hedging instruments Location of Gain or (Loss) 2023 2022 2021

Interest rate swaps Mark to market gain (loss) on interest rate derivatives $ ( 499 ) $ 1,971 $ 1,062

Derivatives not designated as hedging instruments Location of gain (loss) 2024 2023 2022

Interest rate swaps Mark to market (loss) gain on interest rate derivatives $ ( 466 ) $ ( 499 ) $ 1,971

Interest expense 1,127 802 ( 55 )

14 unchanged sentences

$ 0.0425 August 6, 2024 November 1, 2024 November 15, 2024

$ 0.0425 November 7, 2023 February 1, 2024 February 15, 2024

$ 0.0425 November 5, 2024 January 31, 2025 February 14, 2025

On March 11, 2025, the Board of Directors declared a quarterly dividend of $ 0.0425 per share payable on May 15, 2025 to shareholders of record on May 1, 2025.

2 unchanged sentences

The repurchase authorization permits the Company to effect repurchases from time to time through open market purchases and privately negotiated transactions.

No shares were repurchased during the year ended December 31, 2024.

During the year ended December 31, 2023, the Company repurchased 320,204 shares for a total costs of $ 2.5 million, and thereafter retired the shares.

During the year ended December 31, 2022, the Company repurchased 597,195 shares for a total costs of $ 6.3 million.

No shares were repurchased during 2021.

As of December 31, 2024, the remaining dollar amount available for repurchases under the Board authorized plan was $ 11.1 million.

3 unchanged sentences

The Company’s Amended and Restated 2000 Long-Term Incentive Plan (the “Plan”) provides for the granting of awards of up to 9,717,500 shares of common stock.

On June 20, 2024, the stockholders of the Company approved an amendment and restatement of the Plan.

The amendment and restatement of the Plan revised the terms and conditions of the Plan to, among other things, increase the shares available for grant under the Plan by 1,500,000 shares to 9,717,500 shares.

These shares of the Company’s common stock are available for grants to directors, officers, employees, consultants and service providers and affiliates in the form of stock options or other equity-based awards.

3 unchanged sentences

Performance-based awards that have been granted under the Plan vest after 3 years based upon the attainment of specified performance goals.

As of December 31, 2023, there were 624,907 shares available for the grant of awards under the Plan.

As of December 31, 2024, there were 1,838,644 shares available for the grant of awards under the Plan assuming maximum performance of performance-based awards.

LIFETIME BRANDS, INC.

10 unchanged sentences

Exercises ( 60,000 ) 11.64

( 236,325 ) 11.71

Cancellations ( 11,375 ) 11.16

Expirations ( 13,450 ) 13.99

1 unchanged sentence

Grants 50,000 5.92

Exercises ( 60,000 ) 11.64

Cancellations ( 4,375 ) 11.27

1 unchanged sentence

Options outstanding at December 31, 2023 999,500 13.31

Grants 50,000 5.92

Cancellations ( 12,500 ) 9.39

1 unchanged sentence

Options outstanding at December 31, 2024 (1)

782,500 11.41 4.7 $ —

Options exercisable at December 31, 2024 657,000 $ 11.83 4.0 $ —

(1) Includes the exercise of 2,000 options settled in cash in accordance with the Company’s Amended and Restated 2000 Long-Term Incentive Plan (“the Plan”).

(1) Includes a non-plan stock option award of 15,000 stock options .

The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value that would have been received by the option holders had all option holders exercised their exercisable in-the-money stock options on December 31, 2024.

The intrinsic value is calculated for each in-the-money stock option as the difference between the closing price of the Company’s common stock on December 31, 2024 and the exercise price.

No stock options were exercised in the year ended December 31, 2023.

The total intrinsic values of those stock options that were exercised in the year ended December 31, 2022 was $ 0.1 million and in the year ended December 31, 2021 was $ 0.8 million.

No stock options were exercised in the year ended December 31, 2024 and December 31, 2023.

The total intrinsic values of those stock options that were exercised in the year ended December 31, 2022 was $ 0.1 million.

The intrinsic value of a stock option that is exercised is calculated at the date of exercise.

44 unchanged sentences

Grants 123,000 12.19

Achieved performance over target (2)

Vested ( 166,935 ) 9.20

7 unchanged sentences

Grants 219,975 9.76

Achieved performance over target (3)

Vested ( 152,188 ) 14.18

1 unchanged sentence

Non-vested performance-based awards, December 31, 2024 (4)

529,407 $ 8.96

Total unrecognized compensation expense remaining (in thousands)

5 unchanged sentences

These awards vested in the three months ended March 31, 2023.

(4) The performance metrics for the performance-based awards granted in 2022 are not probable of achievement.

No compensation expense was recorded in 2022 or in 2023.

(4) The performance metric for the performance-based awards granted in 2022 was not attained at the end of the performance period.

Therefore, no compensation expense has been recorded on these awards and these awards will not vest.

The total fair value of performance-based awards that vested during the year ended December 31, 2024 was $ 1.5 million.

On March 8, 2024, the Compensation Committee of the Board of Directors determined the performance goals set forth in the performance-based awards granted in 2021 were attained and 152,188 shares vested.

On March 11, 2025, the Compensation Committee of the Board of Directors determined the performance goals set forth in the performance-based awards granted in 2022 were not attained.

Cash-settled performance-based awards

7 unchanged sentences

Cash-settled performance-based awards (1)

Non-vested cash-settled performance-based awards, January 1, 2022

Non-vested cash stock unit awards, December 31, 2021

Grants 87,825 7.66

Cancellations ( 2,049 ) 10.61

2 unchanged sentences

Non-vested cash-settled performance-based awards, December 31, 2023

Cancellations ( 1,435 ) 6.25

Non-vested cash-settled performance-based awards, December 31, 2024 (2)

82,176 $ 5.91

Total unrecognized compensation expense remaining (in thousands)

1 unchanged sentence

(1) Represents the target number of units to be settled in cash.

(2) The performance metric for the cash-settled performance-based awards granted in 2022 is not probable of achievement.

No compensation expense was recorded in 2022 or in 2023.

(2) The performance metric for the cash-settled performance-based awards granted in 2022 was not attained at the end of the performance period.

Therefore, no compensation expense has been recorded on these awards and these awards will not vest.

On March 11, 2025, the Compensation Committee of the Board of Directors determined the performance goals set forth in the cash-settled performance-based awards granted in 2022 were not attained.

The Company recorded stock compensation expense as follows (in thousands):

9 unchanged sentences

December 31, 2024

NOTE 11 — (LOSS) INCOME PER COMMON SHARE

Basic (loss) income per common share has been computed by dividing net (loss) income by the weighted-average number of shares of the Company’s common stock outstanding.

Diluted (loss) income per common share adjusts net (loss) income and basic (loss) income per common share for the effect of all potentially dilutive shares of the Company’s common stock.

NOTE 10 — LOSS PER COMMON SHARE

Basic loss per common share has been computed by dividing net loss by the weighted-average number of shares of the Company’s common stock outstanding.

Diluted loss per common share adjusts net loss and basic loss per common share for the effect of all potentially dilutive shares of the Company’s common stock.

Anti-dilutive securities are not included in the computation of diluted earnings per share under the treasury stock method.

The calculations of basic and diluted (loss) income per common share for the years ended December 31, 2023, 2022 and 2021, are as follows:

The calculations of basic and diluted loss per common share for the years ended December 31, 2024, 2023 and 2022, are as follows:

2024 2023 2022

(in thousands - except per share amounts)

Net (loss) income – Basic and Diluted

Net loss – Basic and Diluted

$ ( 15,165 ) $ ( 8,412 ) $ ( 6,166 )

3 unchanged sentences

Weighted-average shares outstanding – Diluted 21,481 21,195 21,558

Basic (loss) income per common share

Basic loss per common share

$ ( 0.71 ) $ ( 0.40 ) $ ( 0.29 )

Diluted (loss) income per common share

Diluted loss per common share

$ ( 0.71 ) $ ( 0.40 ) $ ( 0.29 )

3 unchanged sentences

NOTE 11 — INCOME TAXES

The components of income before income taxes and equity in (losses) earnings are as follows:

The components of (loss) income before income taxes and equity in losses are as follows:

Year Ended December 31,

3 unchanged sentences

Foreign ( 12,099 ) ( 11,659 ) ( 11,767 )

Total income before income taxes and equity in earnings

Foreign - loss on equity securities

( 14,152 ) — —

The provision for income taxes (before equity in (losses) earnings) consists of:

Total (loss) income before income taxes and equity in earnings

$ ( 9,742 ) $ 10,475 $ 9,029

The provision for income taxes (before equity in losses) consists of:

Year Ended December 31,

7 unchanged sentences

$ 3,331 $ 6,222 $ 5,728

Under the Tax Cuts and Jobs Act of 2017, research and development costs are no longer fully deductible and are required to be capitalized and amortized for U.S.

tax purposes effective for tax years beginning after December 31, 2021.

The mandatory capitalization requirement increases the Company’s deferred tax assets and income tax payable.

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

Significant components of the Company’s deferred

LIFETIME BRANDS, INC.

1 unchanged sentence

December 31, 2024

income tax assets and (liabilities) are as follows:

Significant components of the Company’s deferred income tax assets and (liabilities) are as follows:

(in thousands)

9 unchanged sentences

Capitalized research and experimental expenditures 3,881 3,109

Section 163j interest carryforward

Other 1,971 1,536

6 unchanged sentences

Net deferred income tax asset

16,091 12,721

Valuation allowance ( 21,692 ) ( 20,159 )

1 unchanged sentence

$ ( 5,601 ) $ ( 7,438 )

The Company has capital loss carryforwards of $ 7.2 million in foreign jurisdictions and $ 0.9 million in the U.S.

federal jurisdiction at December 31, 2023 that are offset entirely by a valuation allowance.

The Company has net operating losses in foreign jurisdictions of $ 75.9 million and $ 12.1 million in state jurisdictions at December 31, 2023 that are offset entirely by a valuation allowance.

The foreign net operating losses can be carried forward indefinitely.

The Company has capital loss carryforwards of $ 7.1 million in foreign jurisdictions at December 31, 2024 that are offset entirely by a valuation allowance.

At December 31, 2024, the Company has net operating losses in foreign jurisdictions of $ 81.1 million and $ 11.6 million in state jurisdictions that are fully offset by valuation allowance, and $ 5.4 million of net operating losses in foreign jurisdictions that are not offset by valuation allowance.

Approximately $ 85.8 million of foreign net operating losses can be carried forward indefinitely.

The remaining definite-lived foreign net operating losses, if not utilized, will expire beginning in 2026 through 2034.

The state net operating losses begin to expire in 2026.

The provision for income taxes (before equity in (losses) earnings) differs from the amounts computed by applying the applicable federal statutory rates as follows:

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

The provision for income taxes (before equity in losses) differs from the amounts computed by applying the applicable federal statutory rates as follows:

Year Ended December 31,

6 unchanged sentences

Non-deductible expenses ( 5.7 ) 3.4 2.9

Non-deductible compensation

( 6.7 ) 4.5 4.2

Loss on equity securities

Uncertain tax positions 7.7 ( 0.9 ) 1.2

4 unchanged sentences

Provision for income taxes ( 34.2 ) % 59.4 % 63.4 %

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

The estimated values of the Company’s gross uncertain tax positions at December 31, 2024, 2023 and 2022 consist of the following:

6 unchanged sentences

Balance at December 31 $ ( 457 ) $ ( 990 ) $ ( 1,130 )

The Company had approximately $ 0.4 million, net of federal and state tax benefit, accrued at December 31, 2023 and 2022, for the payment of interest and penalties.

The Company had approximately $ 0.2 million and $ 0.4 million, net of federal and state tax benefit, accrued at December 31, 2024 and 2023, respectively, for the payment of interest and penalties.

The Company’s policy for recording interest and penalties is to record such items as a component of the provision for income taxes.

3 unchanged sentences

The Company is no longer subject to U.S.

Federal income tax examinations for the years prior to 2020, except for examination in tax year 2017 related to Transition Tax.

Federal income tax examinations for the years prior to 2021.

The Company has identified the following jurisdictions as “major” tax jurisdictions:

Federal, California, Massachusetts, New Jersey, New York, and the United Kingdom.

At December 31, 2023, the periods subject to examination by the Company’s major state jurisdictions, except for New York State (which has been audited through 2019), are generally for the years ended 2019 through 2022.

In certain jurisdictions, Filament may have additional periods subject to examination.

At December 31, 2024, the periods subject to examination by the Company’s major state jurisdictions are generally for the years ended 2020 through 2023.

In certain jurisdictions, Filament, an acquired entity, may have additional periods subject to examination.

As of December 31, 2024, there are no material assessments in any given year.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

NOTE 12 — BUSINESS SEGMENTS

Segment information

The Company has two reportable segments, U.S.

The Company operates in two reportable segments:

and International.

The Company has segmented its operations to reflect the manner in which management reviews and evaluates the results of its operations.

segment includes the Company’s primary domestic business that designs, markets and distributes its products to retailers, distributors and directly to consumers through its own websites.

The International segment consists of certain business operations conducted outside the U.S.

Management evaluates the performance of the U.S.

and International segments based on net sales and income from operations.

Such measures give recognition to specifically identifiable operating costs such as cost of sales, distribution expenses and selling, general and administrative expenses.

Certain general and administrative expenses, such as senior executive salaries and benefits, stock compensation, director fees and accounting, legal fees and consulting fees, are not allocated to the specific segments and are reflected as unallocated corporate expenses.

segment is the Company’s domestic business that designs, markets and distributes its products to retailers and distributors, as well as directly to consumers through third parties and its own internet websites primarily in the U.S.

The International segment is the Company’s international business that sells and distributes products to consumers primarily in the U.K., the European Union and the Asia Pacific region.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

The Company’s chief operation decision maker (“CODM”) is the Company’s Chief Executive Officer.

The Company has segmented its operations to reflect the manner in which the CODM reviews and evaluates the results of its operations.

The CODM allocates operating and capital resources and evaluates the performance of the Company’s segments based on segment net sales, segment gross margin, and segment income from operations.

Such measures give recognition to specifically identifiable operating costs.

Significant segment expenses that are included in segment operating income consist of cost of sales, distribution expenses and selling, general and administrative expenses.

Certain general and administrative expenses are not allocated to the Company’s segments as these represent corporate level activities and are reflected below as unallocated corporate expenses.

These costs primarily include senior executive salaries and benefits, stock compensation, director fees and accounting, legal fees and consulting fees.

Year Ended December 31,

2024 2023 2022

Segment Performance Measures:

(in thousands)

2 unchanged sentences

Total net sales $ 682,952 $ 686,683 $ 727,662

Gross margin:

$ 240,265 $ 236,568 $ 241,093

International 20,438 18,071 19,223

Total gross margin

$ 260,703 $ 254,639 $ 260,316

Income from operations:

6 unchanged sentences

$ 27,084 $ 31,941 $ 24,263

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

Year Ended December 31,

2024 2023 2022

Supplemental information for significant segment expenses:

(in thousands)

Cost of sales:

$ 386,937 $ 396,511 $ 428,086

International 35,312 35,533 39,260

Total cost of sales $ 422,249 $ 432,044 $ 467,346

Freight-out expenses:

$ 13,487 $ 13,636 $ 13,333

International 3,099 3,402 4,032

Total freight-out expenses $ 16,586 $ 17,038 $ 17,365

Warehouse expenses:

$ 46,545 $ 42,148 $ 47,691

International 10,679 10,008 9,892

Total warehouse expenses $ 57,224 $ 52,156 $ 57,583

Selling, general and administrative expenses:

$ 123,018 $ 117,443 $ 118,175

International 17,183 15,725 17,018

Unallocated corporate expenses 19,608 19,480 19,352

Total selling, general and administrative expenses $ 159,809 $ 152,648 $ 154,545

Other expenses:

$ — $ — $ 415

International (1)

Unallocated corporate expenses (2)

Total other expenses $ — $ 856 $ 6,560

(1) In 2022, other expenses and income from operations includes restructuring expenses of $ 0.4 million for the U.S.

segment and $ 0.4 million for the International segment, as described in NOTE 1 — SIGNIFICANT ACCOUNTING POLICIES.

(2) The Company recognized expenses of $ 5.1 million in 2022 for estimated remediation costs related to the Wallace EPA Matter, as described in NOTE 13 — COMMITMENTS AND CONTINGENCIES.

In 2023 and 2022, the Company recognized $ 0.8 million and $ 0.6 million, respectively, of restructuring expenses within unallocated corporate expenses, as described in NOTE 1 — SIGNIFICANT ACCOUNTING POLICIES.

2024 2023 2022

(in thousands)

Depreciation and amortization:

6 unchanged sentences

Total capital expenditures $ 2,227 $ 2,801 $ 2,975

(1) In 2022, income from operations includes restructuring expenses of $ 0.4 million for the U.S.

segment and $ 0.4 million for the International segment, as described in NOTE 1 — SIGNIFICANT ACCOUNTING POLICIES.

(2) In 2021, the Company recognized non-cash impairment charges of $ 14.8 million related to the international segment as described in NOTE 7 — GOODWILL AND INTANGIBLE ASSETS.

(3) The Company recognized expenses of $ 5.1 million and $ 0.5 million in 2022 and 2021, respectively, for estimated remediation costs related to the Wallace EPA Matter, as described in NOTE 14 — COMMITMENTS AND CONTINGENCIES.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

(in thousands)

3 unchanged sentences

Total assets $ 634,310 $ 667,142

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

Year Ended December 31,

(in thousands)

Beginning balance $ 33,237 $ 30,271

Acquisition activity — 2,966

$ 33,237 $ 33,237

Total goodwill $ 33,237 $ 33,237

4 unchanged sentences

United States $ 54,526 $ 66,341

Mexico 1,826 12,516

United Kingdom 21,187 22,692

1 unchanged sentence

Total $ 77,215 $ 91,654

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

NOTE 13 — COMMITMENTS AND CONTINGENCIES

8 unchanged sentences

In March 2008, the U.S.

Environmental Protection Agency (the “EPA”) announced that the San Germán Ground Water Contamination site in Puerto Rico (the “Site”) had been added to the Superfund National Priorities List due to contamination present in the local drinking water supply.

Environmental Protection Agency (the “EPA”) announced that the San Germán Ground Water Contamination site in Puerto Rico (the “Site”) had been added to the Superfund National Priorities List due to organic compounds present in the local drinking water supply.

In May 2008, WSPR received from the EPA a Notice of Potential Liability and Request for Information pursuant to 42 U.S.C.

5 unchanged sentences

The Company reviewed the information provided by the EPA and requested that PRIDCO, as the property owner, find and implement a solution acceptable to the EPA.

While WSPR did not cause the sub-surface condition that resulted in the potential for vapor intrusion, in order to protect the health of its employees and continue its business operations, it has nevertheless implemented corrective action measures to prevent vapor intrusion, such as sealing the floors of the building and conducting periodic air monitoring to address potential exposure.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

In order to protect the health of its employees and continue its business operations, WSPR has implemented corrective action measures to respond to vapor intrusion, such as sealing the floors of the building and conducting periodic air monitoring to address potential exposure.

On August 13, 2015, the EPA released its remedial investigation and feasibility study (“RI/FS”) for the Site.

2 unchanged sentences

The EPA’s total net present worth estimated cost for its selected remedy is $ 7.3 million.

In February 2017, the EPA indicated that it planned to expand its field investigation for the RI/FS to a second operable unit (“OU-2”) to determine the nature and extent of the groundwater contamination at and from the Site and to determine the nature of the remedial action needed to address the contamination.

In February 2017, the EPA indicated that it planned to expand its field investigation for the RI/FS to a second operable unit (“OU-2”) to determine the nature and extent of the groundwater damage at and from the Site and to determine the nature of the remedial action needed to address the damage.

The EPA requested access to the property occupied by WSPR to install monitoring wells and to undertake groundwater sampling as part of this expanded investigation.

WSPR consented to the EPA’s access request, provided that the EPA received PRIDCO’s consent as the property owner.

WSPR never used the primary contaminant of concern and did not take up its tenancy at the Site until after the EPA had discovered the contamination in the local water supply.

The EPA has also issued notices of potential liability to a number of other entities affiliated with the Site, which used the contaminants of concern.

The EPA has also issued notices of potential liability to a number of other entities affiliated with the Site, which used the organic compounds of concern.

In December 2018, the Company, WSPR, and other identified potentially responsible parties affiliated with the Site entered into tolling agreements with the U.S.

5 unchanged sentences

The EPA’s estimated total net present worth cost for its selected remedy for OU-2 is $ 17.3 million, and the EPA is currently leading remediation of OU-2.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2024

In August 2021, WSPR received a Notice of Liability for the Site from the Department of Justice on behalf of the EPA, and in September 2021, WSPR responded with a good faith offer to conduct additional testing and remedial design work for OU-1.

WSPR has actively participated in negotiations among the U.S.

Government (the Department of Justice and the EPA) and other potentially responsible parties with respect to the remedial work at OU-1, which negotiations culminated in the finalization of a Consent Decree for Remedial Design and Remedial Action at Operable Unit One of the San German Groundwater Contamination Site (“Consent Decree”).

On July 26, 2023, the U.S.

Government filed a complaint in United States District Court for the District of Puerto Rico for the purpose of seeking judicial approval of the Consent Decree.

Government filed a complaint in United States District Court for the District of Puerto Rico for the purpose of seeking judicial approval of the Decree.

As required by applicable regulations, the U.S.

Government simultaneously lodged the Consent Decree for public comment.

Government simultaneously lodged the Decree for public comment.

No comments were received during the public comment period.

On September 6, 2023, at the conclusion of the public comment period, the U.S.

Government filed a Motion to Enter the Consent Decree, which the court granted on December 1, 2023, thereby effectuating the Consent Decree.

The Company has reserved $ 5.6 million to cover probable and estimable liabilities with respect to the above remedial design and remedial action for the initial operable unit.

Government filed a Motion to Enter the Decree, and the court entered the Decree into order on December 14, 2023, thereby effectuating the Decree.

On January 10, 2024, EPA issued a notice to proceed with the OU-1 remedial work.

The Company thereafter commenced remedial work on OU-1 in accordance with the Decree.

The Company reserved $ 5.6 million to cover probable and estimable liabilities with respect to the above remedial design and remedial action for the initial operable unit.

However, it is not possible at this time for the Company to estimate its share of its ultimate liability for the Site.

In the event of one or more adverse determinations related to this matter, it is possible that the ultimate liability resulting from this matter and the impact on the Company’s results of operations could be material.

Customs and Border Protection Matter

By letter dated August 26, 2019, the Company was advised that U.S.

Customs and Border Protection ("CBP") had commenced an investigation, pursuant to 19 U.S.C.

§1592, regarding the Company’s tariff classification of certain tableware and kitchenware.

The issue centers on whether such merchandise meets the criteria for reduced duty rates as specified sets as those terms are defined in Chapter 69, Note 6(b), Harmonized Tariff System of the United States.

The period of investigation is stated to be from August 26, 2014 to the present.

Since being notified of the investigation, the Company has obtained a significant amount of evidence that, the Company believes, supports that the imported products were properly classified as specified sets.

The Company's counsel filed a Lead Protest and Application for Further Review with CBP on February 5, 2020 (the "Lead Protest") relating to a single shipment made during the investigation period.

CBP approved the Company’s Lead Protest on June 8, 2020 stating that the specified set requirement was fulfilled with respect to the protested shipment based on information provided by the Company.

Based on this decision, no additional duties will be owed for the seven tableware collections imported in this shipment.

LIFETIME BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

December 31, 2023

The Company also compiled and submitted to CBP a complete set of supporting documents for three additional protests (for the remaining 29 tableware collections that were imported by the Company under the protested shipments).

One of the additional protests was approved on October 15, 2020;

the other two remain pending.

If the CBP approves these additional claims and accepts the evidence presented, then no additional duties will be owed for the remaining protested shipments.

Because the period of investigation covers a five-year period, the Company is compiling supporting documentation packages for all tableware collections imported during this period.

In the event CBP accepts the evidence presented, then no additional duties or penalties will be owed.

If CBP rejects the Company’s

position, then the estimated amount of duties that could be owed is $ 0.5 million.

In such event, it is reasonably possible that additional

penalties could be assessed, depending upon the level of culpability found, of up to $ 0.9 million for negligence and up to $ 1.8 million for gross negligence.

In the event penalties are assessed, the Company will have the opportunity to further contest CBP’s findings and

seek cancellation or mitigation of such assessments.

Accordingly, based on the above uncertainties and variables, the Company considers the potential losses related to this matter to be reasonably possible, but not probable.

However, in the event of one or more adverse determinations related to this matter, it is possible that the ultimate liability resulting from this matter and the impact on the Company’s results of operations could be material.

As of December 31, 2024, the remaining liability is $ 5.4 million.

Gain Contingency Settlement

In 2015, Taylor Precision Products, Inc.

(“Taylor” and/or the “Plaintiff”), acquired by the Company on March 2, 2018, commenced a legal action related to a 2013 acquisition, alleging that the seller failed to sufficiently disclose certain adverse information as part of the acquisition.

In February 2025, the Company received a net settlement of $ 6.4 million related to this case.

The Company will recognize this settlement in the statement of operations for the quarter ended March 31, 2025.

The Company is, from time to time, involved in other legal proceedings.

4 unchanged sentences

Participants can make voluntary contributions up to the Internal Revenue Service limit of $23,000 ($30,500 for employees 50 years old or over) for 2024.

The Company suspended its matching contribution in 2009 as an expense savings measure.

The Company’s United Kingdom-based subsidiary, Lifetime Brands Europe Limited, maintains a defined contribution pension plan.

4 unchanged sentences

The retirement benefit obligations are included in accrued expenses and other long-term liabilities.

The Company expects to recognize $ 0.1 million of actuarial losses included in accumulated other comprehensive loss in net periodic benefit cost in 2024.

The Company expects to recognize less than $ 0.1 million of actuarial losses included in accumulated other comprehensive loss in net periodic benefit cost in 2025.

LIFETIME BRANDS, INC.

37 unchanged sentences

Interest 1,026 1,740

Commissions 622 656

Other non-income tax liabilities 1,164 555

Restructuring — 986

Commissions 646 622

Other 4,404 4,684

Total $ 70,848 $ 78,356

Customer allowances and rebates, includes estimated variable consideration related to certain advertising, sales incentives and promotional deductions, volume rebates as well as allowances for returns.

Other long-term liabilities

4 unchanged sentences

Other non-income tax liabilities 3,075 3,156

Unearned revenue 797 890

Contingent consideration — 650

Other long-term obligations 4,108 907

Total $ 15,955 $ 9,126

(1) The Wallace facility remediation liability was classified within accrued expenses in the Company’s Consolidated Balance Sheet at December 31, 2023.

Based on current estimates of the project timeline a portion of the liability is classified within other long-term liabilities in the Company’s Consolidated Balance Sheet at December 31, 2024.

Supplemental disclosure of cash flow information

4 unchanged sentences

Cash paid for taxes, net of refunds 5,962 8,054 9,757

Non-cash investing and financing activities:

Translation loss recognized on change in Vasconia ownership — — 3,404

Non-cash gain on dilution of Vasconia ownership — — ( 1,732 )

LIFETIME BRANDS, INC.

11 unchanged sentences

Balance at end of year $ ( 18,384 ) $ ( 32,614 ) $ ( 36,072 )

Accumulated deferred (losses) gains on cash flow hedges:

Accumulated deferred gains (losses) on cash flow hedges:

Balance at beginning of year $ ( 134 ) $ 923 $ 78

Change in unrealized (losses) gains

Change in unrealized gains (losses)

199 ( 527 ) 2,126

6 unchanged sentences

Balance at beginning of year $ ( 751 ) $ ( 705 ) $ ( 1,875 )

Net (loss) income arising from retirement benefit obligations, net of tax of $ 31 , $( 359 ) and $( 64 )

Change in retirement benefit obligations, net of tax of $( 173 ), $ 31 and $( 359 )

519 ( 93 ) 1,054

5 unchanged sentences

$ ( 18,315 ) $ ( 33,499 ) $ ( 35,854 )

(1) Amount is recorded in equity in (losses) earnings on the consolidated statements of operations.

(1) Amount is recorded in equity in losses on the consolidated statements of operations.

(2) Amounts are recorded in interest expense and cost of goods sold on the consolidated statements of operations.

4 unchanged sentences

Description Balance at

of period Charged to

expenses Deductions Balance at

of period Additions

Deductions Balance at

Accounts receivable allowances:

Year ended December 31, 2024

Deducted from asset accounts:

Allowance for doubtful accounts (a)

Reserve for sales returns and allowances 9,411 6,900 (c)

( 7,670 ) (b)

$ 7,311 $ 950 $ ( 69 ) $ 8,192

Allowance for anticipated customer deductions (b)

8,641 3,837 ( 6,577 ) 5,901

Total accounts receivable allowances:

$ 15,952 $ 4,787 $ ( 6,646 ) $ 14,093

Year ended December 31, 2023

Deducted from asset accounts:

Allowance for doubtful accounts (a)

Reserve for sales returns and allowances 11,888 5,961 (c)

( 8,438 ) (b)

$ 5,195 $ 2,116 $ — $ 7,311

Allowance for anticipated customer deductions (b)

9,411 6,900 ( 7,670 ) 8,641

Total accounts receivable allowances:

$ 14,606 $ 9,016 $ ( 7,670 ) $ 15,952

Year ended December 31, 2022

Deducted from asset accounts:

Allowance for doubtful accounts (a)

Reserve for sales returns and allowances 12,389 8,716 (c)

( 9,217 ) (b)

$ 4,656 $ 662 $ ( 123 ) $ 5,195

(a) Uncollectible accounts written off, net of recoveries.

(b) Allowances granted.

Allowance for anticipated customer deductions (b)

11,888 5,961 ( 8,438 ) 9,411

Total accounts receivable allowances:

$ 16,544 $ 6,623 $ ( 8,561 ) $ 14,606

Deferred tax valuation allowance:

Year ended December 31, 2024 $ 20,159 $ 2,516 $ ( 983 ) $ 21,692

Year ended December 31, 2023 $ 16,323 $ 3,895 $ ( 59 ) $ 20,159

Year ended December 31, 2022 $ 15,072 $ 1,932 $ ( 681 ) $ 16,323

(a) The allowance for doubtful accounts represents allowances for estimated credit losses that could result from the inability of its customers to make required payments, taking into consideration customer credit history and financial condition, industry and market segment information, credit reports, and expectations of current and future economic conditions.

Additions to the allowance for doubtful accounts are recognized in selling, general and administrative expense in the Company’s consolidated statement of operations.

Deductions to the allowance for doubtful accounts represents receivables previously reserved that have been written-off, less any recoveries.

(b) Additions to the allowance for anticipated customer deductions is recognized as a reduction of net sales.

Deductions to the allowance for anticipated customer deductions includes deductions that were ultimately taken by the customer.

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