16 unchanged sentences
The information called for by Item 10 is incorporated herein by reference to the Definitive Proxy Statement of the Company relating to the Annual Meeting of Stockholders of Wolverine World Wide, Inc.
−Removed: expected to be held on May 2, 2024 in sections "Election of Directors" and "Corporate Governance".
−Removed: The Company intends to file such Definitive Proxy Statement with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
+Added: expected to be held on May 1, 2025 in sections "Election of Directors," "Corporate Governance" and "Other Compensation Policies and Practices." The Company intends to file such Definitive Proxy Statement with the Securities and Exchange Commission pursuant to Regulation 14A within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
We have adopted a Code of Business Conduct that applies to all of our directors, officers and employees, including our principal executive, principal financial and principal accounting officers, or persons performing similar functions.
18 unchanged sentences
(2) Includes:
−Removed: (i) 1,772,382 stock options awarded to employees under the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and restated;
−Removed: and (ii) and 188,634 stock options awarded to non-employee directors under the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and restated.
+Added: (i) 6,419,210 shares that have been granted as restricted stock units and performance stock units (assuming maximum number of performance stock units are earned and payable at the end of the three-year performance period) under the Stock Incentive Plan of 2016, as amended and restated and the Stock Incentive Plan of 2024, (ii) 1,179,067 stock options awarded to employees under the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and restated;
+Added: and (iii) 151,462 stock options awarded to non-employee directors under the Stock Incentive Plan of 2013 and the Stock Incentive Plan of 2016, as amended and restated.
Column (a) does not include stock units credited to outside directors’ fee accounts or retirement accounts under the Outside Directors’ Deferred Compensation Plan.
1 unchanged sentence
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.
−Removed: 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, 1,127 options were not exercisable as of December 28, 2024 due to vesting restrictions.
+Added: (4) Weighted average exercise price of outstanding stock options only.
(5) Comprised of:
(i) 84,791 shares available for issuance under the Outside Directors’ Deferred Compensation Plan upon the retirement of the current directors or upon a change in control;
−Removed: and (ii) 7,991,683 shares issuable under the Stock Incentive Plan of 2016, as amended and restated.
+Added: and (ii) 5,043,053 shares issuable under the Stock Incentive Plan of 2024.
The Outside Directors’ Deferred Compensation Plan is a supplemental, unfunded, nonqualified deferred compensation plan for non-employee directors.
5 unchanged sentences
A total of 312,653 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.
−Removed: The Stock Incentive Plan of 2016, as amended and restated, is an equity-based incentive plan for officers, key employees, and directors.
+Added: The Stock Incentive Plan of 2024 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.
−Removed: 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.
+Added: The Stock Incentive Plan of 2024, 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 1.0 share 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.
−Removed: 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.
11 unchanged sentences
and its subsidiaries are filed as a part of this report:
−Removed: • Consolidated Statements of Operations for the Fiscal Years Ended December 30, 2023, December 31, 2022 and January 1, 2022.
−Removed: • Consolidated Statements of Comprehensive Income (Loss) for the Fiscal Years Ended December 30, 2023, December 31, 2022 and January 1, 2022.
+Added: • Consolidated Statements of Operations for the Fiscal Years Ended December 28, 2024, December 30, 2023 and December 31, 2022.
+Added: • Consolidated Statements of Comprehensive Income (Loss) for the Fiscal Years Ended December 28, 2024, December 30, 2023 and December 31, 2022.
• Consolidated Balance Sheets as of December 28, 2024 and December 30, 2023.
−Removed: • Consolidated Statements of Cash Flows for the Fiscal Years Ended December 30, 2023, December 31, 2022 and January 1, 2022.
−Removed: • Consolidated Statements of Stockholders’ Equity for the Fiscal Years Ended December 30, 2023, December 31, 2022 and January 1, 2022.
+Added: • Consolidated Statements of Cash Flows for the Fiscal Years Ended December 28, 2024, December 30, 2023 and December 31, 2022.
+Added: • Consolidated Statements of Stockholders’ Equity for the Fiscal Years Ended December 28, 2024, December 30, 2023 and December 31, 2022.
• Notes to the Consolidated Financial Statements.
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Exhibit Number Document
−Removed: 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.
−Removed: Incorporated by reference to Exhibit 2.1 to the Company's Quarterly Report on Form 10-Q for the period ended October 2, 2021.
−Removed: 2.2 Management Warranty Deed, dated as of July 31, 2021, by and among the Warrantors and Wolverine World Wide, Inc.
−Removed: Incorporated by reference to Exhibit 2.2 to the Company's Quarterly Report on Form 10-Q for the period ended October 2, 2021.
−Removed: Exhibit Number Document
3.1 Amended and Restated Certificate of Incorporation.
2 unchanged sentences
Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on November 7, 2022.
+Added: Exhibit Number Document
4.1 Description of the Registrant's Securities Registered Pursuant To Section 12 of The Securities Exchange Act of 1934.
12 unchanged sentences
10.6 Separation Agreement between Wolverine World Wide, Inc.
−Removed: Zwiers dated as of December 19, 2023.*
+Added: Zwiers dated as of December 19, 2023.* Incorporated by reference to Exhibit 10.6 to the Company's Annual Rep ort on Form 10-K for the fiscal year ended December 30, 202 3.
10.7 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.
11 unchanged sentences
Hufnagel and the Company, dated September 7, 2023.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2023.
+Added: 10.15 Transition Agreement between Wolverine World Wide, Inc.
+Added: and Michael D.
+Added: Stornant dated as of May 7, 2024.* Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended June 29, 2024.
10.16 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.
2 unchanged sentences
Exhibit Number Document
+Added: 10.18 Second Amendment to the 409A Supplemental Executive Retirement Plan.* Incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the period ended June 29, 2024.
10.19 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.
7 unchanged sentences
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 26, 2021.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: 10.27 Wolverine World Wide, Inc.
+Added: Stock Incentive Plan of 2024, as amended and restated.* Incorporated by reference to Appendix B to the Company's Definitive Proxy Statement filed on March 20, 2024.
10.28 2021 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 3, 2021.
3 unchanged sentences
10.32 Form of Performance Stock Unit Agreement (2023 - 2025 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, 2023.
−Removed: 10.34 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.
−Removed: 10.35 Form of Performance Stock Unit Agreement (2022 - 2024 performance period).* Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended April 2, 2022.
−Removed: 10.36 Form of Performance Stock Unit Agreement (2023 - 2025 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, 2023.
+Added: 10.33 F orm of Performance Stock Unit Agreement (2024 - 2026 performance p eriod).
+Added: * Inc orporate d by reference to Exhibit 10 .1 to the Company's Qu arterly Rep ort on Form 10-Q for the period ended March 30, 2024.
10.34 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.
1 unchanged sentence
Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on August 1, 2012.
−Removed: Exhibit Number Document
10.35 First Amendment to Credit Agreement, dated as of September 28, 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 9, 2012.
+Added: Exhibit Number Document
10.37 Replacement Facility Amendment, dated as of October 10, 2013, to the Amended and Restated Credit Agreement among Wolverine World Wide, Inc., the lenders party thereto, and JPMorgan Chase Bank, N.A.
20 unchanged sentences
Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended July 1, 2023.
−Removed: 10.48 Fourth Amendment to the Credit Agreement , dated as of June 30, 2023, amon g Wolverin e World Wide, Inc.
−Removed: as borrower, JP Morgan Chase Bank, N.A., as administrative agent and as a lender, J.
−Removed: Morgan Europe Limited, as foreign currency agen t, Wells Fargo Bank, National Association, as syndication agen t and as a lender, Fifth Third Bank, as documentation age n t and as a lender, and PNC Bank, National Association , as documentat i on agent and as a lender.
+Added: 10.45 Fourth Amendment to the Credit Agreement, dated as of June 30, 2023, among Wolverine World Wide, Inc.
+Added: as borrower, JP Morgan Chase Bank, N.A., as administrative agent and as a lender, J.P.
+Added: Morgan Europe Limited, as foreign currency agent, Wells Fargo Bank, National Association, as syndication agent and as a lender, Fifth Third Bank, as documentation agent and as a lender, and PNC Bank, National Association, as documentation agent and as a lender.
Incorporated by reference to Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the period ended July 1, 2023.
−Removed: Exhibit Number Document
10.46 Fifth Amendment to the Credit Agreement, dated as of December 21, 2023, among Wolverine World Wide, Inc.
1 unchanged sentence
Morgan Europe Limited, as foreign currency agent, Wells Fargo Bank, National Association, as syndication agent and as a lender, Fifth Third Bank, as documentation agent and as a lender, and PNC Bank, National Association, as documentation agent and as a lender.
+Added: Incorpor ated by reference to Exhibit 10.
+Added: 49 to the Comp any's Annual Report on Form 10- K for the fiscal year ended December 30, 202 3.
10.47 Receivables Purchase Agreement dated as of December 7, 2022, among Wolverine World Wide, Inc.
1 unchanged sentence
as purchaser.
−Removed: Incorporate d by reference to Exhibit 10.46 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
+Added: Incorporated by reference to Exhibit 10.46 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
+Added: Exhibit Number Document
10.48 First Amendment, dated as of June 30, 2023, to the Receivables Purchase Agreement dated as of December 7, 2022, among Wolverine World Wide, Inc.
2 unchanged sentences
Incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the period ended July 1, 2023.
+Added: 10.49 Second Amendment, dated as of March 27, 2024, to the Receivables Purchase Agreement dated as of December 7, 2022, among Wolverine World Wide, Inc.
+Added: and certain of its subsidiaries as sellers, and Wells Fargo, N.A.
+Added: as purchaser.
+Added: Incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2024.
+Added: 10.50 Third Amendment, dated as of April 15, 2024, to the Receivables Purchase Agreement dated as of December 7, 2022, among Wolverine World Wide, Inc.
+Added: and certain of its subsidiaries as sellers, and Wells Fargo, N.A.
+Added: as purchaser.
+Added: Incorporated by reference to Exhibit 10.
+Added: 3 to the Company's Quarterly Report on Form 10-Q for the period ended March 30, 2024.
10.51 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.
5 unchanged sentences
10.55 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.
−Removed: 10.57 Trademark Acquisition Agreement by and among SR Holdings, LLC, Keds, LLC, Hanesbrands, Inc.
−Removed: and HBI Branded Apparel Enterprises, LLC dated June 30, 2022.
−Removed: Incorporated by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed on June 30, 2022.
10.56 Asset Purchase Agreement dated as of February 7, 2023, among Wolverine World Wide, Inc.
and certain of its subsidiaries as sellers, and Vincent Camuto LLC and DBI Brands Management LLC, as purchaser.
−Removed: Incorporated by reference to Exhi bit 10.53 to the Co mpan y's Annual Report on Form 10-K for the fiscal year ended December 3 1, 2022.
+Added: Incorporated by reference to Exhibit 10.53 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
10.57 Purchase Agreement dated as of January 10, 2024, among Wolverine World Wide, Inc.
and certain of its subsidiaries as sellers, and ABG Intermediate Holdings 2 LLC, as purchaser.
+Added: Incorporated by reference to Exhibit 10.59 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2023.
10.58 Purchase Agreement dated as of January 10, 2024, among Wolverine World Wide, Inc.
1 unchanged sentence
Inc., as purchaser.
−Removed: 21 Subsidiaries of Registrant
+Added: Incorporated by reference to Exhibit 10.
+Added: 60 to the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2023.
+Added: 19 Wolverine World Wide, Inc.
+Added: Insider Trading Poli cy.
+Added: 21 Subsidiaries of Registran t.
23 Consent of Ernst & Young LLP.
4 unchanged sentences
Clawback Policy .
+Added: Incorporated by reference to the Co mpany's Annual Rep or t on Form 10-K for the fiscal year ended December 30, 2023.
101 The following financial information from the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2024, formatted in Inline XBRL:
17 unchanged sentences
/s/ Christopher E.
−Removed: Hufnagel President and Chief Executive Officer (Principal Executive Officer) February 22, 2024
+Added: Hufnagel President and Chief Executive Officer
+Added: (Principal Executive Officer) February 20, 2025
Christopher E.
−Removed: /s/ Michael D.
−Removed: Stornant Executive Vice President, Chief Financial Officer and Treasurer
+Added: Miller Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer) February 20, 2025
33 unchanged sentences
Total $ 59.4 $ 161.6 $ 168.9 $ 52.1
−Removed: Fiscal Year Ended January 1, 2022
+Added: Fiscal Year Ended December 31, 2022
Allowance for credit losses $ 4.0 $ 1.8 $ 2.5 (A) $ 3.3
8 unchanged sentences
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.