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ROCKY BRANDS, INC. (RCKY) Material Contracts

ROCKY BRANDS, INC. Material Contracts

Every material contract the company filed as Exhibit 10 (executive pay plans, credit agreements, supplier and indemnity agreements), newest first, with the filing's own description.

  • 2025-03-17: Form 10-K; Exhibit 10.10; Description Form of Performance Stock Unit Award under the 2024 Omnibus Incentive Plan.
  • 2025-03-17: Form 10-K; Exhibit 10.9; Description Form of Restricted Stock Unit Award Agreement under the 2024 Omnibus Incentive Plan.
  • 2025-03-17: Form 10-K; Exhibit 10.8; Description Form of Option Award Agreement under the 2024 Omnibus Incentive Plan.
  • 2024-04-30: Form 8-K; Exhibit 10.1; Description Amended and Restated ABL Loan and Security Agreement, dated April 26, 2024, between the Company and Bank of America, N.A. as Agent, Sole Arranger and Sole Bookrunner and the other lenders party thereto..
FiledFormExhibitDescription
2025-03-1710-K10.10Form of Performance Stock Unit Award under the 2024 Omnibus Incentive Plan
2025-03-1710-K10.9Form of Restricted Stock Unit Award Agreement under the 2024 Omnibus Incentive Plan
2025-03-1710-K10.8Form of Option Award Agreement under the 2024 Omnibus Incentive Plan
2024-04-308-K10.1Amended and Restated ABL Loan and Security Agreement, dated April 26, 2024, between the Company and Bank of America, N.A. as Agent, Sole Arranger and Sole Bookrunner and the other lenders party thereto.
2024-03-1510-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement
2023-11-018-K10.2Sixth Amendment to the Term and Loan Security Agreement, dated October 31, 2023, between the Company, TCW Asset Management Company LLC and the other lenders party thereto.
2023-11-018-K10.1Fifth Amendment to ABL and Security Agreement, dated October 31, 2023, between the Company, Bank of America, N.A. and the other lenders party thereto.
2023-08-0910-Q10.3Fifth Amendment to the Loan and Security Agreement, effective as of May 10, 2023, between the Company, TCW Asset Management Company LLC and other lenders party thereto.
2023-05-248-K10.1Fourth Amendment to ABL Loan and Security Agreement, dated May 19, 2023, between the Company, Bank of America, N.A. and the other lenders party thereto.
2023-05-108-K10.1Fourth Amendment to Term Loan and Security Agreement, dated May 9, 2023, between the Company, TCW Asset Management Company LLC and the other lenders party thereto.
2023-03-1010-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement.
2023-02-138-K10.1Employment Agreement, dated March 13, 2023, by and between the Company and Sarah O’Connor.*
2022-11-038-K10.2Third Amendment to Term Loan and Security Agreement, dated November 2, 2022, between the Company, TCW Asset Management Company LLC and the other lenders party thereto.
2022-11-038-K10.1Third Amendment to ABL Loan and Security Agreement, dated November 2, 2022, between the Company, Bank of America, N.A. and the other lenders party thereto.
2022-06-108-K10.2EXHIBIT 10.2- SECOND AMENDMENT TO TERM LOAN
2022-06-108-K10.1EXHIBIT 10.1- SECOND AMENDMENT TO ABL LOAN
2022-03-1510-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement.
2021-12-158-K10.2First Amendment to Term Loan and Security Agreement, dated December 10, 2021, between the Company, TCW Asset Management Company LLC and the other lenders party thereto.
2021-12-158-K10.1First Amendment to ABL Loan and Security Agreement, dated December 10, 2021, between the Company, Bank of America, N.A. and the other lenders party thereto.
2021-03-1610-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement.
2021-03-168-K10.2Loan and Security Agreement, dated March 15, 2021, between the Company and TCW Asset Management Company LLC.
2021-03-168-K10.1ABL Loan and Security Agreement, dated March 15, 2021, between the Company and Bank of America, N.A.
2021-01-268-K10.2EXHIBIT 10.2- COMMITMENT LETTER- DIRECT LENDING GROUP OF TCW
2021-01-268-K10.1EXHIBIT 10.1- COMMITMENT LETTER- BANK OF AMERICA
2020-03-0610-K10.21First Amendment to Revolving Credit, Guaranty and Security Agreement dated November 15, 2019 among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear Inc., Rocky Brands US, LLC, Rocky Brands International, LLC, and Rocky Outdoor Gear Store, LLC, as borrowers, the financial institutions party thereto as lenders, and The Huntington National Bank, as agent for the lenders (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 13, 2019, filed February 19, 2019).
2020-03-0610-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement.
2019-03-1310-K10.2Schedule of directors and executive officers who have entered into the form of Indemnification Agreement.
2019-03-1310-K10.1Form of Indemnification Agreement entered into between the Company and its directors and executive officers.
2019-02-198-K10Revolving Credit, Guaranty, and Security Agreement, dated February 13, 2019, among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands US, LLC, Rocky Brands International, LLC, and Rocky Outdoor Gear Store, LLC, as borrowers, the financial institutions party thereto as lenders, and The Huntington National Bank, as agent for the lenders.
2019-01-078-K10.5Employment Agreement, dated January 1, 2019, by and between the Company and Byron Wortham
2019-01-078-K10.4Employment Agreement, dated January 1, 2019, by and between the Company and Richard Simms
2019-01-078-K10.3Employment Agreement, dated January 1, 2019, by and between the Company and David Dixon
2019-01-078-K10.2Employment Agreement, dated January 1, 2019, by and between the Company and Thomas Robertson
2019-01-078-K10.1Employment Agreement, dated January 1, 2019, by and between the Company and Jason Brooks
2018-12-208-K10Rocky Brands, Inc. Executive Deferred Compensation Plan
2018-03-1210-K10.18Amendment No. 2 to Amended and Restated Revolving Credit, Term Loan, Guaranty, and Security Agreement dated as of December 21, 2017 among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, Rocky Brands Canada, Inc., Creative Recreation, LLC, Creative Recreation Retail, LLC, Creative Recreation International, LLC, the lenders party thereto, and PNC Bank, National Association, as agent for lenders.
2016-03-0310-K10.35Amendment No. 1 to Amended and Restated Revolving Credit, Term Loan, Guaranty, and Security Agreement dated as of December 19, 2014 among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, Rocky Brands Canada, Inc., Creative Recreation, LLC, Creative Recreation Retail, LLC, Creative Recreation International, LLC, the lenders party thereto, and PNC Bank, National Association, as agent for lenders.
2015-02-2710-K10.35Form of Performance Stock Unit Award Agreement under the Company’s 2014 Omnibus Incentive Plan.
2015-02-2710-K10.34Form of Restricted Stock Unit Award Agreement under the Company’s 2014 Omnibus Incentive Plan.
2015-02-2710-K10.33Form of Option Award Agreement under the Company’s 2014 Omnibus Incentive Plan.
2014-12-238-K10.1Amended and Restated Revolving Credit, Term Loan, Guaranty, and Security Agreement dated as of December 19, 2014 among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, Rocky Brands Canada, Inc., Creative Recreation, LLC, Creative Recreation Retail, LLC, Creative Recreation International, LLC, the lenders party thereto, and PNC Bank, National Association, as agent for lenders.
2014-03-0610-K10.30Employment Agreement, effective as of January 2, 2014, between the Company and Richard Simms.
2014-03-0610-K10.29Employment Agreement, effective as of January 2, 2014, between the Company and Jason Brooks.
2014-03-0610-K10.28Employment Agreement, effective as of January 2, 2014, between the Company and Gary Adam.
2014-03-0610-K10.27Employment Agreement, effective as of January 2, 2014, between the Company and James E. McDonald.
2014-03-0610-K10.26Employment Agreement, effective as of January 2, 2014, between the Company and David Sharp.
2014-03-0610-K10.25Employment Agreement, effective as of January 2, 2014, between the Company and Mike Brooks.
2014-03-0610-K10.24Form of Performance Stock Unit Award Agreement.
2014-03-0610-K10.23Form of Restricted Stock Unit Award Agreement.
2014-03-0610-K10.21Description of Material Terms of Rocky Brands, Inc.’s Bonus Plan for Fiscal Year Ending December 31, 2014.
2013-12-198-K10.1Joinder and Amendment No. 2 to Loan Documents, dated December 13, 2013, by and among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, Rocky Canada, Inc., and Creative Recreation, LLC, the lenders party thereto, and PNC Bank, National Association, as agent for the lenders
2013-05-148-K10.1Amendment No. 1 to Loan Agreement, dated May 9, 2013, by and among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, and Rocky Canada, Inc., the lenders party thereto, and PNC Bank, National Association, as agent for the lenders
2013-03-0410-K10.19Description of Material Terms of Rocky Brands, Inc.’s Bonus Plan for Fiscal Year Ending December 31, 2013.
2012-02-2810-K10.19Description of Material Terms of Rocky Brands, Inc.’s Bonus Plan for Fiscal Year Ending December 31, 2012.
2011-02-2810-K10.32Amendment No. 5, dated January 1, 2007, to the Loan and Security Agreement, dated as of January 6, 2005, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.31Amendment No. 4, dated November 8, 2006, to the Loan and Security Agreement, dated as of January 6, 2005, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.30Amendment No. 3, dated July 5, 2006, to the Loan and Security Agreement, dated as of January 6, 2005, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.29Amendment No. 2, dated April 30, 2006, to the Loan and Security Agreement, dated as of January 6, 2005, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.28Revolving Credit, Guaranty, and Security Agreement, dated October 20, 2010, among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, and Rocky Canada, Inc., as borrowers, and the financial institutions party thereto as lenders, and PNC Bank, National Association as agent for the lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.27Amended and Restated Loan and Security Agreement, dated as of May 25, 2007, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.26Note Purchase Agreement, dated as of May 25, 2007, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as the Loan Parties, the purchasers party thereto (each a “Purchaser” and collectively, the “Purchasers”), and Laminar Direct Capital L.P., as collateral agent for the Purchasers (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2011-02-2810-K10.25Loan and Security Agreement, dated as of January 6, 2005, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, and Rocky Brands Retail LLC, as Borrowers, the financial institutions party thereto (each a “Lender” and collectively, the “Lenders”), and GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders (being filed in response to a comment letter received from the SEC on November 10, 2010, and our response filed with the SEC on November 23, 2010).
2010-10-218-K10.1Revolving Credit, Guaranty, and Security Agreement, dated October 20, 2010, among Rocky Brands, Inc., Lehigh Outfitters, LLC, Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands International, LLC, and Rocky Canada, Inc., as borrowers, and the financial institutions party thereto as lenders, and PNC Bank, National Association as agent for the lenders
2010-05-258-K10.1Amendment No. 3 to Amended and Restated Loan and Security Agreement, dated as of May 19, 2010, by and among Rocky Brands, Inc., Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Lehigh Outfitters, LLC, and Rocky Brands International, LLC, as Borrowers, GMAC Commercial Finance LLC, as administrative agent and sole lead arranger for the Lenders, Bank of America, N.A., as syndication agent, and Charter One Bank, N.A., as documentation agent
2010-03-0210-K10.27Description of Material Terms of Rocky Brands, Inc.’s Bonus Plan for Fiscal Year Ending December 31, 2010.
2009-06-188-K10.3Employment Agreement, dated June 12, 2009, between Rocky Brands, Inc. and James E. McDonald
2009-06-188-K10.2Employment Agreement, dated June 12, 2009, between Rocky Brands, Inc. and David Sharp
2009-06-188-K10.1Employment Agreement, dated June 12, 2009, between Rocky Brands, Inc. and Mike Brooks
2009-04-038-K10.1AMENDMENT NO. 2
2009-03-0310-K10.36First Amendment to the Rocky Brands, Inc. 2004 Stock Incentive Plan, dated December 30, 2008.
2009-03-0310-K10.35Amendment to the Rocky Brands, Inc. Agreement with J. Michael Brooks (dated April 16, 1985), dated December 22, 2008.
2009-03-0310-K10.34Amended and Restated Employment Agreement with Mike Brooks, dated December 22, 2008.

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