Item 5. Other Information
Item 5. Other Information
Amended and Restated Officer Severance Plan
On August 1, 2025, the Compensation Committee of the Board approved the Latham Pool Products, Inc. Amended and Restated Officer Severance Plan (the “Amended and Restated Officer Severance Plan”), which supersedes and replaces the Latham Pool Products, Inc. Officer Severance Plan (the “Officer Severance Plan”) initially adopted by the Company effective June 28, 2023. The Amended and Restated Officer Severance Plan extends the term of the Officer Severance Plan to December 31, 2026, and thereafter, automatically renews at the end of each calendar year for successive one-year terms unless amended or otherwise terminated by the Administrator (as defined in the Amended and Restated Officer Severance Plan) after December 31, 2026, with at least twelve months prior written notice. The terms of the Amended and Restated Officer Severance Plan otherwise does not materially differ from the Officer Severance Plan.
The foregoing description of the Amended and Restated Officer Severance Plan is not complete and is qualified in its entirety by reference to the full and complete text of the Amended and Restated Officer Severance Plan, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2025.
Rule 10b5-1 Trading Plans – Directors and Section 16 Officers
During the fiscal quarter ended June 28, 2025, none of the Company’s directors or Section 16 officers adopted or terminated (i) any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or (ii) any “ non-Rule 10b5-1 trading arrangement.”
40
Table of Contents
Item 6. Exhibits
Exhibit
No.
Description
3.1
Amended and Restated Certificate of Incorporation of Latham Group, Inc. (incorporated by reference to Exhibit 3.1 to Latham Group, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on June 3, 2021 (File No. 001-40358))
3.2
Amended and Restated Bylaws of Latham Group, Inc. (incorporated by reference to Exhibit 3.2 to Latham Group, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on June 3, 2021 (File No. 001-40358))
10.1*†
Amended Offer Letter, by and between Oliver C. Gloe and Latham Pool Products, Inc., dated May 12, 2025
31.1*
Certification of CEO, pursuant to SEC Rule 13a-14(a) and 15d-14(a)
31.2*
Certification of CFO, pursuant to SEC Rule 13a-14(a) and 15d-14(a)
32.1**
Certification by the CEO, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**
Certification by the CFO, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH*
Inline XBRL Taxonomy Extension Schema Document
101.CAL*
Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*
Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*
Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
*
Filed herewith.
**
Furnished herewith.
† Indicates management contract or compensatory plan.
41
Table of Contents
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 6, 2025
LATHAM GROUP, INC.
/s/ Oliver C. Gloe
Oliver C. Gloe
Chief Financial Officer
(Principal Financial Officer)
42
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.