ROCKY BRANDS, INC. 10-Q

ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Unregistered Sales of Equity Securities None. Use of Proceeds Not applicable. ITEM 5 - TRADING PLANS During the three months ended September 30, 2024 , no director or officer (as defined in Rule 16a - 1 (f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5 - 1 trading arrangement” or “non-Rule 10b5 - 1 trading arrangement,” as each term is defined in Item 408 (a) of Regulation S-K. 21 Table of Contents ITEM 6. EXHIBITS Exhibit Number Description 31.1* Certification Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a) of the Principal Executive Officer. 31.2* Certification Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a) of the Principal Financial Officer. 32** Section 1350 Certification of Principal Executive Officer/Principal Financial Officer. 101* Attached as Exhibits 101 to this report are the following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 formatted in Inline XBRL (“eXtensible Business Reporting Language”): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Shareholders' Equity, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) related notes to these financial statements. 104* Cover Page Interactive Data File, formatted in Inline XBRL and contained in Exhibit 101 * Filed with this Report. ** Furnished with this Report. 22 Table of Contents SIGNATURE Pursuant to the requirements 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. ROCKY BRANDS, INC. Dat e: November 12, 2024 By: /s/ Thomas D. Robertson Thomas D. Robertson Chief Operating Officer, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) 23