Deckers Outdoor (DECK) 10-K risk factor changes: FY2022 vs FY2021

[removed: The] [added: Since 2020, the] pandemic has had, and [added: in the future] other public health crises or epidemics [removed: in the future] could have, repercussions across local, regional, and global economies and financial markets.

In addition, the demand for our [removed: products, as well as] [added: products and] our [removed: results of operations,] [added: financial condition] could be adversely impacted due to a number of other factors in connection with this or other pandemics, including the following:

- [added: reduced demand for certain products, including as a result of] decreased store traffic due to retail store closures, social distancing restrictions or changes in consumer behavior;

- a deterioration in our ability, or the ability of our [removed: wholesale] customers, to operate in affected regions;

- the failure of key business partners to provide services for our efficient operations, including the inability of our manufacturers or third-party distributors to timely fulfill their obligations to us; [added: and]

- financial difficulties facing our [removed: wholesale] customers, which could cause them to be unable to make or delay making payments to [removed: us,] [added: us] or result in order cancellations for our product [removed: offerings;][added: offerings.]

Further, we [removed: have] experienced an increase in sales of certain of our products that are desirable to wear within the work-from-home environment, and there can be no assurance that consumers will continue purchasing such products as they transition back into the workplace and [removed: restrictions on] travel [removed: or gatherings] [added: restrictions] are relaxed.

Many of our products are inherently seasonal, and the sales of [added: certain of] our products are highly sensitive to weather conditions, which makes it difficult to anticipate consumer demand for our products, manage our expenses, and forecast our financial results.

Historically, the highest percentage of UGG [added: and Koolaburra] brand net sales have occurred during the fall and winter (our second and third fiscal quarters), and the highest percentage of Teva and Sanuk brand net sales have occurred during the spring and summer (our first and fourth fiscal quarters).

Due to the magnitude of the UGG brand relative to our other brands, seasonal trends have resulted in our net sales for the second and third [removed: fiscal quarters significantly exceeding that of the first and fourth fiscal quarters.]

[removed: Although our ongoing strategic efforts] [added: While we continue] to diversify [added: and expand] our [added: product] offerings by creating [removed: additional] [added: more] year-round styles and [removed: expanding product offerings within our existing brands has had] [added: focus on increasing HOKA brand net sales as] a [removed: meaningful positive] [added: percentage of our aggregate net sales to positively] impact [removed: on] our seasonality trends, we expect our quarterly net sales to [removed: continue fluctuating] [added: fluctuate] for the foreseeable future.

[removed: In particular, sales] [added: Sales] of [added: certain of] our products are highly sensitive to weather conditions, which are difficult to predict and beyond our control.

Due to the relative concentration of our sales in certain months of the year, factors impacting consumer spending patterns in those months, such as unexpected weather patterns, declines in consumer confidence, changing consumer preferences, [removed: or] uncertain economic conditions, [added: or inflation] will disproportionately impact our business and could result in our failure to achieve financial performance that is in line with our expectations or the expectations of market participants.

In addition, significant fluctuations in our financial performance [removed: from period to period] due to these or other factors could increase the volatility of our stock price, which could cause our stock price to decline.

The footwear, apparel, and accessories industry is subject to rapid changes in consumer preferences and [added: fashion] tastes, which make it difficult to anticipate demand for our products and forecast our financial results.

Consumer demand for our products depends in part on the continued strength of our brands, which in turn depends on our ability to anticipate, understand and promptly respond to the rapidly changing preferences and fashion [removed: tastes for footwear, apparel, and accessories,] [added: tastes,] as well as consumer spending patterns.

As our brands and product offerings [removed: continue to] evolve, it is necessary for our products to appeal to an even broader range of consumers whose preferences cannot be predicted with certainty.

[added: Further, the value of] our brands is largely based on evolving consumer perceptions, [added: including as a result of shifting ethical, political or social standards,] and concerns with respect to factors such as product quality, product design, technical performance, product components or materials, including the sustainability of products or materials, or customer service, could result in negative perceptions and a corresponding loss of brand loyalty and value.

[removed: In addition,] [added: These concerns may be exacerbated by legislation restricting our ability to use certain materials in our products, as well as] negative [removed: claims or] publicity regarding [removed: us,] [added: us or] our products, [removed: our] brands, [removed: our] marketing campaigns, [removed: our] partners or [removed: our] celebrity endorsers, [added: which] could adversely affect our reputation and sales regardless of [removed: whether] [added: the accuracy of] such [removed: claims are accurate.][added: claims.]

A significant portion of the products we sell, especially those sold under the UGG [removed: brand,] [added: and HOKA brands,] are [removed: luxury] [added: premium] retail products.

Sales of these products may be adversely affected by factors such as worsening economic conditions, consumer confidence in future economic conditions, [added: changes to fuel and other energy costs, labor and healthcare costs, declines in income or asset values, and] increases in consumer debt levels, [added: inflation] and [removed: increases in] [added: interest rates, and] unemployment rates.

During an actual or perceived economic downturn, fewer consumers may shop for our products, and those who do [removed: shop] may limit the amount of their purchases or substitute less costly products for our products.

[removed: In] either case, these changes could reduce our sales and profitability, which could have a material adverse effect on our financial condition and results of operations.

We sell a large portion of our products through higher-end specialty and department store [removed: retailers.][added: retailers, as well as through online marketplaces such as Amazon.com.]

The businesses of these [removed: retailer] customers may be impacted by factors such as changes in economic conditions, reduced consumer demand for [removed: luxury] [added: premium] products, decreases in available credit, and increased competition.

If [removed: these or other factors result in financial difficulties or insolvency for] our [removed: retail customers, such pressures would] [added: customers face financial difficulties, it could] have an adverse impact on our estimated allowances and reserves, and potentially result in us losing key customers.

Our inability to compete effectively [removed: with respect to one or more of these factors] could cause our market share to decline, which could harm our reputation and have a material adverse impact on our financial condition and results of operations.

Our competitors include both established [removed: companies, as well as] [added: companies and] newer entrants into the market.

In particular, we believe that, as a result of the growth of the UGG [removed: brand,] [added: and HOKA brands,] certain competitors have entered the marketplace specifically in response to the success of our brands, and [removed: that] other competitors may do so in the future.

[removed: For the manufacturing of our products, we] [added: We] purchase certain raw materials that are affected by commodity prices, the most significant of which is sheepskin.

The supply of sheepskin, which is used to manufacture a significant portion of our UGG brand products, is in high demand and there are [removed: a] limited [removed: number of] suppliers that are able to [removed: meet our expectations for] [added: provide] the quantity and quality of sheepskin that we require.

We presently rely on only two tanneries [added: in China] to provide the majority of our sheepskin.

Similarly, if these tanneries are not able to deliver sheepskin in the quantities required, or were to cease operations, we may not be able to [added: timely] obtain suitable substitute [removed: materials in time to avoid interruption of our production schedules,] [added: materials,] which would limit our ability to meet demand for our products, lead to inventory shortages, result in a loss of sales, strain our customer relationships, and harm our reputation.

[removed: In addition, any factors that] negatively impact the business of these tanneries, or the businesses of the suppliers that warehouse their inventories, such as loss of customers, financial instability, loss or destruction of property, work stoppages, political instability, or acts of terrorism or catastrophic events, could result in shortages in our supply of sheepskin.

[removed: We believe the significant factors affecting] [added: While we have experienced fairly stable pricing in recent years, fluctuations in] the price of sheepskin [removed: include] [added: could occur as a result of] weather patterns, harvesting decisions, incidence of disease, the price of other commodities, such as wool and leather, the demand for our products and the products of our competitors, and global economic conditions.

Any factors that increase the demand for, or decrease the supply of, sheepskin could cause significant increases in the price of sheepskin, which would increase our manufacturing costs and reduce our gross [removed: margins.][added: margin.]

[removed: In addition,] [added: While] we use purchasing contracts and other pricing arrangements to [removed: attempt to] reduce the [removed: potential] impact of [added: sheepskin price] fluctuations [added: on our results of operations, these strategies may not be sufficient to offset the negative impact of a prolonged increase] in [removed: sheepskin] [added: such] prices on our results of operations.

In that event, it is unlikely we would be able to adjust our product prices sufficiently to eliminate the impact on our gross [removed: margins] [added: margin] and our financial results may suffer.

[removed: We] [added: In addition, our industry is characterized by rapidly changing fashion trends and consumer preferences, and we] believe there is a growing trend [removed: within the fashion industry towards eliminating] [added: to eliminate] the use of certain animal products, most notably [removed: fur.][added: fur, in footwear, apparel, and accessories.]

For example, [removed: legislation has been passed in] the [removed: US banning the] sale of fur [added: is banned] in certain [added: US] cities, and similar legislation is being considered in other geographies.

The pandemic has driven global uncertainty, disrupted consumer spending and consumer supply chains, contributed to global shipping delays and port congestions, and created significant volatility and disruption of financial markets.

Global supply chain disruptions during fiscal year 2022 negatively impacted our profitability and could continue to do so in future periods, which could have a material adverse effect on our financial condition and results of operations.

- the impact on and recovery time of our supply chain, including consequential staffing shortages and manufacturing and shipping delays;

Net sales for the HOKA brand occur more evenly throughout the year reflecting the brand’s year-round performance product offerings.

fiscal quarters significantly exceeding that of the first and fourth fiscal quarters.

In

In addition, any factors that

We rely on third-party IT service providers worldwide for many of our IT functions, including network, hardware, and software configuration.

Additionally, we rely on internal networks and information systems and other technologies, including the internet and third-party hosted services, to support a variety of business processes and activities.

Any disruption to these systems or networks could result in product fulfillment delays, key personnel being unable to perform duties or communicate throughout the organization, loss of sales, significant costs for data restoration, the inability to interpret data timely to enhance operations, and other adverse impacts on our business and reputation.

Further, if key operational systems and processes are not properly supporting our business, it could result in information silos and inefficiencies across our organization.

For example, our inventory in transit as of the end of our third and fourth fiscal quarters ended December 31, 2021, and March 31, 2022, respectively, was significantly higher than our inventory in transit in the comparable periods during fiscal year 2021, and these pressures have negatively impacted our gross margin and may continue to do so in future periods.

As a result, we face the risk that key customers may not increase their business with us as we expect or may significantly decrease their business with us or terminate our relationship.

Although no single customer accounted for 10.0% or more of our net sales during fiscal year 2022, the failure to increase or maintain our sales with our key customers as much as we anticipate would have a negative impact on our growth prospects and any decrease or loss of these customers’ business could result in a material decrease in our net sales and net income or loss if we are unable to capture these sales through our DTC channel.

Further, as of March 31, 2022, we have one customer that represents 11.2% of trade accounts receivable, net.

Trade accounts receivable, net are typically unsecured and are thus subject to the increased risk of us being unable to collect on overdue amounts, or us doing so in a timely manner, which could impact our revenue and liquidity.

We rely on purchase order delivery dates as a key factor to forecast our sales and earnings for future periods, and if our customers postpone, reduce, or discontinue purchases from us, we could fail to meet our forecasted results.

We are committed to offering competitive compensation and benefits to employees across our business to positively impact attrition, which impacts our selling, general, and administrative (SG&A) expenses.

terminate their employment with us at any time.

In October 2021 we opened and began operations in a DC located in Mooresville, Indiana, and we expect this facility to create long-term capacity for the domestic growth of the UGG and HOKA brands.

Further, we plan to expand our DCs in the US.

Further, most of our independent manufacturers are concentrated in Asia, which may lead to an increased risk of supply chain disruption, particularly in the event of a natural disaster, epidemic, geopolitical tension or other event impacting the region outside of our control.

If these independent

Moreover, the preparation of sustainability metrics requires management to establish criteria, make determinations as to the relevancy of information to be included, and make assumptions that affect reported information.

The selection by management of different but acceptable measurement techniques could result in materially different amounts or metrics being reported.

We may also incur additional costs or require additional resources to monitor such stakeholder expectations and standards and to meet our targets and commitments.

Climate change, including extreme weather conditions, natural disasters, or other events beyond our control, as well as related regulations, may adversely impact our business.

There is increasing concern regarding the effects of climate change, which include significant changes in weather patterns around the globe, an increase in the frequency, severity, and duration of extreme weather conditions and natural disasters, and water scarcity and poor water quality.

These events could adversely impact the supply of raw materials, including sheepskin, which is a key resource in the production of our products, disrupt the operation of our supply chain and the productivity of our contract manufacturers, increase our production costs, impose capacity restraints and impact the types of products that consumers purchase.

These events could also compound adverse economic conditions and impact consumer confidence and discretionary spending.

Further, it is possible consumers may increasingly adopt plant-based diets to minimize their carbon footprint, which could reduce the supply of sheep for the meat industry, and in turn, hinder our ability to source sufficient sheepskin for our products.

As a result, the effects of climate change could have a long-term adverse impact on our business and results of operations.

Many governmental bodies worldwide are enacting regulations to mitigate the impacts of climate change.

If we, our suppliers, or our contract manufacturers are required to comply with these laws and regulations, or if we choose to take voluntary steps to reduce or mitigate our impact on the climate, we may experience increased costs for energy, production, transportation, and raw materials, increased capital expenditures, or increased insurance premiums and deductibles, which could adversely impact our operations.

Inconsistent regulations among jurisdictions may also affect our costs of compliance with such laws and regulations.

Any assessment of the potential impact of future climate change legislation, regulations or industry standards, as well as any international treaties and accords, is uncertain given the wide scope of potential regulatory change in the countries in which we operate.

our strategic objectives.

For example, we continue to explore future retail opportunities for the HOKA brand, including through third-party partners in international markets.

In addition, taking steps to implement our growth initiatives could have a number of negative effects, including increasing our working

Supply chain disruptions could interrupt product manufacturing and global logistics and increase product costs.

The pandemic resulted in a rapid rise in unemployment and a sudden decrease in global economic activity, and many businesses experienced, and may continue to experience, a significant negative impact on their results of operations.

During portions of our year ended March 31, 2021, nearly all of our Company-operated stores, our partner retail stores, and we believe the retail stores of our wholesale customers were closed to comply with government orders or restrictions, and additional closures may occur in future periods.

In response to restrictions resulting from the pandemic, we temporarily furloughed retail store employees and transitioned nearly all of our other employees to a remote work environment.

Furthermore, in an effort to manage the financial uncertainty involved with the pandemic, we implemented certain cost-saving measures, such as delaying the hiring of certain non-essential employees, which has delayed the completion of certain strategic objectives.

- reduced demand for certain products;

- seasonality impacts on the demand for certain products, and the ability of our DC and 3PLs to timely process orders during periods of heightened demand; and

- incremental costs resulting from adoption of health and safety preventative measures.

The full extent of the impact of the pandemic on our business and operations continues to be uncertain and subject to change, and will depend on a number of factors beyond our control.

We believe there are many factors that may affect the demand for our products, including:

- seasonality, including the impact of anticipated and unanticipated weather conditions;

- consumer acceptance of our existing and new products, and our ability to develop new products that address the needs and preferences of consumers;

- consumer perceptions of and preferences for our products and brands, including as a result of evolving ethical, political or social standards;

- consumer demand for our competitors’ products;

- whether consumers view certain of our products as substitutes for other products we manufacture;

- the implementation of our segmentation approach to the distribution of certain of our products;

- publicity, including social media, related to us, our products, our brands, our marketing campaigns and our celebrity endorsers;

- the life cycle of our products and consumer replenishment behavior;

- evolving fashion and lifestyle trends, and the extent to which our products reflect these trends;

- brand loyalty;

- legislation restricting our ability to use certain materials in our products; and

- changes in general economic, political, and market conditions.

Further, the value of

We believe we compete on the basis of a number of factors, including our ability to:

- predict and respond to changing consumer preferences and tastes in a timely manner;

- produce products that meet our requirements and consumer expectations for quality and technical performance;

- accurately predict and forecast consumer demand;

- ensure product availability;

- manage the impact of seasonality, including unexpected changes in weather conditions;

- maintain and enhance brand loyalty;

- price our products in a competitive manner;

- ensure availability of raw materials and production capacity;

- implement our omni-channel strategy, including providing a unique customer service experience;

- respond to new or proposed legislation impacting our products; and

- manage the impact of the rapidly changing retail environment, including with respect to rising competition within the e-commerce business, especially from online retailers such as Amazon.com.

Furthermore, the disruptions caused by the pandemic may ultimately require us to reduce our opportunities in certain markets, which could negatively impact our prospects for long-term growth.

While we have experienced fairly stable pricing in recent years, historically there have been significant fluctuations in the price of sheepskin as the demand for this commodity from our consumers and our competitors has changed.

However, in the event of a prolonged increase in sheepskin prices such as what we have experienced in the past, these strategies may not be sufficient to offset the negative impact on our results of

operations.

Further, our industry is characterized by rapidly changing fashion trends and consumer preferences.

Our operational system upgrades have the potential to be disruptive to our existing business operations as our managers and employees attempt to learn new software programs and control systems while continuing to manage and operate our business.

This discussion includes an analysis of our financial condition and results of operations for the years ended March 31, [removed: 2021] [added: 2022,] and [removed: 2020] [added: 2021] and year-over-year comparisons between those periods.

For year-over-year comparisons between the years ended March 31, [removed: 2020] [added: 2021,] and [removed: 2019,] [added: 2020,] refer to Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations,” of our Annual Report on Form 10-K for the fiscal year ended March 31, [removed: 2020] [added: 2021,] filed with the SEC on [removed: June 1, 2020.*][added: May 28, 2021.*]

We market our products primarily under five proprietary brands: UGG, HOKA, Teva, [removed: Sanuk] [added: Sanuk,] and Koolaburra.

We sell our products through quality domestic and international retailers, international distributors, and directly to our global consumers through our [removed: Direct-to-Consumer (DTC)] [added: DTC] business, which is comprised of our e-commerce websites and retail stores.

All of our products are currently manufactured by independent [removed: third-party] manufacturers.

We expect our business and the industry in which we operate will continue to be impacted by several important trends and uncertainties, [removed: as follows:][added: including the following:]

Brand [added: and Omni-Channel] Strategy

[removed: Similarly, we have implemented a multi-year] [added: - Our] marketplace [removed: reset strategy] [added: strategies] in Europe and Asia [added: (international reset strategies) have continued] to drive UGG brand [removed: demand] [added: awareness] and [removed: build] [added: consumer acquisition through building] a foundation of diversified [added: and counter-seasonal] product acceptance, [added: especially with younger consumers, through localized marketing investments,] which is [removed: driving] [added: fueling] a healthier product mix and reducing the need for promotional activity.

Our six reportable operating segments include the worldwide wholesale operations of the UGG brand, HOKA brand, Teva brand, Sanuk brand, and Other brands, as well as [removed: DTC (collectively, our reportable operating segments).][added: DTC.]

Information reported to the Chief Operating Decision Maker (CODM), who is our [removed: Chief Executive Officer,] [added: CEO,] President, and Principal Executive [removed: Officer,] [added: Officer (PEO),] is organized into these reportable operating segments and is consistent with how the CODM evaluates our performance and allocates resources.

- Diversification of our footwear product offerings, such as Women's spring and summer lines, as well as expanded category offerings for Men's [removed: products.][added: products, and more fashionable product for our Classics line.]

HOKA Brand. The HOKA brand is an authentic premium line of year-round performance footwear [removed: and apparel] that offers enhanced cushioning and inherent stability with minimal [removed: weight.][added: weight, apparel, and accessories.]

[removed: The] [added: Strong marketing has fueled both domestic and international sales growth of the] HOKA [removed: brand is] [added: brand, which has] quickly [removed: becoming] [added: become] a leading brand within run [added: and outdoor] specialty wholesale [removed: accounts, with strong marketing fueling both domestic] [added: accounts] and [removed: international sales growth, driving the brand’s net sales to continue to increase as a percentage of our aggregate net sales.][added: is rapidly growing within selective key accounts.]

- Increased [added: global] brand awareness and [added: new consumer] adoption through enhanced global marketing activations and online [removed: customer] [added: consumer] acquisition, including building a more diverse outdoor [removed: community.][added: community through digital and in-person event sponsorship.]

- Category extensions in authentic performance footwear offerings such as [removed: lifestyle acceleration through the trail] [added: lifestyle, trail,] and hiking categories.

Since [removed: then] [added: then,] the Teva brand has grown into a multi-category modern outdoor lifestyle brand offering a range of performance, casual, and trail lifestyle products, and has emerged as a leader in footwear sustainability observed through recent growth fueled by young and diverse consumers passionate for the outdoors and the planet.

- Increasing brand awareness [added: in key major global markets] due to outdoor lifestyle participation amongst younger consumers.

Other Brands. Other brands consist primarily of the Koolaburra [removed: by UGG] brand.

The Koolaburra brand is a casual footwear fashion line using [removed: sheepskin and other] plush materials and is intended to target the value-oriented consumer in order to complement the UGG brand offering.

Direct-to-Consumer. Our DTC business [removed: for] [added: encompasses] all our brands [added: and] is comprised of our retail stores and e-commerce websites which, in an omni-channel marketplace, are intertwined and interdependent.

We believe many of our consumers interact with both our retail stores and websites before making purchasing [removed: decisions.][added: decisions in store and online.]

*E-Commerce Business.* Our e-commerce business provides us with an opportunity to [added: directly engage with and] communicate a consistent brand message to consumers that is in line with our brands’ promises, drives awareness of key brand initiatives, offers targeted information to specific consumer demographics, and drives consumers to our retail stores.

As of March 31, [removed: 2021,] [added: 2022,] we [removed: operated] [added: operate] our e-commerce business through Company-owned websites and mobile platforms in [removed: 58] [added: 59] different countries, for which the net sales are recorded in our DTC reportable operating segment.

*Retail Business.* Our [added: global Company-owned] retail stores are predominantly UGG brand concept stores and UGG brand outlet [removed: stores.][added: stores, though also include recent openings in our retail store fleet for the HOKA brand.]

As of March 31, [removed: 2021,] [added: 2022,] we [removed: had] [added: have] a total of [removed: 140] [added: 149] global retail stores, which includes [removed: 71] [added: 75] concept stores and [removed: 69] [added: 74] outlet stores.

[removed: Generally,] [added: While] we [added: generally] open retail store locations during our second or third fiscal quarters and consider closures of retail stores during our fourth fiscal [removed: quarter; however,] [added: quarter,] the timing of such openings and closures may vary.

*Flagship Stores.* Included in the total count of global concept stores are [removed: seven UGG brand] [added: eight] flagship stores, which are lead concept stores in certain key markets and prominent locations designed to showcase [removed: the] UGG [added: and HOKA] brand [removed: products.][added: products in mono branded stores.]

Primarily located in major tourist locations, these stores are typically larger [added: than our general concept stores] with broader product offerings and greater [removed: traffic than our general concept stores.][added: traffic.]

We anticipate [removed: operating] [added: continuing to operate] a curated fleet of flagship stores to enhance [removed: the] [added: our] interaction with our consumers and increase brand loyalty.

*Shop-in-Shop Stores.* Included in the total count of global concept stores are [removed: 26] [added: 27] shop-in-shop (SIS) stores, defined as concept stores for which we own the inventory and that are operated by us or non-employees within a department store, which we lease from the store owner by paying a percentage of SIS store sales.

*Partner Retail Stores.* We rely on partner retail stores for the UGG [removed: brand] and HOKA [removed: brand.][added: brands.]

Partner retail stores are branded stores that are wholly owned and operated by [removed: third-parties] [added: third parties] and not included in the total count of global [added: Company-owned] retail stores.

When a partner retail store is opened, or a store is converted into a partner retail store, the related net sales are recorded in each respective [removed: brand] [added: brand’s] wholesale reportable operating [removed: segments,] [added: segment,] as applicable.

Due to the magnitude of the UGG brand relative to our other brands, our aggregate net sales in the quarters ending September 30th and December 31st [removed: still] [added: have historically] significantly [removed: exceed] [added: exceeded] our aggregate net sales in the quarters ending March 31st and June 30th.

[removed: As] [added: However, as] we continue to take steps to diversify and expand our product offerings by creating more year-round styles, and as net sales of the HOKA brand continue to increase as a percentage of our aggregate net sales, we expect the impact from seasonality to continue to decrease over [removed: time.][added: time and we have begun to experience shifts during fiscal year 2022 for higher sales in the quarter ending March 31st.]

However, [added: our seasonality has been impacted by supply chain challenges and] it is unclear whether [removed: seasonal] [added: these] impacts will be minimized or exaggerated in future periods as a result of [removed: the disruptions and uncertainties caused by the pandemic.][added: these disruptions.]

| | | | [removed: 2021] [added: 2022] | | | | | | | | | | | | [removed: 2020] [added: 2021] | | | | | | | | | | | | Change | | | | | | | | |

| Selling, general, and administrative expenses | | | [removed: 869,885] [added: 1,042,844] | | | | | | [removed: 34.2] [added: 33.1] | | | | | | [removed: 765,538] [added: 869,885] | | | | | | [removed: 35.9] [added: 34.2] | | | | | | [removed: (104,347)] [added: (172,959)] | | | | | | [removed: (13.6)] [added: (19.9)] | | |

| Other [removed: expense (income),] [added: expense,] net | | | [removed: 2,691] [added: 69] | | | | | | [removed: 0.1] [added: —] | | | | | | [removed: (2,731)] [added: 2,691] | | | | | | [removed: (0.1)] [added: 0.1] | | | | | | [removed: (5,422)] [added: 2,622] | | | | | | [removed: (198.5)] [added: 97.4] | | |

| Income tax expense | | | [removed: 118,939 | | | | | | 4.7 | | | | | | 64,724 | | | | | | 3.1 | | | | | | (54,215)] [added: $] | [added: 112,689] | | | | | [removed: (83.8)] [added: $] | [added: 118,939] | |

Financial Highlights

Consolidated financial performance highlights of fiscal year 2022 compared to the prior period, are as follows:

- Net sales increased 23.8% to $3,150,339.

◦Channel

▪Wholesale channel net sales increased 31.0% to $1,936,739.

▪DTC channel net sales increased 13.8% to $1,213,600.

◦Geography

▪Domestic net sales increased 23.1% to $2,167,793.

▪International net sales increased 25.3% to $982,546.

- Gross margin decreased 300 basis points to 51.0%.

- Income from operations increased 12.0% to $564,707.

- Diluted earnings per share increased by $2.79 per share to $16.26 per share.

- Similar to other companies in our industry, we continue to experience supply chain challenges across each of the geographies in which we operate.

The most significant macro-level supply chain impacts continue to be extended transit lead times and cost pressures, including from inflation, due primarily to container shortages, port congestion, and trucking and labor scarcity, which have created negative downstream impacts on our results of operations.

To offset the impacts of these ongoing constraints, we have used a substantial amount of air freight.

These costs, together with higher ocean container shipment and trucking costs, have elevated our transportation and logistics costs and negatively impacted our gross margin during fiscal year 2022, and we expect will continue to do so in future periods, particularly as we seek to maintain strategic product launch timelines and customer service levels.

As we manage product availability, we remain focused on mitigating the impacts of ongoing disruptions in both the wholesale and DTC channels into our next

fiscal year, including through the use of air freight (almost exclusively for the HOKA brand) and the early procurement of inventory in the country of sale, which will likely result in higher levels of inventory to allow us to maintain expected service levels into our next fiscal year.

We anticipate these global supply chain pressures will continue, and we remain focused on ensuring our long-term growth strategy remains flexible to adapt to fluid conditions.

- Although our owned DCs and 3PL providers are currently operating and supporting ongoing logistics, certain of these facilities continue to experience operational challenges, which have resulted in delays distributing our products, as well as cost pressures.

Further, the headwinds we have encountered transitioning to our new European 3PL as that provider refines its system and delivery levels have exacerbated supply chain pressures.

While this transition has been difficult in the current logistics environment, we believe this is a critical investment to create long-term capacity that will facilitate future growth.

We continue to invest in infrastructure, including in our global distribution and logistics capabilities, end-to-end planning systems, and e-commerce platforms, as well as in expanding our sourcing capabilities and distribution points, to ensure we scale our operations commensurate with consumer demand.

Inflation

*•*Due to recent heightened inflation in key global markets, including the United States, we experienced impacts from inflation during fiscal year 2022, primarily related to supply chain challenges including higher freight costs, discussed above.

We expect our business will be impacted by continued or increasing inflation in future periods, including impacts to costs for finished goods, freight, and commodities, which will impact our gross margin in our next fiscal year, as well as potential impacts to our operating expenses, foreign currency exchange rates, wages in a competitive job market, interest rates on borrowings, and customer demand.

- We remain focused on accelerating consumer adoption of the HOKA brand globally to execute our long-term growth strategy, including through an optimized digital marketing strategy.

The HOKA brand’s growth has been balanced across its ecosystem of access points, with all geographic regions and distribution channels experiencing significant year-round growth, which has positively impacted our seasonality trends.

In our next fiscal year, we intend to focus our efforts to drive HOKA brand performance on distribution management to drive new consumer acquisition in key markets and launching innovative product offerings to increase category adoption and market share gains with existing consumers.

For example, we’re looking at volume expansion with new and existing global strategic wholesale partners to drive new consumer acquisition.

Further, we recently opened the HOKA brand's first owned and operated retail stores in Asia and launched pop-up stores in North America to build upon our retail strategy and define the optimal consumer experience and concept for the HOKA brand.

We plan to open additional retail stores for the HOKA brand and to continue exploring opportunities to strategically expand our HOKA brand retail store fleet.

- While we experienced a channel mix shift to wholesale in fiscal year 2022 as we refilled customer inventory levels, our aggregated DTC channel mix continues to be above our historical pre-pandemic levels.

Our long-term growth strategy remains focused on building our DTC channel to represent an increasing portion of our total net sales, as we prioritize consumer acquisition and experience strong demand for the HOKA and UGG brands.

- We continue to make selective price increases as appropriate by brand and product, taking into consideration, for example, the competitive landscape of our brands, our segmentation strategy, and higher costs, including for inflationary pressures on materials used in the production of our products, as well as ocean freight costs, which we believe can be mitigated by these price increases.

However, we do not expect price increases to cover the significant use of air freight in our next fiscal year.

- Successful acquisition of a diverse consumer base that resonates globally and with key markets, including for a younger, fashionable consumer, through strategic marketing activations and collaborations.

- Thoughtful expansion of our apparel and accessories businesses.

As a result, the HOKA brand is bolstering its net sales, which continue to increase as a percentage of our aggregate net sales.

- Leading performance product innovation, category extensions, and key franchise management, including higher frequency product drop rates and improving accessibility to all athletes.

COVID-19 Pandemic

- Throughout fiscal year 2021, the COVID-19 pandemic (referred to herein as the pandemic) spread globally, including throughout the geographic regions in which we operate our business, and in which our wholesale customers, retail stores, manufacturers, and suppliers are located.

- The overall impacts of the pandemic on our business, and the businesses of our wholesale customers and partners, continue to be highly uncertain and subject to change, especially in light of the significant recent increases in the number of positive COVID-19 cases in certain geographic regions.

However, we believe that the actions we have taken to respond to the pandemic, combined with our strong brands, diversified product portfolio, and favorable liquidity position, have resulted in strong operational performance throughout the pandemic, and position us to emerge from the pandemic poised for continued long-term growth.

Retail Environment

- As a result of various government orders and restrictions imposed in connection with the pandemic, as well as changes in consumer behavior in response, we closed many of our Company-owned-and-operated stores at various times during fiscal year 2021.

The largest impact on our retail business was from disruption at tourism-dependent locations, including both limited capacity and closure requirements that impacted store traffic.

However, approximately 77% of our global retail stores were open for our entire fourth fiscal quarter, although in most cases with limited capacity.

We expect temporary retail store closures in certain geographies to continue for at least a portion of our first fiscal quarter ending June 30, 2021, and that there is risk of ongoing or additional retail stores closures and operating limitations based on expert agency guidance and local authority mandates.

- We expect the scope of allowable retail activities and retail consumer traffic patterns to vary by geographic region due to the continued impact of the pandemic, including those associated with governmental restrictions and consumer responses.

In an attempt to mitigate the impact of operating our retail stores at limited capacity, we have continued expanding the use of technology at these locations.

However, we could continue to experience decreased demand or capacity threshold constraints at our retail stores.

- We believe that many of our wholesale customers and retail partners have experienced temporary retail store closures similar to those impacting our Company-owned retail stores.

Although many of our customers have reopened their retail stores, we believe that many of these stores continue to operate at limited capacity.

E-Commerce Environment

- We have observed a prolonged and meaningful shift in the way consumers shop for products and make purchasing decisions, evidenced by decreases in consumer retail store activity as consumers accelerated their migration to online shopping.

These trends, which have been exacerbated by the impacts of the pandemic, have been positively impacting the performance of our e-commerce business, while creating headwinds for our traditional retail business, as well as the retail businesses of our wholesale customers and retail partners.

- We operate our e-commerce business through various websites and platforms, which have remained operational and experienced increased consumer traffic throughout the pandemic.

We continue to look for ways to expand consumer access to and improve ease of use of our e-commerce platforms, which has contributed to increased consumer traffic.

- During fiscal year 2021, we observed strong demand for all of our brands within our e-commerce business.

Many of our wholesale customers also experienced strong demand trends for our brands, which have consistently experienced strong sell-through on our wholesale partners’ e-commerce platforms.

However, we do not expect that the growth rate that our e-commerce business experienced during fiscal year 2021 will continue in future periods.

- Within the UGG brand, we have experienced strong sell-through in all channels of certain product lines, such as the slipper category, as consumers seek out luxurious comfort in the current work-from-home environment.

In addition, the UGG brand continues to experience success with counter-seasonal products, such as spring and summer collections for Women's, Men's, and Kids' categories.

The brand is attracting new and younger, more diverse consumers, including through strategic fashion collaborations and design innovation.

However, the brand continues to experience softness internationally within the wholesale channel.

We expect to see continued UGG brand progress during fiscal year ending March 31, 2022 in Europe due to our marketplace reset strategy, as well as in Asia due to our localized marketing activations.

- As the UGG brand continues to amplify its audience with younger, more diverse consumers, it has been critical to continue our development of the brand’s e-commerce channel and expanding its digital marketing presence.

The UGG brand's e-commerce platform has continued to evolve as part of our overall digital transformation and has become a strategic driver of our product development process through the launch of exclusive products.

- Within the HOKA brand, we continue to see strong demand across our product offerings through both wholesale and DTC channels, which we believe is being fueled by an emphasis on running and outdoor exercise and introducing innovative products that resonate globally with younger, more diverse consumers.

Further, the HOKA brand's performance was driven by balanced growth across the brand's ecosystem of access points.

For example, the HOKA brand's optimized digital marketing increased online consumer acquisition and retention rates, which we believe will collectively continue to drive DTC channel revenues as a percentage of total brand revenue.

- We maintain a network of strategic sourcing partners which includes material vendors and third-party manufacturers.

We experienced certain capacity constraints within our sourcing network during fiscal year 2021.

While we have mitigated the effects of these disruptions, it is possible that we will experience additional disruptions to our supply chain, including from shipping delays and container shortages from congestion at port facilities, which has been exacerbated by the pandemic.

Congestion at United States (US) and international ports could affect the capacity at ports to receive deliveries of products or the loading of shipments on to vessels.

In anticipation of this, we are evaluating mitigation strategies.

- Our warehouse and DC in Moreno Valley, California, as well as our global third-party logistics providers (3PLs) and third-party carriers, remain open although they continue to operate at reduced capacity.

We are experiencing certain operational and logistical challenges as a result of limited and modified operations.

This includes challenges associated with shipping higher quantities of product through our e-commerce channel compared to prior periods in parallel with increased nationwide demand placed on delivery companies, which has been exacerbated by the pandemic.

As of March 31, [removed: 2021,] [added: 2022,] there [removed: were] [added: are] no known factors that we would expect to result in a material change in the general nature of our foreign currency exchange rate risk exposure.

A hypothetical 1.0% increase in interest rates for borrowings made under our revolving credit facilities would have resulted in an immaterial aggregate change to interest expense recorded in our consolidated statements of comprehensive income during the year ended March 31, [removed: 2021] [added: 2022,] due to no outstanding balances under our revolving credit facilities.

Refer to Note 6, “Revolving Credit [removed: Facilities and Mortgage Payable,”] [added: Facilities,”] of our consolidated financial statements in Part IV within this Annual Report for further information on our revolving credit facilities.

As of March 31, 2021, a hypothetical 10.0% foreign currency exchange rate fluctuation would have had no impact on the fair value of our financial instruments as there were none outstanding.

We sell our products through quality domestic and international retailers, international distributors, and directly to our global consumers through our [removed: Direct-to-Consumer (DTC)] [added: DTC] business, which is comprised of our e-commerce websites and retail stores.

Refer to Part I, Item 1A, “Risk Factors,” [removed: and Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations,”] within this Annual Report for further information on the associated risks and impacts on our business [removed: and results of operations.][added: for supply chain disruptions.]

Our brands compete across the fashion and casual lifestyle, performance, [removed: running] [added: running,] and outdoor markets.

We intend to continue diversifying the UGG brand to drive year-round product sales, including through expansion of Women’s spring and summer footwear, Men’s products, and apparel, [removed: home goods,] [added: accessories,] and [removed: accessories.][added: home goods.]

The UGG brand is sold globally, including in the [removed: United States (US),] [added: US,] Canada, Europe, Asia-Pacific, and Latin America.

[removed: The] [added: Strong marketing has fueled both domestic and international sales growth for the] HOKA [removed: brand is] [added: brand, which has] quickly [removed: becoming] [added: become] a leading brand within [removed: the] [added: our] run [added: and outdoor] specialty wholesale [removed: accounts, with strong marketing fueling both domestic] [added: accounts] and [removed: international sales growth.][added: is rapidly growing within selective key accounts.]

Other Brands. Other brands consist primarily of the Koolaburra [removed: by UGG] brand.

The Koolaburra brand is a casual footwear fashion line using [removed: sheepskin and other] plush materials and is intended to target the value-oriented consumer [removed: in order] to complement the UGG brand offering.

Our Other brands are primarily sold in [removed: North America.][added: the US and Canada.]

In addition to our wholesale channel, we sell products directly to consumers through our DTC business and fulfill online orders through our [added: DCs and] retail stores.

We currently distribute products sold in the US through our [removed: DC] [added: DCs] in Moreno Valley, California, [added: and Mooresville, Indiana,] as well as through a 3PL in Pennsylvania.

Our [removed: DC features] [added: DCs feature] a warehouse management system that enables us to efficiently pick and pack products for direct shipment to customers.

UGG Wholesale. We sell our UGG brand products primarily through [removed: lifestyle and sport retailers such as Foot Locker and Journeys,] fashion lifestyle retailers such as Urban Outfitters and ASOS, domestic higher-end department stores such as Nordstrom, Dillard’s, and Macy’s, [added: streetwear and sports style partners such] as [added: Footlocker and Journey’s, as] well as online retailers such as Amazon.com, Zappos.com, and Zalando.com.

For example, as the UGG brand continues to amplify its audience with younger consumers, our distribution to these consumers is expanding faster through our lifestyle and [removed: sport retailers, which is reducing our dependence on department stores.][added: sports style partners.]

HOKA Wholesale. We sell select HOKA brand footwear primarily through full-service domestic specialty retailers [removed: and select online retailers, including] [added: such as] Fleet Feet, [added: JackRabbit,] Road Runner Sports, [removed: JackRabbit,] REI, [added: select online retailers such as] Zappos.com, [added: and other strategic partners, such as] DICK’s Sporting Goods, Running Warehouse, and Nordstrom.

Teva Wholesale. We sell our Teva brand footwear primarily through specialty outdoor retailers, sporting goods and department stores, including [removed: DSW,] REI, Famous Footwear, [removed: Nordstrom, Urban Outfitters, DICK’s Sporting Goods,] United Arrows, ABC Mart, Aeon Sports, [added: Urban Outfitters, DICK’s Sporting Goods, DSW,] and [added: Nordstrom, and] online retailers such as Amazon.com and Zappos.com.

Sanuk Wholesale. We sell our Sanuk brand footwear primarily through domestic independent action sports and outdoor specialty footwear retailers, [added: as well as] larger national retail chains, including Journeys, Dillard’s, DSW, REI, and online retailers such as Amazon.com and Zappos.com.

Although we continue to see consumers migrate to online shopping, our [added: DTC online and retail] sales channels interact with each other and largely overlap to provide a fluid purchasing experience, which engenders brand loyalty while increasing product sales and improving our inventory [removed: productivity, Further, our domestic and international consumer loyalty programs allow our consumers to earn points and awards across the DTC business, which has contributed to higher brand demand.][added: productivity.]

Our retail stores enable us to expose consumers to a more curated selection of products, directly impact our consumers’ experience with our brands, and sell our products at retail prices thereby generating larger gross [removed: margins.][added: profit as a percentage of net sales (gross margin).]

Our retail stores are predominantly UGG brand concept stores and UGG brand outlet [removed: stores.][added: stores, though also include recent openings in our retail store fleet for the HOKA brand.]

We also have several UGG brand flagship [removed: stores,] [added: stores and recently opened a HOKA brand flagship store,] which are lead concept stores in key markets designed to showcase the UGG [added: and HOKA] brand products, [removed: and we continue to launch flagship stores in prominent locations.][added: respectively.]

We [removed: anticipate opening] [added: continue to evaluate future locations for] a curated fleet of [removed: flagship] [added: mono branded retail] stores [removed: in future periods] [added: for the UGG and HOKA brands] to continue interacting with our consumers and enhancing brand loyalty.

As of March 31, [removed: 2021,] [added: 2022,] we [removed: operated] [added: operate] our e-commerce business through Company-owned websites and mobile platforms in [removed: 58] [added: 59] different countries, and [removed: had] [added: have] a total of [removed: 140] [added: 149] global retail stores, which includes [removed: 71] [added: 75] concept stores and [removed: 69] [added: 74] outlet stores.

We also enter into [added: fixed] purchasing contracts and other pricing arrangements with certain [removed: sheepskin] [added: sheepskin, leather,] and [removed: leather] [added: UGGpure] suppliers to manage [removed: the supply of sheepskin.][added: price volatility.]

We require our independent manufacturers and designated suppliers, including our partners and licensees, to adopt our Ethical Supply Chain Supplier Code of Conduct, which specifies that they comply with all local laws and regulations governing human rights, working conditions, anti-corruption laws, restricted substances, [removed: conflict minerals, animal welfare,] and environmental [removed: compliance] [added: compliance, including animal welfare and conflicts minerals,] before we are willing to conduct business with them.

We use a proprietary raw material, UGGpure, which is [added: almost entirely] repurposed wool woven into a durable backing, and UGGplush, which is [added: almost entirely] repurposed wool and lyocell woven into a durable backing, in some of our UGG brand products.

As part of an ongoing effort to eliminate waste as part of our corporate sustainability efforts, at this time, all of the wool in UGGpure and UGGplush is sheared from the [removed: skins] [added: sheepskin] we are already using in our products.

Excluding sheepskin, [removed: UGGpure] [added: UGGpure,] and UGGplush, we believe that substantially all raw materials and components used to manufacture our products, including wool, rubber, leather, and nylon webbing, are generally available from multiple sources at competitive prices.

Because our production cycle typically involves long lead times, which requires us to make manufacturing decisions several months in advance of an anticipated purchasing decision by the [removed: consumer,] [added: customer,] it is challenging for us to estimate and manage our inventory and working capital requirements.

Our general practice, and the general practice in our industry, is to offer [removed: wholesale] customers [added: in our wholesale channel] the right to return defective or improperly shipped merchandise, and to accept returns from our [removed: DTC] consumers [added: in the DTC channel] between 30 to 90 days from the point of sale for cash or credit.

We encourage our [removed: wholesale and distributor] customers to place a significant portion of orders as pre-season orders, which are typically placed up to 12 months prior to the anticipated shipment date, as well as in-season fill-in orders that can be shipped immediately.

Refer to Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations,” within this Annual Report under the sections entitled [removed: “Liquidity”] [added: “Trends] and [added: Uncertainties Impacting Our Business and Industry,” “Liquidity,” and] “Contractual Obligations” for further information on [added: the impact of supply chain disruptions on] our [added: results of operations, our] working capital and operating [removed: requirements] [added: requirements,] as well as our purchase obligations for [removed: product.][added: product, respectively.]

Employees. As of March 31, [removed: 2021,] [added: 2022,] we [removed: employed] [added: employ] approximately [removed: 3,400] [added: 4,000] employees in North America, Europe, and Asia.

This includes approximately [removed: 1,300] [added: 1,400] employees in our retail stores worldwide, which includes part-time and seasonal employees.

Our [removed: five] key values, which guide our journey onward [removed: together,] [added: together to improve our business and create a better world around it,] help hold us accountable to deliver on this purpose:

- *Come as you are.* [added: Authentic employees create an authentic company.]

Our values define our Company and serve as the driving force behind how we work together and [added: work] with [removed: our] customers, [removed: our] consumers, [removed: our] partners, [removed: our] suppliers, and [removed: our] communities.

Through our open-door policy and culture, employees are encouraged to approach their managers if they believe violations of standards or policies have [removed: occurred,] [added: occurred] and are also able to make confidential and anonymous reports using [removed: an] [added: a 24/7] online or telephone hotline hosted by an independent third-party provider.

[removed: Encouraging Diversity. We prioritize diversity, equity,] [added: Promoting Diversity, Equity] and [removed: inclusion (DEI)] [added: Inclusion. We promote DEI] and believe that [removed: it] [added: creating a diverse and inclusive workplace] is critical to [removed: creating an organization where] [added: ensuring] all [added: of our] employees can come as they [removed: are.][added: are and can bring their authentic selves to work each day.]

We believe [removed: that] the inclusion of [removed: underrepresented perspectives develops better outcomes and policies, and a] diverse [removed: pool] [added: perspectives, and amplifying voices] of [removed: leaders] [added: underrepresented communities] brings a unique set of experiences, opinions, and thoughts on critical issues that help enhance our [removed: business.][added: business and drive better outcomes.]

The HOKA brand’s product line includes running, trail, hiking, fitness, and lifestyle.

Further, we intend to expand our DCs in the US.

Key accounts of the Koolaburra brand include larger national retail chains, including Kohl’s, DSW, Macy’s, QVC, Shoe Carnival, and Famous Footwear, as well as online retailers such as Amazon.com and Zappos.com.

Further, our domestic and international consumer loyalty programs allow our consumers to earn points and awards across the DTC business, which has contributed to higher brand demand.

Similar to other companies in our industry, we continue to experience supply chain challenges across each of the geographies in which we operate.

The most significant macro-level supply chain impacts continue to be extended transit lead times and cost pressures due primarily to container shortages, port congestion, and trucking and labor scarcity.

As we manage product availability, we are focused on mitigating the impacts of ongoing supply chain disruptions in both the wholesale and DTC channels, including through the early procurement of inventory in the country of sale, which will likely result in higher levels of inventory, to allow us to maintain expected service levels into our next fiscal year ending March 31, 2023 (next fiscal year).

The program’s execution is driven by our leadership team and various cross-functional teams including our ethical sourcing, facilities, DCs, brands, innovation, materials, and supply chain teams.

Stakeholder Engagement.

We highly value stakeholder input and have consistently demonstrated our commitment to maintaining open and interactive dialogue on ESG matters with our stakeholders, including non-governmental organizations, employees, suppliers, industry groups, communities and governments, to ensure their views are actively considered in executing our ESG program.

Our stakeholder outreach program is led by a cross-functional team that includes members of our investor relations, compliance, sustainability, diversity, equity, and inclusion (DEI), and legal teams.

Additionally, we actively engage with our employees to obtain valuable feedback and track progress.

We continued to utilize our third-party, science-based Lifecycle Assessment (LCA) tool to guide our brands toward leveraging preferred materials.

Our goal through calendar year 2022 is for any virgin market wool to be certified by the Responsible Wool Standard, which addresses the welfare of sheep and the land they graze on.

We require our supply chain partners to comply with our Ethical Sourcing and Animal Welfare Policy and have amplified our requirements for leathers sourced from South America by implementing detailed traceability standards to address deforestation.

We expect our partners to adhere to the highest standards of water efficiency and discharge.

Since fiscal year 2021, our Restricted Substances team manages and controls over 1,600 restricted substances and are constantly exploring cleaner chemistries where possible.

We set ambitious Scope 1, 2, and 3 carbon reduction targets with the Science-Based Targets initiative, which provides guidance to companies to set targets in line with the latest climate science.

We have also engaged a third-party expert, Carbon Trust, to oversee our carbon accounting, and have collaborated with them to establish our carbon reduction targets.

During fiscal year 2022, we established a long-term grant with Savory Institute to support regenerative farming practices on sheep farms in Australia, influencing over 200,000 acres and 40 farms.

- *Gender Equality and Quality Education.* We are committed to accelerating our DEI efforts to make a meaningful difference for our employees, our customers, and the communities in which we operate.

In fiscal year 2022, we debuted on the Bloomberg Gender-Equality Index, which helps bring transparency to gender-related practices and policies at publicly-listed companies around the world.

Further, each of our brands has committed to represent Black, Indigenous, and people of color (BIPOC), Lesbian, Gay, Bisexual, Transgender, Queer, Intersex, and Allies (LGBTQIA+), and diverse body types and abilities in their marketing campaigns.

Our brands are each fully committed to sustainability, fully embrace our targets, and continue to launch sustainable collections.

For example, the UGG brand’s Plant Power Collection features carbon-neutral, plant-based materials, and the brand’s Icon Impact Collection leverages environmentally preferred materials, such as lyocell, renewable sugarcane EVA, cotton, hemp, repurposed wool and recycled polyester made from recycled plastic bottles.

The HOKA brand continues to focus on integrating more environmentally preferred materials in its footwear and launched a sustainable apparel collection.

Further, the Teva brand partnered with TerraCycle® to give well-worn Teva sandals new life as downcycled materials.

The Sanuk brand continues to offer the SustainaSole™ Collection featuring styles comprised of 55% total recycled material by weight and undyed uppers.

- *Better together.* The power of independent spirit, united for a common goal.

- *Commit to create.* Curiosity fuels creativity, which in turn fuels innovation.

- *Own it.* We set high targets and hit them and take accountability when we don’t.

- *Do good and do great.* We act with integrity and humility and respect each other and our communities to drive a sustainable business.

As of March 31, 2022, 21% of our director-level and above employees in the US are from BIPOC communities.

This represents an increase of 6% compared to fiscal year 2021 and an overall increase of more than 9% since fiscal year 2020.

Further, during fiscal year 2022, 44% of all new hires reporting into the US corporate office were BIPOC.

We have implemented a comprehensive, global strategy for DEI, including the following:

- Our brands have committed to having at least 60% of individuals in our marketing campaigns who represent the BIPOC and LGBTQIA+ communities and diverse body types and abilities.

- We have created a framework for the creation of Employee Resource Groups (ERGs), which are formed around common interests, background or characteristics including gender, race, ethnicity, and other affinities.

We have nine ERGs with approximately 300 employee members as of March 31, 2022.

- All director-level and above positions are interviewed by a panel that includes individuals from underrepresented communities.

Recent Developments

COVID-19 Global Pandemic. Throughout fiscal year 2021, the COVID-19 pandemic (referred to herein as the pandemic) spread globally, impacting regions in which we operate our business, and in which our wholesale customers, retail stores, manufacturers, and suppliers are located.

As of the date of this Annual Report, there continue to be widespread concerns about the ongoing impacts and disruptions caused by the pandemic, including the potential for additional increases in the number of positive COVID-19 cases in various geographic regions, and governmental orders and restrictions implemented to control further spread of the disease.

We experienced a number of material impacts resulting from the pandemic during the year ended March 31, 2021, and the overall impact of the pandemic on our business continues to be uncertain and subject to change.

However, we have taken certain precautionary measures intended to help minimize risk to our business, employees, customers, consumers, partners, suppliers, and the communities in which we operate, including the following:

- Many of our Company-owned-and-operated stores, and we believe that many of the retail stores of our wholesale customers and retail partners, were closed at various times throughout fiscal year 2021.

- Our global e-commerce business, including our Company-owned websites and the online presence of our wholesale customers, remained substantially operational throughout fiscal year 2021, and we observed strong demand for all of our brands within our e-commerce business.

Our e-commerce business has been positively impacted by consumers migrating to online shopping.

This trend, which has been exacerbated by the impacts of the pandemic, has mitigated the negative pressure we are experiencing within our wholesale and retail store businesses.

- Our warehouse and distribution center (DC), as well as our global third-party logistics providers (3PLs) and third-party carriers, are operating at reduced capacity.

We are experiencing certain operational and logistical challenges as a result of these limited and modified operations, including challenges associated with shipping higher quantities of products through our e-commerce business compared to prior periods.

- We experienced certain capacity constraints within our sourcing network, which includes material vendors and third-party manufacturers during fiscal year 2021, primarily as a result of the pandemic.

While we have mitigated the effects of these disruptions, it is possible we will experience additional disruptions to our supply chain.

We market our products primarily under five proprietary brands, which consist of our four primary brands and our other brands, which consist primarily of the Koolaburra by UGG brand.

We intend to leverage our domestic specialty strategy to expand and invest in international sales growth.

We continue to build product extensions in trail, fitness, and lifestyle.

Further, we intend to expand our distribution facilities, and we are in the early stages of opening a new US DC located in Mooresville, Indiana.

Key accounts of the Koolaburra brand include Kohl’s, DSW, QVC, and Rack Room Shoes.

For example, in November 2020 we opened a flagship store in New York City, which highlights the expansive collection of the brand’s product offerings while showcasing the breadth and depth of UGG as a lifestyle brand.

- *Better together.*

- *Commit to create.*

- *Own it.*

- *Do good and do great.*

Our Board of Directors is now comprised of a total of ten directors, four of whom are female, and six of whom are from underrepresented communities.

We anticipate implementing a comprehensive, global strategy for DEI, and have deployed mandatory anti-racism and implicit bias training, as well as a suite of additional learning and development resources.

During fiscal year 2021, we donated to various non-profit organizations, and continued to provide monetary support and product donations to address the impacts of the pandemic on the communities in which we operate.

Annual incentive compensation is based on Company and individual performance.

In addition, we engage a nationally recognized outside compensation and benefits consulting firm to independently evaluate the effectiveness of our executive compensation and total rewards programs and to provide benchmarking against our peers within the industry.

We operate in modern, efficient, and safe facilities, and have had minimal accident and injury rates Company-wide.

We finalized our raw material Lifecycle Assessment (LCA), which allowed us to seek sustainable alternatives for key product materials, including recycled polyester, repurposed wool, and plant-based materials.

Any virgin market wool must be certified by the Responsible Wool Standard.

We require our supply chain partners to annually certify compliance with our Ethical Sourcing and Animal Welfare Policy.

We have finalized our raw materials LCA to guide our brands toward more preferred material selections and have engaged climate experts to measure our Scope 1, 2, and 3 carbon footprint with the goal of setting robust science-based targets in line with the Paris Agreement.

- *Gender Equality and Quality Education.* In the US we have obtained EDGE (Economic Dividends for Gender Equality) certification, the leading global assessment and business certification for gender equality.

Further, our brands have all made a commitment to represent BIPOC, LGBTQ+, and diverse body types and abilities in their marketing campaigns.

On March 28, 2016, we filed a lawsuit alleging trademark infringement, patent infringement, unfair competition and deceptive trade practices in the US District Court for the Northern District of Illinois Eastern Division (District Court) against Australian Leather.

In response, Australian Leather raised a number of affirmative defenses and counterclaims, including seeking declaratory judgment that the UGG brand trademark is invalid and unenforceable in the US, cancellation of certain of our US UGG brand trademark registrations, false designation of origin and declaratory judgment that certain of our US design patents are invalid and unenforceable.

On September 13, 2018, the District Court granted summary judgment that dismissed most of Australian Leather’s defenses and counterclaims.

The remaining claims and defenses went to trial in May 2019.

On May 10, 2019, a jury returned a ruling in our favor in our lawsuit against Australian Leather.

The District Court entered judgments upholding the UGG trademark on February 6 and June 8, 2020.

On August 12, 2020, Australian Leather filed an appeal to the US Court of Appeals for the Federal Circuit challenging the District Court’s dismissal of its affirmative defenses and counterclaims that the UGG brand trademark is invalid and unenforceable.

The Court of Appeals heard oral arguments from the parties on May 5, 2021 and, on May 7, 2021, affirmed the District Court’s ruling dismissing Australian Leather’s affirmative defenses and counterclaims and upholding the UGG brand trademark.

It is unknown whether Australian Leather will challenge the decision of the Court of Appeals.

While we believe that any potential challenge would have no merit, a judgment invalidating the UGG brand trademark would have a material adverse effect on our business.

For the Fiscal Year Ended March 31, [removed: 2021][added: 2022]

At September 30, [removed: 2020,] [added: 2021,] the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the voting and non-voting stock held by the non-affiliates of the registrant was approximately [removed: $6,159,309,976,] [added: $9,890,267,142,] based on the number of shares held by non-affiliates of the registrant as of that date, and the last reported sale price of the registrant’s common stock on the New York Stock Exchange on that date, which was [removed: $220.01.][added: $360.20.]

As of the close of business on May [removed: 13, 2021,] [added: 5, 2022,] the number of outstanding shares of the registrant’s common stock, par value $0.01 per share, was [removed: 27,813,023.][added: 26,789,861.]

Portions of the registrant’s definitive Proxy Statement on Schedule 14A relating to the registrant’s [removed: 2021] [added: 2022] annual meeting of stockholders, to be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated by reference in Part III within this Annual Report on Form 10-K.

| | | | [Cautionary Note Regarding Forward-Looking [removed: Statements](#ie3667e1f233c4dab8702b6f3cedc17da_10)] [added: Statements](#i0c5f0ed2472e4296913d760c8b3f3ac4_10)] | | | [removed: [2](#ie3667e1f233c4dab8702b6f3cedc17da_10)] [added: [2](#i0c5f0ed2472e4296913d760c8b3f3ac4_10)] | | |

| [Item [removed: 1.](#ie3667e1f233c4dab8702b6f3cedc17da_16)] [added: 1.](#i0c5f0ed2472e4296913d760c8b3f3ac4_16)] | | | [removed: [Business](#ie3667e1f233c4dab8702b6f3cedc17da_16)] [added: [Business](#i0c5f0ed2472e4296913d760c8b3f3ac4_16)] | | | [removed: [3](#ie3667e1f233c4dab8702b6f3cedc17da_16)] [added: [3](#i0c5f0ed2472e4296913d760c8b3f3ac4_16)] | | |

| [Item [removed: 1A.](#ie3667e1f233c4dab8702b6f3cedc17da_19)] [added: 1A.](#i0c5f0ed2472e4296913d760c8b3f3ac4_19)] | | | [Risk [removed: Factors](#ie3667e1f233c4dab8702b6f3cedc17da_19)] [added: Factors](#i0c5f0ed2472e4296913d760c8b3f3ac4_19)] | | | [removed: [13](#ie3667e1f233c4dab8702b6f3cedc17da_19)] [added: [13](#i0c5f0ed2472e4296913d760c8b3f3ac4_19)] | | |

For the Fiscal Year Ended March 31, 2022

| | | | [PART I](#i0c5f0ed2472e4296913d760c8b3f3ac4_13) | | | | | |

| | | | [PART I](#ie3667e1f233c4dab8702b6f3cedc17da_13) | | | | | |

| [Item [removed: 2.](#ie3667e1f233c4dab8702b6f3cedc17da_22)] [added: 2.](#i0c5f0ed2472e4296913d760c8b3f3ac4_22)] | | | [removed: [Properties](#ie3667e1f233c4dab8702b6f3cedc17da_22)] [added: [Properties](#i0c5f0ed2472e4296913d760c8b3f3ac4_22)] | | | [removed: [28](#ie3667e1f233c4dab8702b6f3cedc17da_22)] [added: [28](#i0c5f0ed2472e4296913d760c8b3f3ac4_22)] | | |

| [Item [removed: 3.](#ie3667e1f233c4dab8702b6f3cedc17da_25)] [added: 3.](#i0c5f0ed2472e4296913d760c8b3f3ac4_25)] | | | [Legal [removed: Proceedings](#ie3667e1f233c4dab8702b6f3cedc17da_25)] [added: Proceedings](#i0c5f0ed2472e4296913d760c8b3f3ac4_25)] | | | [removed: [29](#ie3667e1f233c4dab8702b6f3cedc17da_25)] [added: [28](#i0c5f0ed2472e4296913d760c8b3f3ac4_25)] | | |

| [Item [removed: 5.](#ie3667e1f233c4dab8702b6f3cedc17da_31)] [added: 5.](#i0c5f0ed2472e4296913d760c8b3f3ac4_31)] | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ie3667e1f233c4dab8702b6f3cedc17da_31)] [added: Securities](#i0c5f0ed2472e4296913d760c8b3f3ac4_31)] | | | [removed: [30](#ie3667e1f233c4dab8702b6f3cedc17da_31)] [added: [29](#i0c5f0ed2472e4296913d760c8b3f3ac4_31)] | | |

| | | | [PART II](#i0c5f0ed2472e4296913d760c8b3f3ac4_28) | | | | | |

| | | | [PART II](#ie3667e1f233c4dab8702b6f3cedc17da_28) | | | | | |

| [Item [removed: 7.](#ie3667e1f233c4dab8702b6f3cedc17da_37)] [added: 7.](#i0c5f0ed2472e4296913d760c8b3f3ac4_34)] | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ie3667e1f233c4dab8702b6f3cedc17da_37)] [added: Operations](#i0c5f0ed2472e4296913d760c8b3f3ac4_34)] | | | [removed: [32](#ie3667e1f233c4dab8702b6f3cedc17da_37)] [added: [31](#i0c5f0ed2472e4296913d760c8b3f3ac4_34)] | | |

| [Item [removed: 7A.](#ie3667e1f233c4dab8702b6f3cedc17da_64)] [added: 7A.](#i0c5f0ed2472e4296913d760c8b3f3ac4_61)] | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#ie3667e1f233c4dab8702b6f3cedc17da_64)] [added: Risk](#i0c5f0ed2472e4296913d760c8b3f3ac4_61)] | | | [removed: [50](#ie3667e1f233c4dab8702b6f3cedc17da_64)] [added: [48](#i0c5f0ed2472e4296913d760c8b3f3ac4_61)] | | |

| [Item [removed: 8.](#ie3667e1f233c4dab8702b6f3cedc17da_67)] [added: 8.](#i0c5f0ed2472e4296913d760c8b3f3ac4_64)] | | | [Financial Statements and Supplementary [removed: Data](#ie3667e1f233c4dab8702b6f3cedc17da_67)] [added: Data](#i0c5f0ed2472e4296913d760c8b3f3ac4_64)] | | | [removed: [51](#ie3667e1f233c4dab8702b6f3cedc17da_67)] [added: [49](#i0c5f0ed2472e4296913d760c8b3f3ac4_64)] | | |

| [Item [removed: 9A.](#ie3667e1f233c4dab8702b6f3cedc17da_70)] [added: 9A.](#i0c5f0ed2472e4296913d760c8b3f3ac4_67)] | | | [Controls and [removed: Procedures](#ie3667e1f233c4dab8702b6f3cedc17da_70)] [added: Procedures](#i0c5f0ed2472e4296913d760c8b3f3ac4_67)] | | | [removed: [51](#ie3667e1f233c4dab8702b6f3cedc17da_70)] [added: [49](#i0c5f0ed2472e4296913d760c8b3f3ac4_67)] | | |

| | | | [PART III](#ie3667e1f233c4dab8702b6f3cedc17da_73) | | | | | |

| [Item 10.](#ie3667e1f233c4dab8702b6f3cedc17da_76) | | | [Directors, Executive Officers and Corporate Governance](#ie3667e1f233c4dab8702b6f3cedc17da_76) | | | [53](#ie3667e1f233c4dab8702b6f3cedc17da_76) | | |

| [Item 11.](#ie3667e1f233c4dab8702b6f3cedc17da_79) | | | [Executive Compensation](#ie3667e1f233c4dab8702b6f3cedc17da_79) | | | [53](#ie3667e1f233c4dab8702b6f3cedc17da_79) | | |

| [Item 12.](#ie3667e1f233c4dab8702b6f3cedc17da_82) | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#ie3667e1f233c4dab8702b6f3cedc17da_82) | | | [53](#ie3667e1f233c4dab8702b6f3cedc17da_82) | | |

| [Item 13.](#ie3667e1f233c4dab8702b6f3cedc17da_85) | | | [Certain Relationships and Related Transactions, and Director Independence](#ie3667e1f233c4dab8702b6f3cedc17da_85) | | | [53](#ie3667e1f233c4dab8702b6f3cedc17da_85) | | |

| [Item 14.](#ie3667e1f233c4dab8702b6f3cedc17da_88) | | | [Principal Accounting Fees and Services](#ie3667e1f233c4dab8702b6f3cedc17da_88) | | | [53](#ie3667e1f233c4dab8702b6f3cedc17da_88) | | |

| | | | [PART IV](#ie3667e1f233c4dab8702b6f3cedc17da_91) | | | | | |

| [Item 15.](#ie3667e1f233c4dab8702b6f3cedc17da_94) | | | [Exhibits and Financial Statement Schedule](#ie3667e1f233c4dab8702b6f3cedc17da_94) | | | [54](#ie3667e1f233c4dab8702b6f3cedc17da_94) | | |

| | | | [Signatures](#ie3667e1f233c4dab8702b6f3cedc17da_97) | | | [56](#ie3667e1f233c4dab8702b6f3cedc17da_97) | | |

| | | | [Index to Consolidated Financial Statements and Financial Statement Schedule](#ie3667e1f233c4dab8702b6f3cedc17da_100) | | | F-[1](#ie3667e1f233c4dab8702b6f3cedc17da_100) | | |

| | | | [PART III](#i0c5f0ed2472e4296913d760c8b3f3ac4_70) | | | | | |

| [Item 10.](#i0c5f0ed2472e4296913d760c8b3f3ac4_73) | | | [Directors, Executive Officers and Corporate Governance](#i0c5f0ed2472e4296913d760c8b3f3ac4_73) | | | [50](#i0c5f0ed2472e4296913d760c8b3f3ac4_73) | | |

| [Item 11.](#i0c5f0ed2472e4296913d760c8b3f3ac4_76) | | | [Executive Compensation](#i0c5f0ed2472e4296913d760c8b3f3ac4_76) | | | [50](#i0c5f0ed2472e4296913d760c8b3f3ac4_76) | | |

| [Item 12.](#i0c5f0ed2472e4296913d760c8b3f3ac4_79) | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#i0c5f0ed2472e4296913d760c8b3f3ac4_79) | | | [50](#i0c5f0ed2472e4296913d760c8b3f3ac4_79) | | |

| [Item 13.](#i0c5f0ed2472e4296913d760c8b3f3ac4_82) | | | [Certain Relationships and Related Transactions, and Director Independence](#i0c5f0ed2472e4296913d760c8b3f3ac4_82) | | | [50](#i0c5f0ed2472e4296913d760c8b3f3ac4_82) | | |

| [Item 14.](#i0c5f0ed2472e4296913d760c8b3f3ac4_85) | | | [Principal Accounting Fees and Services](#i0c5f0ed2472e4296913d760c8b3f3ac4_85) | | | [50](#i0c5f0ed2472e4296913d760c8b3f3ac4_85) | | |

| | | | [PART IV](#i0c5f0ed2472e4296913d760c8b3f3ac4_88) | | | | | |

| [Item 15.](#i0c5f0ed2472e4296913d760c8b3f3ac4_91) | | | [Exhibits and Financial Statement Schedule](#i0c5f0ed2472e4296913d760c8b3f3ac4_91) | | | [51](#i0c5f0ed2472e4296913d760c8b3f3ac4_91) | | |

| | | | [Signatures](#i0c5f0ed2472e4296913d760c8b3f3ac4_94) | | | [54](#i0c5f0ed2472e4296913d760c8b3f3ac4_94) | | |

| | | | [Index to Consolidated Financial Statements and Financial Statement Schedule](#i0c5f0ed2472e4296913d760c8b3f3ac4_97) | | | F-[1](#i0c5f0ed2472e4296913d760c8b3f3ac4_97) | | |

This Annual Report on Form 10-K for our fiscal year ended March 31, [removed: 2021] [added: 2022] (Annual Report), and the information and documents incorporated by reference within this Annual Report, contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act), which statements are subject to considerable risks and uncertainties.

Specifically, this Annual Report, and the information and documents incorporated by reference within this Annual Report, [removed: contains] [added: contain] forward-looking statements relating to, among other things:

- the impacts of the COVID-19 global pandemic [added: (pandemic)] on our business, financial condition, results of operations and liquidity, and the business, financial condition, results of operations and liquidity of our customers, suppliers, and business partners;

- changes to our business resulting from changes in discretionary spending, consumer confidence, unemployment rates, retail store activity, tourist activity, [removed: or] [added: and] governmental restrictions;

- trends impacting the purchasing behavior of wholesale [removed: customers] [added: partners] and [removed: retail] consumers, including those impacting retail and e-commerce businesses;

- bankruptcies or other financial difficulties impacting our wholesale [removed: customers] or other business partners;

- expansion of and investments in our Direct-to-Consumer [added: (DTC)] capabilities, including our distribution facilities and e-commerce platforms;

- the operational challenges faced by our warehouse and distribution [removed: center,] [added: centers (DCs),] our [added: wholesale partners, our] global third-party logistics [removed: providers,] [added: providers (3PLs),] and third-party carriers, [added: including as a result of global supply chain disruptions] and [added: labor shortages, and] the related impacts on our ability to [added: timely] deliver products;

- repatriation of earnings of non-United States [added: (US)] subsidiaries and any related tax impacts; [added: and]

Moreover, new risks and uncertainties emerge from time to [removed: time] [added: time,] and it is not possible for management to predict all risks and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause our actual future results to be materially different from any results expressed or implied by any forward-looking statements.

*References within this Annual Report to “Deckers,” “we,” “our,” “us,” [added: “management,”] or the “Company” refer to Deckers Outdoor Corporation, together with its consolidated subsidiaries.

UGG® (UGG), [removed: HOKA One One®] [added: HOKA®] (HOKA), Teva® (Teva), Sanuk® (Sanuk), [removed: Koolaburra®] [added: Koolaburra by UGG® brand] (Koolaburra), UGGpure® (UGGpure), and UGGplushTM* *(UGGplush) are some of our trademarks.

*Unless otherwise specifically indicated, all [removed: dollar amounts] [added: figures included] within this Annual Report are expressed in thousands, except for per share or share data.

The defined periods for the fiscal years ended March 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019] [added: 2020] are stated herein as “year ended” or “years ended.” We also refer to these fiscal years as “fiscal year [removed: 2021,”] [added: 2022,”] “fiscal year [removed: 2020,”] [added: 2021,”] and “fiscal year [removed: 2019,”] [added: 2020,”] respectively.*

[Table of Conten](#i0c5f0ed2472e4296913d760c8b3f3ac4_7)[t](#i0c5f0ed2472e4296913d760c8b3f3ac4_7)[s](#i0c5f0ed2472e4296913d760c8b3f3ac4_7)

- the impact of climate change and related regulations on our business and results of operations;

- global uncertainty resulting from Russia’s invasion of Ukraine, including financial and economic sanctions resulting in higher transportation and energy costs, as well as other implications;

- inflationary pressures, including on labor costs and our raw material costs;

- the impact of the adoption of recent accounting pronouncements; and

We [removed: currently] have [removed: one primary] [added: a] warehouse and DC located in Moreno Valley, California, which we began operations during the fourth quarter of fiscal year 2015 and have since continued optimizing and expanding our operations at this location.

As of March 31, [removed: 2021,] [added: 2022,] we [removed: had 49] [added: have 50] retail stores in the US ranging from approximately 1,000 to 13,000 square feet.

Internationally, we [removed: had 91] [added: have 99] retail stores in Austria, Belgium, Canada, China, France, Germany, Japan, the Netherlands, Switzerland, and the UK.

The following table provides details regarding our significant physical properties that are operational as of March 31, [removed: 2021:][added: 2022:]

Further, since October 2021 we opened and began operations for a second US DC located in Mooresville, Indiana.

In April 2022, we signed a lease for additional space at our US DC in Mooresville, Indiana for up to 1,015,192 square feet over the duration of the lease term.

We expect the expanded space to be operational in the third quarter of our fiscal year ending March 31, 2024.

| Mooresville, Indiana | | | | | | Warehouse and Distribution Center | | | | | | Lease | | | | | | 507,600 | | | | | |

Further, we are in the early stages of opening a new US DC located in Mooresville, Indiana.

| | | | | | | | | | | | | | | | | | | | | | | | |

As of May [removed: 13, 2021,] [added: 5, 2022,] we had [removed: 39] [added: 38] stockholders of record based on the records of our transfer agent, which does not include beneficial owners of our common stock whose shares are held in the names of various securities brokers, dealers and registered clearing agencies.

We did not sell any equity securities during the year ended March 31, [removed: 2021] [added: 2022,] that were not registered under the Securities Act.

Below is a graph comparing the percentage change in the cumulative total return on our common stock against the cumulative total return of the S&P 500 Apparel, Accessories & Luxury Goods Index and the NYSE Composite Index for the five fiscal-year periods commencing April 1, [removed: 2016] [added: 2017,] and ended March 31, [removed: 2021.][added: 2022.]

The data represented in the graph below assumes one hundred dollars invested in our common stock, the S&P 500 Apparel, Accessories & Luxury Goods Index and the NYSE Composite Index on April 1, [removed: 2016.][added: 2017.]

[removed: ][added: ]

| | | | [removed: 2016] [added: 2017] | | | | | | [removed: 2017] [added: 2018] | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | |

| S&P 500 Apparel, Accessories & Luxury Goods Index | | | 100.0 | | | | | | [removed: 79.5] [added: 128.3] | | | | | | [removed: 101.9] [added: 124.2] | | | | | | [removed: 98.7] [added: 61.8] | | | | | | [removed: 49.1] [added: 126.1] | | | | | | [removed: 100.2] [added: 99.7] | | |

In January 2019, our Board of Directors approved [removed: an additional authorization to its] [added: a] stock repurchase program [added: that authorized us] to repurchase $261,000 of our common stock in the open market or in privately negotiated transactions, subject to market conditions, applicable legal requirements, and other [removed: factors (our stock repurchase program).][added: factors.]

Below is a summary of stock [removed: repurchase] [added: repurchasing] activity under our stock repurchase [removed: program] [added: programs] during the fourth fiscal quarter ended March 31, [removed: 2021:][added: 2022:]

| | | | | | | Total number of shares repurchased* | | | | | | Average price paid per share | | | | | | Dollar value of shares repurchased | | | | | | Dollar value of shares remaining for [removed: repurchase] [added: repurchase] | | |

Our Board of Directors approved an additional authorization of $750,000 during April 2021 to repurchase our common stock under the same conditions as the prior stock repurchase [removed: program.][added: program (collectively, the stock repurchase programs).]

Subsequent to March 31, [removed: 2021] [added: 2022,] through May [removed: 13, 2021,] [added: 5, 2022,] we repurchased [removed: 70,881] [added: 176,046] shares for [removed: $23,466] [added: $47,997] at an average price of [removed: $331.06] [added: $272.64] per [removed: share,] [added: share] and had [removed: $787,194] [added: $406,010] remaining authorized under the stock repurchase program.

Our stock repurchase [removed: program does] [added: programs do] not obligate us to acquire any amount of common stock and may be suspended at any time at our discretion.

| Deckers Outdoor Corporation | | | $ | 100.0 | | | | | $ | 150.7 | | | | | $ | 246.1 | | | | | $ | 224.3 | | | | | $ | 553.2 | | | | | $ | 458.3 | |

| The NYSE Composite Index | | | 100.0 | | | | | | 111.2 | | | | | | 116.6 | | | | | | 97.2 | | | | | | 150.7 | | | | | | 164.4 | | |

Our current revolving credit agreements allow us to make stock repurchases under these programs, so long as we do not exceed certain leverage ratios and no event of default has occurred under these agreements.

As of March 31, 2022, no defaults have occurred under our credit agreements.

| January 1 - January 31, 2022 | | | | | | 2,643 | | | | | | $ | 368.25 | | | | | $ | 973 | | | | | $ | 543,003 | |

| February 1 - February 28, 2022 | | | | | | 194,912 | | | | | | 302.69 | | | | | | 58,998 | | | | | | 484,005 | | |

| March 1 - March 31, 2022 | | | | | | 110,023 | | | | | | 272.65 | | | | | | 29,998 | | | | | | 454,007 | | |

May not calculate on rounded dollars.

| Deckers Outdoor Corporation | | | $ | 100.0 | | | | | $ | 99.7 | | | | | $ | 150.3 | | | | | $ | 245.4 | | | | | $ | 223.7 | | | | | $ | 551.5 | |

| The NYSE Composite Index | | | 100.0 | | | | | | 115.6 | | | | | | 128.6 | | | | | | 134.8 | | | | | | 112.4 | | | | | | 174.2 | | |

As of March 31, 2021, the aggregate remaining approved amount under our stock repurchase program was $60,660.

| January 1 - January 31, 2021 | | | | | | — | | | | | | $ | — | | | | | $ | — | | | | | $ | 159,807 | |

| February 1 - February 28, 2021 | | | | | | 192,361 | | | | | | 323.33 | | | | | | 62,196 | | | | | | 97,611 | | |

| March 1 - March 31, 2021 | | | | | | 114,719 | | | | | | 322.10 | | | | | | 36,951 | | | | | | 60,660 | | |

Under the supervision and with the participation of management, we [removed: carried out] [added: conducted] an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, [removed: 2021.][added: 2022.]

Based on that evaluation, our Principal Executive Officer (PEO) and Principal Financial and Accounting Officer (PFAO) concluded that our disclosure controls and procedures [removed: were] [added: are] effective at a reasonable assurance level as of March 31, [removed: 2021.][added: 2022.]

As of March 31, [removed: 2021,] [added: 2022,] our management, including our PEO and PFAO, assessed the effectiveness of our internal control over financial reporting using the criteria set forth in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (commonly referred to as COSO).

There were no changes in our internal control over financial reporting identified in management’s evaluation pursuant to Rule 13a-15(d) of the Exchange Act during the year ended March 31, [removed: 2021] [added: 2022,] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We are continually monitoring and assessing the impacts and disruptions caused by the pandemic to ensure there are no material effects on [added: the design and operating effectiveness of] our internal control over financial [removed: reporting and to minimize such impacts on their design and operating effectiveness.][added: reporting.]

The information required by this item will be disclosed in our definitive proxy statement on Schedule 14A (Proxy Statement) for our [removed: 2021] [added: 2022] annual meeting of stockholders and is incorporated herein by reference.

Our Proxy Statement will be filed with the SEC within 120 days after the end of the year ended March 31, [removed: 2021] [added: 2022,] pursuant to Regulation 14A under the Exchange Act.

| 3.1 | | | | | | [Amended and Restated Certificate of Incorporation of Deckers Outdoor Corporation, as amended through May 27, 2010 (Exhibit 3.1 to the Registrant's Form 10-Q filed on August 9, [removed: 2010 and] [added: 2010](http://www.sec.gov/Archives/edgar/data/910521/000110465910043090/a10-11328_1ex3d1.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000110465910043090/a10-11328_1ex3d1.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000110465910043090/a10-11328_1ex3d1.htm) | | |

| 3.2 | | | | | | [Amended and Restated Bylaws of Deckers Outdoor Corporation, [removed: as updated through] [added: as](http://www.sec.gov/Archives/edgar/data/910521/000091052118000018/ex31amendedandrestatedbyla.htm) [amended](http://www.sec.gov/Archives/edgar/data/910521/000091052118000018/ex31amendedandrestatedbyla.htm) [through] June 5, 2018 (Exhibit 3.1 to the Registrant’s Form 8-K filed on June 5, [removed: 2018 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000018/ex31amendedandrestatedbyla.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000018/ex31amendedandrestatedbyla.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000018/ex31amendedandrestatedbyla.htm) | | |

| [removed: 4.1] [added: †#10.19] | | | | | | [removed: [Description] [added: [Form] of [removed: Deckers] [added: Stock Unit Award Agreement (2019 Performance-Based PSU) under](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm) [Deckers] Outdoor [removed: Corporation’s Capital] [added: Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm) [2015] Stock [added: Incentive Plan] (Exhibit [removed: 4.1] [added: 10.1] to the Registrant’s Form [removed: 10-K] [added: 10-Q] filed on [removed: May 30, 2019 and] [added: August 9, 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000011/deck3312019exhibit41.htm)] [added: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm)] | | |

| [removed: 10.1] [added: †10.1] | | | | | | [removed: [Lease Agreement,] [added: [Standard Industrial Lease](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm) [(](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm)[Net)](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm)[,] dated December 5, 2013, by and between Moreno Knox, LLC and Deckers Outdoor Corporation for distribution center at 17791 Perris Blvd., Moreno Valley, CA 92551 (Exhibit 10.6 to the Registrant’s Form 10-K filed on March 3, [removed: 2014 and] [added: 2014](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000144530514000820/deck-20131231exhibit106.htm) | | |

| [removed: 10.2] [added: †10.2] | | | | | | [First Amendment [removed: to Lease Agreement,] [added: to](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm) [Standard Industrial](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm) [Lease](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm) [(Net)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm)[,] dated June 6, 2017, by and between Moreno Knox, LLC and Deckers Outdoor Corporation for distribution center at 17791 Perris Blvd., Moreno Valley, CA 92551 (Exhibit 10.6 to the Registrant’s Form 10-K filed on May 30, [removed: 2018 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovalleyfirstamendme.htm) | | |

| 10.3 | | | | | | [Second Amendment [removed: to Lease Agreement,] [added: to](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm) [Standard Industrial](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm) [Lease](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm) [(Net)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm)[,] dated July 17, 2017, by and between Moreno Knox, LLC and Deckers Outdoor Corporation for distribution center at 17791 Perris Blvd., Moreno Valley, CA 92551 (Exhibit 10.7 to the Registrant’s Form 10-K filed on May 30, [removed: 2018 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000015/morenovallyesecondamendm.htm) | | |

| [removed: *10.4] [added: †10.4] | | | | | | [removed: [Lease Agreement,] [added: [Standard Industrial Lease (Net),] dated February 10, 2021, by and between [removed: Westpoint Building II, LLC] [added: Seven Oaks Shopping Center L.P.] and [added: Kingstown Parcel O L.P. and] Deckers Outdoor Corporation for distribution center at 2633 Westpoint Blvd., Mooresville, IN [removed: 46158](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit104.htm)] [added: 46158 (Exhibit 10.4 to the Registrant’s Form 10-K filed on May 28, 2021, and incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit104.htm)] | | |

| [removed: 10.5] [added: 10.6] | | | | | | [Credit Agreement, [removed: dated as of September] [added: dated](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh101-deckersxfullyxcompi.htm) [September] 20, 2018, by and among Deckers Outdoor Corporation, Deckers Europe Limited, Deckers UK Ltd., Deckers Benelux B.V., Deckers Outdoor Canada ULC and Deckers Outdoor International Limited, as borrowers, JP Morgan Chase Bank, N.A. as Administrative Agent, Citibank, N.A., Comerica Bank and HSBC Bank USA, National Association, as Co-Syndication Agents, MUFG Bank, Ltd. and U.S. Bank National Association, as Co-Documentation Agents, and the lenders party thereto (Exhibit 10.1 to the Registrant’s Form 8-K filed on September 25, [removed: 2018 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh101-deckersxfullyxcompi.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh101-deckersxfullyxcompi.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh101-deckersxfullyxcompi.htm) | | |

| [removed: #10.6] [added: #10.8] | | | | | | [Form of Indemnification Agreement (Exhibit 10.1 to the Registrant’s Form 8-K filed on June 2, [removed: 2008 and] [added: 2008](https://www.sec.gov/Archives/edgar/data/910521/000110465908037270/a08-15768_1ex10d1.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000110465908037270/a08-15768_1ex10d1.htm) [and] incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000110465908037270/a08-15768_1ex10d1.htm) | | |

| [removed: #10.7] [added: #10.9] | | | | | | [Form of Change in Control and Severance Agreement (Exhibit [removed: 10.](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm)[2](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm) [to] [added: 10.2 to] the Registrant’s Form [removed: 10-](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm)[Q](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm) [filed on](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm) [August] [added: 10-Q filed on August] 6, [removed: 2020](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm)] [added: 2020](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm)] [and incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit102.htm) | | |

| [removed: #10.8] [added: #10.10] | | | | | | [Deckers Outdoor Corporation 2006 Equity Incentive Plan (Appendix A to the Registrant's Definitive Proxy Statement filed on April 21, [removed: 2006 and] [added: 2006](http://www.sec.gov/Archives/edgar/data/910521/000095012906004208/v19151ddef14a.htm#010)[,](http://www.sec.gov/Archives/edgar/data/910521/000095012906004208/v19151ddef14a.htm#010) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000095012906004208/v19151ddef14a.htm#010) | | |

| [removed: #10.9] [added: #10.11] | | | | | | [First Amendment to Deckers Outdoor Corporation 2006 Equity Incentive [removed: Plan (Appendix] [added: Plan](http://www.sec.gov/Archives/edgar/data/910521/000095012407002064/v28718def14a.htm)[, as amended through May 9, 2007](http://www.sec.gov/Archives/edgar/data/910521/000095012407002064/v28718def14a.htm) [(Appendix] A to the Registrant's Definitive Proxy Statement filed on April 9, [removed: 2007 and] [added: 2007](http://www.sec.gov/Archives/edgar/data/910521/000095012407002064/v28718def14a.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000095012407002064/v28718def14a.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000095012407002064/v28718def14a.htm) | | |

| [removed: #10.10] [added: #10.12] | | | | | | [Deckers Outdoor Corporation Second Amended and Restated Deferred Stock Unit Compensation Plan, [removed: effective as of December] [added: effective](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit101.htm) [December] 16, 2015 (Exhibit 10.1 to the Registrant's Form 10-Q filed on November 9, [removed: 2017 and] [added: 2017](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit101.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit101.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit101.htm) | | |

| [removed: #10.11] [added: #10.13] | | | | | | [Deckers Outdoor Corporation Amended and Restated Deferred Compensation Plan, effective July 1, 2016 (Exhibit 10.2 to the Registrant’s Form 10-Q filed on November 9, [removed: 2017 and] [added: 2017](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit102.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit102.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000027/deck930201710-qexhibit102.htm) | | |

| [removed: #10.12] [added: #10.14] | | | | | | [Deckers Outdoor Corporation 2015 Employee Stock Purchase Plan (Appendix A to the Registrant's Definitive Proxy Statement filed on July 29, [removed: 2015 and] [added: 2015](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#sa33040bc020d4b56b9872b54ca5bf927)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#sa33040bc020d4b56b9872b54ca5bf927) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#sa33040bc020d4b56b9872b54ca5bf927) | | |

| [removed: #10.13] [added: #10.15] | | | | | | [Deckers Outdoor Corporation 2015 Stock Incentive Plan (Appendix B to the Registrant's Definitive Proxy Statement filed on July 29, [removed: 2015 and] [added: 2015](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#s83a0de074d6a4bf4a60acbba8fd582f6)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#s83a0de074d6a4bf4a60acbba8fd582f6) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052115000026/deck-def14ax2015.htm#s83a0de074d6a4bf4a60acbba8fd582f6) | | |

| [removed: #10.14] [added: #10.16] | | | | | | [Deckers Outdoor Corporation Management [removed: Incentive](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) [Plan](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) [(Exhibit 10.](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm)[1](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) [to] [added: Incentive Plan (Exhibit 10.1 to] the Registrant’s Form 10-Q filed [removed: on](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) [August 10](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm)[, 2015 and] [added: on August 10, 2015](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) [and] incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052115000032/deck6302015exhibit101.htm) | | |

| [removed: #10.16] [added: #10.20] | | | | | | [Form of Stock Unit Award Agreement [removed: (2018] [added: (2019] Time-Based RSU) [removed: under the 2015] [added: under](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm) [Deckers Outdoor Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm) [2015] Stock Incentive Plan (Exhibit [removed: 10.1] [added: 10.2] to the Registrant’s Form 10-Q filed on August 9, [removed: 2017 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit101.htm)] [added: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm)] | | |

| [removed: #10.17] [added: †#10.18] | | | | | | [Form of [added: Performance] Stock [removed: Unit Award] [added: Option] Agreement [removed: (2018 Performance-Based PSU) under the 2015] [added: under](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm) [Deckers Outdoor Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm) [2015] Stock Incentive Plan (Exhibit [removed: 10.2] [added: 10.3] to the Registrant’s Form 10-Q filed on August 9, [removed: 2017 and] [added: 2017](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit102.htm)] [added: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm)] | | |

| [removed: #10.18] [added: #10.17] | | | | | | [Form of Performance Stock Option Agreement under 2015 Stock Incentive Plan (Exhibit [removed: 10.3] [added: 10.1] to the Registrant’s Form [removed: 10-Q] [added: 8-K] filed on [removed: August 9, 2017 and] [added: November 28, 2016](https://www.sec.gov/Archives/edgar/data/910521/000091052116000077/performancestockoptionagre.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052116000077/performancestockoptionagre.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052117000018/deck630201710-qexhibit103.htm)] [added: herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052116000077/performancestockoptionagre.htm)] | | |

| [removed: #10.19] [added: †#10.23] | | | | | | [Form of Stock Unit Award Agreement [removed: (2019] [added: (2020] Performance-Based PSU) under [removed: the] [added: Deckers Outdoor Corporation] 2015 Stock Incentive Plan (Exhibit [removed: 10.1] [added: 10.2] to the Registrant’s Form 10-Q filed on August [removed: 9, 2018 and] [added: 8, 2019](https://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit102.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit102.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit101.htm)] [added: herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit102.htm)] | | |

| [removed: #10.20] [added: #10.22] | | | | | | [Form of Stock Unit Award Agreement [removed: (2019] [added: (2020] Time-Based RSU) [removed: under the 2015] [added: under](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [Deckers Outdoor Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [2015] Stock Incentive Plan (Exhibit [removed: 10.2] [added: 10.1] to the Registrant’s Form 10-Q filed on August [removed: 9, 2018 and] [added: 8, 2019](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [and] incorporated by [removed: reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000029/deck6302018exhibit102.htm)] [added: referenced herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)] | | |

| [removed: #10.21] [added: †#10.21] | | | | | | [Form of Restricted Stock Unit Award Agreement [removed: under 2015] [added: under](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [Deckers Outdoor Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [2015] Stock Incentive [removed: Plan (FY 2019) LTIP Agreement (Exhibit] [added: Plan](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [FY 2019](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [LTIP](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [Financial Performance Report](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [(Exhibit] 10.2 to the Registrant’s Form 8-K filed on September 25, [removed: 2018 and] [added: 2018](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) [and] incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052118000033/exh102-fy2019ltipfinancial.htm) | | |

| [removed: #10.22] [added: #10.25] | | | | | | [Form [removed: of Stock](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [Unit](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [Award] [added: of](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm) [Stock Unit Award] Agreement [removed: (2020 Time-Based](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [R](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)[SU) under the 2015] [added: (2021 Time-Based RSU) under](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm) [Deckers Out](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm)[door](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm) [Corporation](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm) [2015] Stock Incentive Plan (Exhibit 10.1 to the Registrant’s Form 10-Q filed on August [removed: 8, 2019 and] [added: 6, 2020](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm) [and] incorporated by [removed: referenced herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)] [added: reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm)] | | |

| [removed: #10.23] [added: †#10.24] | | | | | | [Form [removed: of Stock] [added: of](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [Restricted](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [Stock] Unit Award Agreement [removed: (2020](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [Performance](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)[\-Based](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [P](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)[SU) under the 2015] [added: under](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [Deckers Outdoor Corporation](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [2015] Stock Incentive [removed: Plan (Exhibit 10.](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)[1](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm) [to] [added: Plan](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [FY 2020](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [LTIP](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [Financial Performance](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [Award](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [(Exhibit 10.1 to] the Registrant’s Form [removed: 10-Q] [added: 8-K] filed on [removed: August 8, 2019 and] [added: September 25, 2019](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm)[,](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [and] incorporated by reference [removed: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000024/deck6302019exhibit101.htm)] [added: herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm)] | | |

| [removed: #10.24] [added: †#10.26] | | | | | | [Form of Restricted Stock Unit Award Agreement under [removed: the] [added: Decker Outdoor Corporation] 2015 Stock Incentive Plan [removed: (FY](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm) [](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm)[2020)] [added: FY 2021] LTIP [removed: Agreement] [added: Financial Performance Award] (Exhibit [removed: 10.1] [added: 10.26] to the Registrant’s Form [removed: 8-K] [added: 10-K] filed on [removed: September 25, 2019 and incorporated by reference herein)](http://www.sec.gov/Archives/edgar/data/910521/000091052119000029/exhibit101fy20ltiprsua.htm)] [added: May 28, 2021)](https://www.sec.gov/Archives/edgar/data/0000910521/000091052121000017/deck3312021exhibit1026.htm)] | | |

| [removed: #10.25] [added: *#10.27] | | | | | | [Form of [removed: Restricted] Stock Unit Award Agreement [removed: (2021] [added: (2022] Time-Based RSU) under [removed: the] [added: Deckers Outdoor Corporation] 2015 Stock Incentive [removed: Plan (Exhibit 10.1 to the Registrant’s Form 10-Q filed on August 6, 2020 and incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052120000033/deck06302020exhibit101.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit1027.htm)] | | |

| [removed: *#10.26] [added: †*#10.29] | | | | | | [Form of Restricted Stock Unit Award Agreement [removed: (FY 2021)] [added: under Decker Outdoor Corporation 2015 Stock Incentive Plan FY 2021] LTIP [removed: Agreement](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit1026.htm)] [added: Financial Performance Award, 2-year term](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit1029.htm)] | | |

| *21.1 | | | | | | [Subsidiaries of [removed: Registrant](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit211.htm)] [added: Registrant](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit211.htm)] | | |

| *23.1 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit231.htm)] [added: Firm](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit231.htm)] | | |

| *31.1 | | | | | | [Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) under the Exchange Act, adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as [removed: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit311.htm)] [added: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit311.htm)] | | |

| *31.2 | | | | | | [Certification of the Principal Financial and Accounting Officer pursuant to Rule 13a-14(a) under the Exchange Act, adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, as [removed: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit312.htm)] [added: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit312.htm)] | | |

| 32 | | | | | | [Certification pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, as [removed: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052121000017/deck3312021exhibit32.htm)] [added: amended](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit32.htm)] | | |

Date: May [removed: 28, 2021][added: 27, 2022]

| /s/ DAVE POWERS | | | Chief Executive Officer, President and Director (Principal Executive Officer) | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| /s/ STEVEN J. FASCHING | | | Chief Financial Officer (Principal Financial and Accounting Officer) | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| /s/ MICHAEL F. DEVINE, III | | | Chairman of the Board | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| /s/ NELSON C. CHAN | | | Director | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| /s/ CYNTHIA (CINDY) L. DAVIS | | | Director | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| /s/ JUAN R. FIGUEREO | | | Director | | | May [removed: 28, 2021] [added: 27, 2022] | | |

| *4.1 | | | | | | [Description of](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit41.htm) [the](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit41.htm) [Capital Stock of](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit41.htm) [Deckers Outdoor Corporation](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit41.htm) | | |

| †*10.5 | | | | | | [Standard Industrial Lease (Net), dated April 20, 2022, by and between Westpoint Building V, LLC and Deckers Outdoor Corporation for distribution center at 2723 Westpoint Blvd, Mooresville, IN 46158](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit105.htm) | | |

| †10.7 | | | | | | [Amendment No. 1 to Credit Agreement, dated September 17, 2021, by and among Deckers Outdoor Corporation, Deckers Europe Limited, Deckers UK Ltd., Deckers Benelux B.V., Deckers Outdoor Canada ULC and Deckers Outdoor International Limited, as borrowers, JP Morgan Chase Bank, N.A. as Administrative Agent, Citibank, N.A., Comerica Bank and HSBC Bank USA, National Association, as Co-Syndication Agents, MUFG Bank, Ltd. and U.S. Bank National Association, as Co-Documentation Agents, and the lenders party thereto (Exhibit 10.1 to the Registrants Form 10-Q filed on November 4, 2021](https://www.sec.gov/Archives/edgar/data/910521/000091052121000039/deck9302021exhibit101.htm)[,](https://www.sec.gov/Archives/edgar/data/910521/000091052121000039/deck9302021exhibit101.htm) [and incorporated by reference herein)](https://www.sec.gov/Archives/edgar/data/910521/000091052121000039/deck9302021exhibit101.htm) | | |

| Exhibit Number | | | | | | Description of Exhibit | | |

| †*#10.28 | | | | | | [Form of Restricted Stock Unit Award Agreement under Deckers Outdoor Corporation 2015 Stock Incentive Plan FY 2022 LTIP Financial Performance Award](https://www.sec.gov/Archives/edgar/data/910521/000091052122000017/deck3312022exhibit1028.htm) | | |

| Exhibit Number | | | | | | Description of Exhibit | | |

† Certain of the exhibits and schedules to this Exhibit Index have been omitted in accordance with Item 601(a)(5) of Regulation S-K.

A copy of any omitted schedule or exhibit will be furnished to the Securities and Exchange Commission upon request.

| /s/ DAVID A. BURWICK | | | Director | | | May 27, 2022 | | |

| David A. Burwick | | | | | | | | |

historical known information.

May 27, 2022

May 27, 2022

| | | | 2022 | | | | | | 2021 | | |

| Cash and cash equivalents | | | $ | 843,527 | | | | | $ | 1,089,361 | |

| Inventories | | | 506,796 | | | | | | 278,242 | | |

| Exercise of stock options | | | 29 | | | | | | — | | | | | | 1,204 | | | | | | — | | | | | | — | | | | | | 1,204 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Repurchases of common stock ([Note 10](#i0c5f0ed2472e4296913d760c8b3f3ac4_148)) | | | (1,044) | | | | | | (10) | | | | | | — | | | | | | (356,643) | | | | | | — | | | | | | (356,653) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 451,949 | | | | | | — | | | | | | 451,949 | | |

| Balance, March 31, 2022 | | | 26,982 | | | | | | $ | 270 | | | | | $ | 210,825 | | | | | $ | 1,352,685 | | | | | $ | (24,955) | | | | | $ | 1,538,825 | |

| Income tax payable | | | (24,494) | | | | | | 25,817 | | | | | | (8,179) | | |

| Leasehold improvements acquired through tenant allowances | | | 4,061 | | | | | | — | | | | | | — | | |

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

*Recently Adopted.* The following is a summary of each ASU adopted by and its impact on the Company:

Refer to Note 4, “Fair Value Measurements,” for further information on the fair value of money-market funds.

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

| Leasehold improvements | | | 1-11 | | | | | | 108,526 | | | | | | 110,538 | | |

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

| Additions and changes in estimate | | | 4,622 | | |

| Liabilities settled during the period | | | (898) | | |

| Accretion expenses | | | 327 | | |

| Foreign currency translation gains | | | (232) | | |

| Balance, March 31, 2022 | | | $ | 16,802 | |

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

For the Fiscal Years Ended March 31, 2022, 2021, and 2020

*Stock Repurchase Programs.* Repurchased shares of the Company’s common stock are retired.

The par value of repurchased shares is deducted from common stock and the excess repurchase price over par value is allocated to retained earnings in the consolidated balance sheets.

Refer to Note 10, “Stockholders' Equity,” for further information on the Company’s stock repurchase programs.

| /s/ BRIAN A. SPALY | | | Director | | | May 28, 2021 | | |

| Brian A. Spaly | | | | | | | | |

DECKERS OUTDOOR CORPORATION AND SUBSIDIARIES

*Change in Accounting Principle*

As discussed in Note 7 to the consolidated financial statements, the Company changed its method of accounting for leases as of April 1, 2019 due to the adoption of Accounting Standard Update (ASU) 2016-02 and all related amendments.

wholesale sales return liability, including controls related to the development of estimated return rates.

May 28, 2021

| Inventories, net of reserves ($19,632 and $12,227 as of March 31, 2021 and March 31, 2020, respectively) | | | 278,242 | | | | | | 311,620 | | |

| Mortgage payable | | | — | | | | | | 30,263 | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Unrealized loss on cash flow hedges, net of tax | | | — | | | | | | — | | | | | | (243) | | |

| Balance, March 31, 2018 | | | 30,447 | | | | | | $ | 304 | | | | | $ | 167,587 | | | | | $ | 785,871 | | | | | $ | (12,983) | | | | | $ | 940,779 | |

| Cumulative adjustment from adoption of recent accounting pronouncements | | | — | | | | | | — | | | | | | — | | | | | | 468 | | | | | | — | | | | | | 468 | | |

| Repurchases of common stock | | | (1,401) | | | | | | (14) | | | | | | — | | | | | | (161,381) | | | | | | — | | | | | | (161,395) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | 264,308 | | | | | | — | | | | | | 264,308 | | |

| Loss on extinguishment of debt | | | — | | | | | | — | | | | | | 447 | | |

| Excess tax benefit from stock-based compensation | | | (586) | | | | | | (1,953) | | | | | | (546) | | |

| Restructuring charges | | | — | | | | | | — | | | | | | 295 | | |

| Income taxes payable | | | 26,403 | | | | | | (6,226) | | | | | | 4,355 | | |

| Repayments of short-term borrowings | | | (9,478) | | | | | | (69,197) | | | | | | (161,621) | | |

| Debt issuance costs on short-term borrowings | | | — | | | | | | — | | | | | | (1,297) | | |

| Cash and cash equivalents at beginning of period | | | 649,436 | | | | | | 589,692 | | | | | | 429,970 | | |

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(dollar amounts in thousands, except per share or share data)

*Recently Adopted.* Adopted ASUs during the year ended March 31, 2021 and the impact on the Company, were as follows:

| ASU No. 2017-04, *Goodwill and Other: Simplifying the Test for Goodwill Impairment* (as amended by ASU 2019-06) | | | | | | Requires annual and interim goodwill impairment tests be performed by comparing the fair value of a reporting unit with its carrying amount, effectively eliminating step two of the goodwill impairment test under legacy US GAAP. The amount by which the carrying amount exceeds the reporting unit’s fair value will continue to be recognized as an impairment charge. | | | | | | The Company adopted this ASU beginning April 1, 2020 on a prospective basis, which did not have a material impact on its consolidated financial statements. | | |

| ASU No. 2016-13, *Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments* (as amended by ASUs 2018-19, 2019-04, 2019-05, 2019-11, 2020-02, and 2020-03) | | | | | | Replaces the incurred loss impairment methodology in legacy US GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. | | | | | | The Company adopted this ASU beginning April 1, 2020 on a prospective basis, which did not have a material impact on its consolidated financial statements. | | |

Cash and cash equivalents included $773,092 and $436,241 of money market funds as of March 31, 2021 and 2020, respectively.

The increase in net capitalized costs for CCAs during the year ended March 31, 2021 was primarily due to gross additions of $3,097.

| Leasehold improvements | | | Useful life or remaining lease term, whichever is shorter | | | | | | 110,538 | | | | | | 104,497 | | |

forecasted sales (Designated Derivative Contracts).

For each plan year, the Company’s Board of Directors may, but is not required to, contribute any amount it desires to any participant.

The Company’s contribution guidelines are determined by the Board of Directors annually.

In March 2015, the Board of Directors approved a Company contribution feature for future plan years beginning in calendar year 2016 and gave management the authority to approve actual contributions.

| Actual returns | | | (36,806) | | | | | | 117,089 | | |

Contract assets represent the Company’s right to consideration subject to conditions other than the passage of time, such as additional performance obligations to be satisfied.

| Balance, March 31, 2018 | | | $ | 57,850 | |

| 2022 | | | | | | $ | 2,244 | |

| 2023 | | | | | | 2,228 | | |

| 2026 | | | | | | 1,899 | | |