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As Of Filer Filing For·On·As Docs:Size 6/07/22 Caleres Inc. 10-Q 4/30/22 80:9M |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.18M
2: EX-4.A Instrument Defining the Rights of Security Holders HTML 42K
3: EX-4.B Instrument Defining the Rights of Security Holders HTML 36K
4: EX-5.A Opinion of Counsel re: Legality HTML 36K
5: EX-5.B Opinion of Counsel re: Legality HTML 40K
6: EX-31.1 Certification -- §302 - SOA'02 HTML 25K
7: EX-31.2 Certification -- §302 - SOA'02 HTML 25K
8: EX-32.1 Certification -- §906 - SOA'02 HTML 22K
14: R1 Document And Entity Information HTML 73K
15: R2 Condensed Consolidated Balance Sheets HTML 156K
16: R3 Condensed Consolidated Statements of Earnings HTML 94K
17: R4 Condensed Consolidated Statements of Comprehensive HTML 56K
Income
18: R5 Condensed Consolidated Statements of Cash Flows HTML 117K
19: R6 Condensed Consolidated Statements of Shareholders HTML 82K
Equity
20: R7 Condensed Consolidated Statements of Shareholders HTML 25K
Equity (Parentheticals)
21: R8 Basis of Presentation and General HTML 32K
22: R9 Impact of New Accounting Pronouncements HTML 32K
23: R10 Revenues HTML 155K
24: R11 Earnings Per Share HTML 57K
25: R12 Restructuring and Other Special Charges HTML 27K
26: R13 Business Segment Information HTML 84K
27: R14 Inventories HTML 38K
28: R15 Goodwill and Intangible Assets HTML 136K
29: R16 Leases HTML 50K
30: R17 Financing Arrangements HTML 32K
31: R18 Shareholders' Equity HTML 84K
32: R19 Share-Based Compensation HTML 65K
33: R20 Retirement and Other Benefit Plans HTML 59K
34: R21 Fair Value Measurements HTML 145K
35: R22 Income Taxes HTML 26K
36: R23 Commitments and Contingencies HTML 30K
37: R24 Basis of Presentation and General (Policies) HTML 41K
38: R25 Revenues (Tables) HTML 148K
39: R26 Earnings Per Share (Tables) HTML 55K
40: R27 Business Segment Information (Tables) HTML 83K
41: R28 Inventories (Tables) HTML 39K
42: R29 Goodwill and Intangible Assets (Tables) HTML 136K
43: R30 Leases (Tables) HTML 46K
44: R31 Shareholders' Equity (Tables) HTML 80K
45: R32 Share-Based Compensation (Tables) HTML 59K
46: R33 Retirement and Other Benefit Plans (Tables) HTML 55K
47: R34 Fair Value Measurements (Tables) HTML 136K
48: R35 Basis of Presentation and General (Details) HTML 55K
49: R36 Revenues (Details) HTML 27K
50: R37 Revenues - Disaggregation of Revenue (Details) HTML 78K
51: R38 Revenues - Contract Balances (Details) HTML 29K
52: R39 Revenues - Allowance for Expected Credit Losses HTML 28K
(Details)
53: R40 Earnings Per Share (Details) HTML 36K
54: R41 Earnings Per Share - Schedule of Basic and Diluted HTML 70K
Earnings Per Common Share (Details)
55: R42 Restructuring and Other Special Charges (Details) HTML 60K
56: R43 Business Segment Information - Key Financial HTML 49K
Measures (Details)
57: R44 Business Segment Information - Reconciliation of HTML 32K
Operating Earnings Before Income Taxes (Details)
58: R45 Inventories- Schedule of Inventories (Details) HTML 30K
59: R46 Goodwill and Intangible Assets (Details) HTML 40K
60: R47 Goodwill and Intangible Assets- Schedule of HTML 39K
Goodwill and Intangible Assets (Details)
61: R48 Goodwill and Intangible Assets- Finite and HTML 58K
Infinite-Lived Intangible Assets (Details)
62: R49 Leases (Details) HTML 49K
63: R50 Leases- Components of Lease Expense (Details) HTML 31K
64: R51 Leases- Supplemental Cash Flow Information HTML 25K
(Details)
65: R52 Financing Arrangements (Details) HTML 62K
66: R53 Shareholders' Equity (Details) HTML 54K
67: R54 Share-Based Compensation (Details) HTML 69K
68: R55 Share-Based Compensation - Restricted Stock HTML 43K
Activity (Details)
69: R56 Retirement and Other Benefit Plans - Components of HTML 45K
Net Periodic Benefit Income (Details)
70: R57 Fair Value Measurements (Details) HTML 32K
71: R58 Fair Value Measurements- Assets and Liabilities HTML 53K
Measured on a Recurring Basis (Details)
72: R59 Fair Value Measurements - Impairment Charges HTML 28K
(Details)
73: R60 Fair Value Measurements- Fair Value of Financial HTML 32K
Instruments (Details)
74: R61 Income Taxes (Details) HTML 26K
75: R62 Commitments and Contingencies (Details) HTML 52K
78: XML IDEA XML File -- Filing Summary XML 137K
76: XML XBRL Instance -- cal-20220430x10q_htm XML 2.48M
77: EXCEL IDEA Workbook of Financial Reports XLSX 90K
10: EX-101.CAL XBRL Calculations -- cal-20220430_cal XML 165K
11: EX-101.DEF XBRL Definitions -- cal-20220430_def XML 522K
12: EX-101.LAB XBRL Labels -- cal-20220430_lab XML 1.13M
13: EX-101.PRE XBRL Presentations -- cal-20220430_pre XML 806K
9: EX-101.SCH XBRL Schema -- cal-20220430 XSD 164K
79: JSON XBRL Instance as JSON Data -- MetaLinks 395± 550K
80: ZIP XBRL Zipped Folder -- 0000014707-22-000038-xbrl Zip 259K
Exhibit 10.5b
RESTRICTED STOCK AWARD AGREEMENT - Director
CALERES, INC.
INCENTIVE AND STOCK COMPENSATION PLAN OF 2022
Caleres, Inc., a New York corporation (the “Company”), grants to the participant identified below an award of Restricted Stock (referred to herein as “Restricted Stock” or “Restricted Shares”), which shall be shares of the Company’s Common Stock, $.01 par value (“Common Stock”), pursuant to the provisions of the Incentive and Stock Compensation Plan of 2022 (the “Plan”), and subject to the key terms set forth below and the attached General Terms and Conditions (as of May 26, 2022), including restrictions applicable to the Restricted Shares, all of which constitute part of this Agreement (the “Restricted Stock Award”), as follows:
Participant:__________
Award Grant Date:________
Number of Restricted Shares:
_____Shares of Caleres, Inc. Common Stock, subject to certain restrictions
Vesting Date:
100% of the Restricted Shares shall vest at 8:00 am CST on the date of the Company's next Annual Meeting of Shareholders.
IN WITNESS WHEREOF, the Company has caused this Agreement to be executed on its behalf and the Director has signed this Agreement to evidence the Director’s acceptance of the terms hereof, all as of the effective date written below.
CALERES, INC.
By:
__________
Sr. Director, Total Rewards
Date: ______
Accepted:
Director Signature
Date:
Caleres, Inc.
RESTRICTED STOCK AWARD – Director
General Terms and Conditions (as of May 26, 2022)
| 1. | Restrictions. The Restricted Shares are restricted as to disposition and may not be pledged and are subject to forfeiture unless certain conditions are met. The Company’s transfer agent has been advised that the Restricted Shares cannot be sold, transferred, re-registered or disposed of until the restrictions on the shares lapse. Restricted Shares shall vest, and the restrictions shall no longer apply, as to the number or percentage of Restricted Shares and on the dates specified above as the “Vesting Schedule.” A further restriction on the Restricted Shares is that you shall only be entitled to receive Shares free of restrictions if, at the time of the lapse of such restrictions, you are then serving as a member of the Board of Directors of the Company and shall have been continuously serving in that capacity since the date of grant of the Restricted Shares. If you do not meet these conditions at any time, such Restricted Shares shall be forfeited. |
| 2. | Voting Rights and Dividend Rights. You will be entitled to full voting rights and dividend rights for all Restricted Shares, beginning with the date of grant, regardless of restriction periods. Dividends may be paid directly to you or may be credited to your dividend re-investment plan account. Dividend rights and voting rights will be cancelled in the event the Restricted Shares are forfeited. |
| 3. | Book Entry for Restricted Shares. You will not receive a certificate for the Restricted Shares; instead, the Restricted Shares will be credited as a book entry to an account in your name with the Company’s transfer agent. At such time as the restrictions lapse, those Shares that are no longer subject to restrictions shall be transferred to a non-restricted account in your name with the transfer agent or as otherwise directed by you and agreed by the Company. |
| 4. | Death or Disability. In the event of termination of service as a director due to death or Disability, all Restricted Shares shall vest immediately and be free of restrictions. |
| 5. | Change in Control. Subject to Article 13 of the Plan, unless otherwise specifically prohibited under applicable laws, or by the rules and regulations of any governing governmental agencies or national securities exchange, the Restricted Shares still subject to restrictions under this Agreement shall automatically vest and all restrictions shall lapse upon the occurrence of a Change in Control (as defined in the Plan). |
| 7. | Tax Withholding. If the Participant is subject to withholding of taxes, the Board shall have the power and the right to deduct or withhold, or require the Participant to remit to the Company, an amount sufficient to satisfy Federal, state, and local taxes, domestic or foreign, required by law or regulation to be withheld with respect to any taxable event arising as a result of the Award, as provided in the Plan. |
| 8. | Transferability. This Agreement and the Restricted Shares granted hereunder, until such time as the restrictions on the Shares have lapsed, may not be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. |
| 9. | Administration and Interpretation. This Award Agreement and the rights of the Participant hereunder are subject to all terms and conditions of the Plan, as the same may be amended from time to time, as well as to such rules and regulations as the Board may adopt for administration of the Plan. It is expressly understood that the Board is authorized to administer, construe, and make all determinations necessary or appropriate to the administration of the Plan and this Award Agreement, all of which shall be binding upon the Participant. All capitalized terms used in this Award Agreement shall have the meanings ascribed to them in the Plan, unless specifically set forth otherwise herein. If there is any inconsistency between the terms of this Award Agreement and the terms of the Plan, the Plan’s terms shall completely supersede and replace the conflicting terms of this Award Agreement. |
| 10. | Miscellaneous |
| a. | The Board may terminate, amend, or modify the Plan; provided, however, that no such termination, amendment, or modification of the Plan may in any way adversely affect the Participant’s rights under this Award Agreement without the Participant’s written consent. |
| b. | This Award Agreement shall be subject to all applicable laws, rules, and regulations, and to such approvals by any governmental agencies or national securities exchanges as may be required. |
| c. | To the extent not preempted by Federal law, this Award Agreement shall be construed in accordance with and governed by the substantive laws of the State of Missouri without regard to conflicts of laws principles, which might otherwise apply. Any litigation arising out of, in connection with, or concerning any aspect of the Plan or this Award Agreement shall be conducted exclusively in the State or Federal courts in Missouri. |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 6/7/22 | |||
| 5/26/22 | 4, 8-K, DEF 14A, S-8 | |||
| For Period end: | 4/30/22 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/02/24 Caleres Inc. 10-K 2/03/24 114:18M 3/28/23 Caleres Inc. 10-K 1/28/23 112:19M 9/06/22 Caleres Inc. 10-Q 7/30/22 76:11M |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/27/22 Caleres Inc. 8-K:5,9 5/26/22 11:315K 4/14/22 Caleres Inc. DEF 14A 5/26/22 1:2.4M Donnelley … Solutions/FA 6/01/20 Caleres Inc. 8-K:5,9 5/28/20 13:309K RDG Filings/FA |