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Item 9A. Controls and Procedures

2022-02-24 compared with 2021-02-26 · 118 added, 82 removed, 152 unchanged (57% of the section changed)

7 unchanged sentences

Based on that evaluation, management, including the Chief Executive Officer and Chief Financial Officer, concluded that internal control over financial reporting was effective as of January 1, 2022.

The Company excluded Lady of Leisure InvestCo Limited, acquired on August 2, 2021, from the evaluation of internal control over financial reporting as of January 1, 2022.

The total assets of Lady of Leisure InvestCo Limited that are subject to the Company's evaluation, represent approximately 4% of consolidated assets at January 1, 2022.

The total revenues of Lady of Leisure InvestCo Limited represent approximately 5% of the consolidated revenues for the year ended January 1, 2022.

The effectiveness of the Company’s internal control over financial reporting as of January 1, 2022 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in its report, which is included in Item 8 of this Annual Report on Form 10-K and is incorporated herein by reference.

1 unchanged sentence

There was no change in the Company’s internal control over financial reporting that occurred during the quarter ended January 1, 2022 that has materially affected, or that is reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company has excluded Lady of Leisure InvestCo Limited from the assessment of internal control over financial reporting as of January 1, 2022 because it was acquired by the Company in a business combination during the year ended January 1, 2022.

Other Information

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Not applicable.

Directors, Executive Officers and Corporate Governance

8 unchanged sentences

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information called for by Item 12 is incorporated herein by reference to the Definitive Proxy Statement referenced above in Item 10 in sections "Equity Compensation Plan Information" and "Securities Ownership of Officers and Directors and Certain Beneficial Owners".

The information called for by Item 12 is incorporated herein by reference to the Definitive Proxy Statement referenced above in Item 10 in section "Securities Ownership in Officers and Directors and Certain Beneficial Owners"..

Equity Compensation Plan Information

The following table provides information about the Company’s equity compensation plans as of January 1, 2022:

Plan Category (1)

Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights

(a) Weighted Average Exercise Price of Outstanding Options, Warrants and Rights

(b) Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans Excluding Securities Reflected in Column (a))

Equity compensation plans approved by security holders

2,488,812 (2), (3)

$ 22.29 8,071,611 (4)

Equity compensation plans not approved by security holders

Total 2,488,812 $ 22.29 8,071,611

(1) Each plan for which aggregated information is provided contains customary anti-dilution provisions that are applicable in the event of a stock split, stock dividend or certain other changes in the Company’s capitalization.

(2) Includes:

(i) 2,219,618 stock options awarded to employees under the Amended and Restated Stock Incentive Plan of 1999, the Amended and Restated Stock Incentive Plan of 2001, the Amended and Restated Stock Incentive Plan of 2003, the Amended and Restated Stock Incentive Plan of 2005, the Stock Incentive Plan of 2010, the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and restated;

and (ii) and 269,194 stock options awarded to non-employee directors under the Amended and Restated Stock Incentive Plan of 2005, the Stock Incentive Plan of 2010, the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and rested.

Column (a) does not include stock units credited to outside directors’ fee accounts or retirement accounts under the Outside Directors’ Deferred Compensation Plan.

Stock units do not have an exercise price.

Each stock unit credited to a director’s fee account and retirement account under the Outside Directors’ Deferred Compensation Plan will be converted into one share of common stock upon distribution.

Column (a) also does not include shares of restricted or unrestricted common stock previously issued under the Company’s equity compensation plans.

(3) Of this amount, 33,526 options were not exercisable as of January 1, 2022 due to vesting restrictions.

(4) Comprised of:

(i) 109,640 shares available for issuance under the Outside Directors’ Deferred Compensation Plan upon the retirement of the current directors or upon a change in control;

and (ii) 7,961,971 shares issuable under the Stock Incentive Plan of 2016, as amended and restated.

The Outside Directors’ Deferred Compensation Plan is a supplemental, unfunded, nonqualified deferred compensation plan for non-employee directors.

Beginning in 2006, the Company began paying an annual equity retainer to non-management directors in the form of a contribution under the Outside Directors’ Deferred Compensation Plan.

Non-management directors may also voluntarily elect to receive, in lieu of some or all directors’ fees, a number of stock units equal to the amount of the deferred directors’ fees divided by the fair market value of the Company’s common stock on the date of payment.

These stock units are increased by a dividend equivalent based on dividends paid by the Company and the amount of stock units credited to the participating director’s fee account and retirement account.

Upon distribution, the participating directors receive a number of shares of the Company’s common stock equal to the number of stock units to be distributed at that time.

Distribution is triggered by termination of service as a director or by a change in control of the Company and can occur in a lump sum, in installments or on another deferred basis.

A total of 346,315 shares have been issued to a trust to satisfy the Company’s obligations when distribution is triggered and are included in shares the Company reports as issued and outstanding.

The Stock Incentive Plan of 2016, as amended and restated, is an equity-based incentive plan for officers, key employees, and directors.

Such plan authorizes awards of stock options, restricted common stock, common stock, restricted stock units and/or stock appreciation rights.

The Stock Incentive Plan of 2016, as amended and restated, provides that each share of restricted or unrestricted common stock and each restricted stock unit issued under the plan is counted as 2.6 shares against the total number of shares authorized for issuance under the plan.

The number of securities listed as remaining available in column (c) of the table assumes only stock options will be issued under the plan in the future;

each stock option counts as only one share against the total number of shares authorized for issuance under the plan.

Actual shares available under the plan will be less to the

extent that the Company awards restricted common stock, unrestricted common stock or restricted stock units under the plan.

The numbers provided in this footnote and in column (c) will increase to the extent that options relating to the number of shares listed in column (a) of the table or other outstanding awards (e.g., shares of restricted or unrestricted stock, restricted stock units or stock appreciation rights) previously issued under the plan are canceled, surrendered, modified, exchanged for substitutes, expire or terminate prior to exercise or vesting because the number of shares underlying any such awards will again become available for issuance under the plan under which the award was granted.

Of the total number of shares available under column (c), the number of shares with respect to the following plans may be issued other than upon the exercise of an option, warrant or right outstanding as of January 1, 2022:

• Outside Directors’ Deferred Compensation Plan:

• Stock Incentive Plan of 2016, as amended and restated:

Certain Relationships and Related Transactions, and Director Independence

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and its subsidiaries are filed as a part of this report:

• Consolidated Statements of Operations for the Fiscal Years Ended January 2, 2021, December 28, 2019 and December 29, 2018.

• Consolidated Statements of Comprehensive Income (Loss) for the Fiscal Years Ended January 2, 2021, December 28, 2019 and December 29, 2018.

• Consolidated Balance Sheets as of January 2, 2021 and December 28, 2019.

• Consolidated Statements of Cash Flows for the Fiscal Years Ended January 2, 2021, December 28, 2019 and December 29, 2018.

• Consolidated Statements of Stockholders’ Equity for the Fiscal Years Ended January 2, 2021, December 28, 2019 and December 29, 2018.

• Consolidated Statements of Operations for the Fiscal Years Ended January 1, 2022, January 2, 2021 and December 28, 2019.

• Consolidated Statements of Comprehensive Income (Loss) for the Fiscal Years Ended January 1, 2022, January 2, 2021 and December 28, 2019.

• Consolidated Balance Sheets as of January 1, 2022 and January 2, 2021.

• Consolidated Statements of Cash Flows for the Fiscal Years Ended January 1, 2022, January 2, 2021 and December 28, 2019.

• Consolidated Statements of Stockholders’ Equity for the Fiscal Years Ended January 1, 2022, January 2, 2021 and December 28, 2019.

• Notes to the Consolidated Financial Statements.

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Exhibit Number Document

2.1 Share Purchase Agreement, dated as of July 31, 2021 by and among the Institutional Sellers, the Management Sellers, and Wolverine World Wide, Inc.

Incorporated by reference to Exhibit 2.1 to the Company's Quarterly Report on Form 10-Q for the period ended October 2, 2021.

2.2 Management Warranty Deed, dated as of July 31, 2021, by and among the Warrantors and Wolverine World Wide, Inc.

Incorporated by reference to Exhibit 2.2 to the Company's Quarterly Report on Form 10-Q for the period ended October 2, 2021.

3.1 Amended and Restated Certificate of Incorporation.

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4.1 Description of the Registrant's Securities Registered Pursuant To Section 12 of The Securities Exchange Act of 1934.

Incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K for the fiscal year en ded December 28 , 20 19 .

4.2 Senior Notes Indenture, dated August 30, 2016, among Wolverine World Wide, Inc., the guarantors named therein, and Wells Fargo Bank, National Association.

Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on September 6, 2016.

4.3 Form of 5.000% Senior Note due 2026.

Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on September 6, 2016.

Exhibit Number Document

4.4 Senior Notes Indenture, dated May 11, 2020, among Wolverine World Wide, Inc., the guarantors named therein, and Wells Fargo Bank, National Association.

Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed on May 11, 2020.

Incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 2019.

4.2 Senior Notes Indenture, dated August 26, 2021, among Wolverine World Wide, Inc., the guarantors named therein, and The Huntington National Bank.

Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed on August 26, 2021.

4.3 Form of 4.000% Senior Notes due 2029.

Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 11, 2020.

10.1 Amended and Restated Stock Incentive Plan of 2005.* Incorporated by reference to Exhibit 10.7 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.2 Amended and Restated Directors’ Stock Option Plan.* Incorporated by reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed on August 26, 2021.

10.1 Amended and Restated Outside Directors’ Deferred Compensation Plan.* Incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007.

10.4 Amended and Restated Executive Short-Term Incentive Plan (Annual Bonus Plan).* Incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement filed on March 28, 2017.

10.2 Outside Directors’ Deferred Compensation Plan.* Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 17, 2008.

10.3 Wolverine World Wide, Inc.

Amended and Restated Executive Short-Term Incentive Plan (Annual Bonus Plan).* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended June 29, 2019.

Deferred Compensation Plan, Amended and Restated.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 13, 2018.

10.4 First Amendment to the Wolverine World Wide, Inc.

Deferred Compensation Plan, dated as of December 29, 2020.* Incorporated by reference to Exhibit 10.

35 to the Company's Annual Report on Form 10-K for the fiscal year ended January 2, 2021.

10.5 Amended and Restated Stock Option Loan Program.* Incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2007.

10.6 Separation Agreement between Wolverine World Wide, Inc.

Krueger, dated as of March 13, 2008, as amended.* Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 22, 2008.

10.7 First Amendment to Separation Agreement between Wolverine World Wide, Inc.

Krueger, dated as of December 11, 2008.* Incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.8 Executive Severance Agreement.* Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on December 17, 2008.

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A participant schedule of current executive officers who are parties to this agreement is attached as Exhibit 10.

10.10 Executive Severance Agreement between Brendan Hoffman and the Company, dated August 7, 2020.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 13, 2020.

10.11 Amendment, dated as of March 25, 2021, to the Executive Severance Agreement between Brendan Hoffman and the Company, dated as of September 8, 2020.* Incorporated by reference to Exhibit 10.1 to the Comp any's Current Report on Form 8-K filed on March 2 6 , 2021.

10.12 Form of Indemnification Agreement.* The Company has entered into an Indemnification Agreement with each director and certain executive officers.

1 unchanged sentence

All executive officers and directors are parties to this agreement.

10.13 Indemnification Agreement between Brendan Hoffman and the Company, dated August 7, 2020.* Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on August 13, 2020.

10.14 Amended and Restated Benefit Trust Agreement dated April 25, 2007.* Incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed on April 25, 2007.

10.11 Employees’ Pension Plan (Restated as amended through December 29, 2017).* Incorporated by reference to Exhibit 10.13 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017.

10.12 Form of Non-Qualified Stock Option Agreement.* Incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.13 Form of Non-Qualified Stock Option Agreement.* Incorporated by reference to Exhibit 10.27 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.14 2016 Form of Restricted Stock Agreement.* Incorporated by reference to Exhibit 10.23 to the Company's Annual Report on Form 10-K for the fiscal year ended January 2, 2016.

10.15 2016 Form of Non-Qualified Stock Option Agreement.* Incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K for the fiscal year ended January 2, 2016.

10.16 2017 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended April 1, 2017.

10.17 Form of Performance Stock Unit Award Agreement (2017 - 2019 performance period).* Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended April 1, 2017.

10.18 2018 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2018.

10.19 Form of Performance Restricted Stock Unit Agreement (2018 - 2020 performance period).* Incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2018.

10.20 2019 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2019.

Exhibit Number Document

10.21 Form of Performance Stock Unit Award Agreement (2019 - 2021 performance period).* Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2019.

10.22 2020 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 28, 2020.

10.23 Form of Performance Stock Unit Award Agreement (2020 - 2022 performance period).* Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended March 28, 2020.

10.24 2020 Form of Restricted Stock Agreement.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 22, 2020.

10.25 Separation Agreement between Wolverine World Wide, Inc.

Krueger, dated as of March 13, 2008, as amended.* Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 22, 2008.

10.26 First Amendment to Separation Agreement between Wolverine World Wide, Inc.

Krueger, dated as of December 11, 2008.* Incorporated by reference to Exhibit 10.30 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.27 Separation and Release Agreement between Wolverine World Wide, I nc.

and Todd Spaletto, dated as of April 15, 2020.* Incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended March 28, 2020.

10.28 409A Supplemental Executive Retirement Plan (2008 Restatement through First Amendment).* Incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the period ended April 1, 2017.

A participant schedule of current executive officers who participate in this plan is attached as Exhibit 10.2 8 .

10.15 Form of 409A Supplemental Retirement Plan Participation Agreement with Blake W.

Krueger.* Incorporated by reference to Exhibit 10.32 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2009.

10.30 Employment Agreement between Brendan Hoffman and the Company.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended September 26, 2020.

10.31 Executive Severance Agreement between Brendan Hoffman and the Company, dated August 7, 2020.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 13, 2020.

10.32 Indemnification Agreement between Brendan Hoffman and the Company, dated August 7, 2020.* Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on August 13, 2020.

10.33 Outside Directors’ Deferred Compensation Plan.* Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 17, 2008.

10.34 Wolverine World Wide, Inc.

Deferred Compensation Plan, Amended and Restated.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 13, 2018.

10.35 First Amendment to the Wolverine World Wide, Inc.

Deferred Compensation Plan, dated as of December 29, 2020.*

10.16 409A Supplemental Executive Retirement Plan (2008 Restatement through First Amendment).* Incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the period ended April 1, 2017.

A participant schedule of current executive officers who participate in this plan is attached as Exhibit 10.

10.17 Employees’ Pension Plan (Restated as amended through December 29, 2017).* Incorporated by reference to Exhibit 10.13 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017.

10.18 Sixth Amendment to the Wolverine Employees' Pension Plan.* Incorporated by reference to Exhibit 10.34 to the Company's Form 10-K for the fiscal year ended December 29, 2018.

10.19 First Amendment to the Wolverine Employees' Pension Plan, dated as of December 2, 2020.* Incorporated by reference to Exhibit 10.41 to the Company's Annual Report on Form 10-K for the fiscal year ended January 2, 2021.

10.20 Second Amendment to the Wolverine Employees' Pension Plan, dated as of December 9, 2021.*

10.21 Stock Incentive Plan of 2010.* Incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-8 filed on March 4, 2010.

10.22 Amended and Restated Stock Incentive Plan of 2013.* Incorporated by reference to Exhibit 10.38 to the Company’s Form 10-K for the fiscal year ended December 28, 2013.

10.23 2016 Form of Non-Qualified Stock Option Agreement.* Incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K for the fiscal year ended January 2, 2016.

10.24 Wolverine World Wide, Inc.

Stock Incentive Plan of 2016, as amended and restated.* Incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement filed on March 27, 2018.

10.39 Sixth Amendment to the Wolverine Employees' Pension Plan.* Incorporated by reference to Exhibit 10.34 to the Company's Form 10-K for the fiscal year ended December 29, 2018.

10.40 Resolution of the Wolverine World Wide, Inc.

Board of Directors Authorizing the Merger of the Wolverine Collectively Bargained Employees’ Pension Plan and the Wolverine Employees’ Pension Plan .

Incorporated by reference to Exhibit 10.32 to the Company's Annual Report on Form 10-K for the fiscal year ended December 28, 2019 .

10.41 First Amendment to the Wolverine Employees' Pension Plan, dated as of December 2, 2020.*

Exhibit Number Document

Stock Incentive Plan of 2016, as amended and restated.* Incorporated by reference to Appendix B to the Company’s Definitive Proxy Statement filed on March 2 6 , 20 21 .

10.25 2018 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2018.

10.26 2019 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2019.

10.27 2020 Form of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended March 28, 2020.

10.28 2020 Form of Restricted Stock Agreement.* Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 22, 2020.

10.29 2021 F orm of Restricted Stock Unit Agreement.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended April 3, 2021.

10.30 Form of Performance Stock Unit Agreement (2021 performance period).* Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended April 3, 2021.

10.31 Form of Performance Stock Unit Agreement (2021 - 2022 performance period).* Incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended April 3, 2021.

10.32 Form of Performance Stock Unit Agreement (2021 - 2023 performance period).* Incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the period ended April 3, 2021.

10.33 Credit Agreement, dated as of July 31, 2012, by and among Wolverine World Wide, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as a lender, J.P.

4 unchanged sentences

Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 4, 2012.

Exhibit Number Document

10.35 Second Amendment to the Credit Agreement, dated as of October 8, 2012, among Wolverine World Wide, Inc., as borrower, JPMorgan Chase Bank, N.A., as administrative agent and as a lender, J.P.

7 unchanged sentences

Incorporated by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K filed on March 3, 2015.

10.47 Receivables Purchase Agreement dated as of December 22, 2014, among Wolverine World Wide, Inc.

and certain of its subsidiaries as sellers, and HSBC Bank USA, N.A.

as purchaser.

Incorporated by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K filed on March 3, 2015.

10.48 Amendment to the Receivables Purchase Agreement, among Wolverine World Wide, Inc.

and certain of its subsidiaries as sellers, and HSBC Bank USA, N.A.

as purchaser, dated January 5, 2018.

Incorporated by reference to Exhibit 10.44 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017.

10.38 Replacement Facility Amendment, dated as of July 13, 2015, among Wolverine World Wide, Inc., JP Morgan Chase Bank, N.A., as administrative agent and as a lender, J.P.

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Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on May 6, 2020.

10.42 2021 Replacement Facility Amendment and Reaffirmation Agreement, dated as of October 21, 2021, among Wolverine World Wide, Inc., as parent borrower, the Additional Borrow ers party thereto, JP Morgan Chase Bank, N.A., as administrative agent and as a lender, and the other lenders party thereto.

Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed on October 2 5 , 2021.

10.43 Receivables Purchase Agreement dated as of December 22, 2014, among Wolverine World Wide, Inc.

and certain of its subsidiaries as sellers, and HSBC Bank USA, N.A.

as purchaser.

Incorporated by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K filed on March 3, 2015.

10.44 Amendment to the Receivables Purchase Agreement, among Wolverine World Wide, Inc.

and certain of its subsidiaries as sellers, and HSBC Bank USA, N.A.

as purchaser, dated January 5, 2018.

Incorporated by reference to Exhibit 10.44 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017.

10.45 Amended and Restated Executive Short-Term Incentive Plan (Annual Bonus Plan).* Incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement filed on March 28, 2017.

10.46 Wolverine World Wide, Inc.

10.47 Consent Decree by and among Wolverine World Wide, Inc., the State of Michigan, Plainfield Charter Township, and Algoma Township.

Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on February 7, 2020.

21 Subsidiaries of Registrant.

10.48 Employment Agreement between Brendan Hoffman and the Company.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended September 26, 2020.

Exhibit Number Document

10.49 Amended Employment Agreement between Brendan Hoffman and the Company.* Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on December 23, 2021.

21 Subsidiaries of Registrant.

23 Consent of Ernst & Young LLP.

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February 24, 2022 By:

Chairman and Chief Executive Officer (Principal Executive Officer)

/s/ Brendan L.

President and Chief Executive Officer (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature Title Date

Krueger Chairman and Chief Executive Officer (Principal Executive Officer) February 26, 2021

/s/ Brendan L.

Hoffman President and Chief Executive Officer (Principal Executive Officer) February 24, 2022

/s/ Michael D.

1 unchanged sentence

(Principal Financial and Accounting Officer) February 24, 2022

/s/ Brendan L.

Hoffman President and Director February 26, 2021

Krueger Executive Chairman February 24, 2022

/s/ Jeffrey M.

1 unchanged sentence

Boswell Director February 24, 2022

/s/ Roxane Divol Director February 26, 2021

/s/ William K.

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McCreight Director February 24, 2022

/s/ Michael A.

Volkema Director February 26, 2021

/s/ Kathleen Wilson-Thompson Director February 24, 2022

Kathleen Wilson-Thompson

Schedule II - Valuation and Qualifying Accounts

11 unchanged sentences

Total $ 42.6 $ 65.1 $ 68.7 $ 39.0

Fiscal Year Ended December 28, 2019

Fiscal Year Ended January 2, 2021

Deducted from asset accounts:

Allowance for credit losses (1)

$ 4.0 $ 5.1 $ 3.1 (A) $ 6.0

Allowance for credit losses $ 6.0 $ 9.7 $ 9.0 (A) $ 6.7

Allowance for sales returns 11.4 41.5 37.3 (B) 15.6

Allowance for cash discounts and customer markdowns (1)

9.0 15.3 15.0 (C) 9.3

Allowance for cash discounts and customer markdowns 9.3 19.8 17.9 (C) 11.2

Inventory valuation allowances 7.3 9.3 7.5 (D) 9.1

2 unchanged sentences

Deducted from asset accounts:

Allowance for credit losses (1)

$ 6.8 $ 2.8 $ 5.6 (A) $ 4.0

Allowance for credit losses $ 4.0 $ 5.1 $ 3.1 (A) $ 6.0

Allowance for sales returns 13.6 50.2 52.4 (B) 11.4

Allowance for cash discounts and customer markdowns (1)

12.1 17.9 21.0 (C) 9.0

Allowance for cash discounts and customer markdowns 9.0 15.3 15.0 (C) 9.3

Inventory valuation allowances 8.3 6.9 7.9 (D) 7.3

Total $ 34.9 $ 77.5 $ 78.4 $ 34.0

(1) Prior year amounts were reclassified between lines within the schedule to conform with current year presentation.

(A) Accounts charged off, net of recoveries.

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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