Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 1.63M
2: EX-10.2G Material Contract -- exhibit102g HTML 54K
3: EX-10.3B(5) Material Contract -- exhibit103b5 HTML 61K
4: EX-21 Subsidiaries List HTML 49K
5: EX-23 Consent of Experts or Counsel HTML 44K
6: EX-31.1 Certification -- §302 - SOA'02 HTML 48K
7: EX-31.2 Certification -- §302 - SOA'02 HTML 48K
8: EX-32.1 Certification -- §906 - SOA'02 HTML 43K
15: R1 Document and Entity Information HTML 67K
16: R2 Consolidated Balance Sheets HTML 139K
17: R3 Consolidated Balance Sheets Consolidated Balance HTML 60K
Sheet (Parenthetical)
18: R4 Consolidated Statements of Earnings HTML 99K
19: R5 Consolidated Statement of Comprehensive Income HTML 73K
20: R6 Consolidated Statements of Cash Flows HTML 167K
21: R7 Consolidated Statement of Shareholders' Equity HTML 104K
Consolidated Statement of Shareholders' Equity
22: R8 Consolidated Statement of Shareholders' Equity HTML 47K
(Parenthetical)
23: R9 Summary of Significant Accounting Policies HTML 125K
24: R10 Acquisition Acquisition HTML 78K
25: R11 Earnings Per Share HTML 82K
26: R12 Restructuring and Other Initiatives HTML 53K
27: R13 Retirement and Other Benefit Plans HTML 392K
28: R14 Income Taxes HTML 174K
29: R15 Business Segment Information HTML 154K
30: R16 Property and Equipment HTML 67K
31: R17 Goodwill and Intangible Assets HTML 101K
32: R18 Long-Term and Short-Term Financing Arrangements HTML 70K
33: R19 Leases HTML 70K
34: R20 Risk Management and Derivatives HTML 106K
35: R21 Fair Value Measurements HTML 162K
36: R22 Shareholders' Equity HTML 123K
37: R23 Share-Based Compensation HTML 266K
38: R24 Related Party Transactions HTML 46K
39: R25 Commitments and Contingencies HTML 54K
40: R26 Financial Information for the Company and its HTML 813K
Subsidiaries
41: R27 Quarterly Financial Data HTML 117K
42: R28 Valuation and Qualifying Accounts HTML 122K
43: R29 Summary of Significant Accounting Policies HTML 206K
(Policy)
44: R30 Acquisition Acqusition (Tables) HTML 63K
45: R31 Earnings Per Share (Tables) HTML 77K
46: R32 Retirement and Other Benefit Plans (Tables) HTML 376K
47: R33 Income Taxes (Tables) HTML 166K
48: R34 Business Segment Information (Tables) HTML 148K
49: R35 Property and Equipment (Tables) HTML 63K
50: R36 Goodwill and Intangible Assets (Tables) HTML 130K
51: R37 Long-Term and Short-Term Financing Arrangements HTML 45K
(Tables)
52: R38 Leases (Tables) HTML 67K
53: R39 Risk Management and Derivatives (Tables) HTML 94K
54: R40 Fair Value Measurements (Tables) HTML 142K
55: R41 Shareholders' Equity (Tables) HTML 111K
56: R42 Share-Based Compensation (Tables) HTML 255K
57: R43 Financial Information for the Company and its HTML 817K
Subsidiaries (Tables)
58: R44 Quarterly Financial Data (Tables) HTML 117K
59: R45 Summary of Significant Accounting Policies HTML 135K
(Narrative) (Details)
60: R46 Acquisition Acquisiton (Narrative) (Details) HTML 85K
61: R47 Acquisition Acqusition (Schedule of Allocation of HTML 84K
Purchase Price) (Details)
62: R48 Earnings Per Share (Narrative) (Details) HTML 51K
63: R49 Earnings Per Share Earnings Per Share (Schedule of HTML 76K
Earnings Per Share, Basic and Diluted) (Details)
64: R50 Restructuring and Other Initiatives (Narrative) HTML 99K
(Details)
65: R51 Retirement and Other Benefit Plans Retirement and HTML 142K
Other Benefit Plans (Narrative) (Details)
66: R52 Retirement and Other Benefit Plans Retirement and HTML 78K
Other Benefit Plans (Schedule of Changes in
Benefit Obligation) (Details)
67: R53 Retirement and Other Benefit Plans Retirement and HTML 48K
Other Benefit Plans (Schedule of Assumptions Used
to Determine Benefit Obligation) (Details)
68: R54 Retirement and Other Benefit Plans Retirement and HTML 93K
Other Benefit Plans (Schedule of Fair Value
Allocation of Plan Assets) (Details)
69: R55 Retirement and Other Benefit Plans Retirement and HTML 68K
Other Benefit Plans (Schedule of Changes in Fair
Value of Plan Assets) (Details)
70: R56 Retirement and Other Benefit Plans Retirement and HTML 58K
Other Benefit Plans (Schedule of Amounts
Recognized in Consolidated Balance Sheet)
(Details)
71: R57 Retirement and Other Benefit Plans Retirement and HTML 57K
Other Benefit Plans (Schedule of Projected and
Accumulated Benefit Obligation in Excess of Fair
Value) (Details)
72: R58 Retirement and Other Benefit Plans Retirement and HTML 53K
Other Benefit Plans (Schedule of Components of
Accumulated Other Comprehensive Income, Net of
Tax) (Details)
73: R59 Retirement and Other Benefit Plans Retirement and HTML 50K
Other Benefit Plans (Schedule of Expected
Amortization of Components of AOCI) (Details)
74: R60 Retirement and Other Benefit Plans Retirement and HTML 70K
Other Benefit Plans (Schedule of Net Periodic
Benefit (Income) Cost) (Details)
75: R61 Retirement and Other Benefit Plans Retirement and HTML 52K
Other Benefit Plans (Schedule of Assumptions to
Determine Net Periodic Benefit (Income) Cost)
(Details)
76: R62 Retirement and Other Benefit Plans Retirement and HTML 70K
Other Benefit Plans (Schdeule of Information on
Expected Cash Flows) (Details)
77: R63 Income Taxes (Narrative) (Details) HTML 89K
78: R64 Income Taxes (Schedule of the Components of Income HTML 64K
Tax Provision on Earnings) (Details)
79: R65 Income Taxes (Schedule of the Differences Between HTML 76K
the Tax Provision Reflected in the Consolidated
Financial Statements and the Amounts Calculated at
the Federal Statutory Income Tax Rate of 35%)
(Details)
80: R66 Income Taxes (Schedule of Significant Components HTML 104K
of Deferred Income Tax Assets and Liabilities)
(Details)
81: R67 Income Taxes (Summary of a Reconciliation of the HTML 49K
Beginning and Ending Amount of Unrecognized Tax
Benefits) (Details)
82: R68 Business Segment Information Business Segment HTML 49K
Information (Narrative) (Details)
83: R69 Business Segment Information (Schedule of Business HTML 79K
Segment Information) (Details)
84: R70 Business Segment Information (Schedule of HTML 54K
Reconciliation of Operating Earnings Before Income
Taxes) (Details)
85: R71 Business Segment Information (Schedule of Net HTML 61K
Sales and Long-Lived Assets by Geographic Area)
(Details)
86: R72 Property and Equipment (Narrative) (Details) HTML 45K
87: R73 Property and Equipment (Schedule of Property and HTML 61K
Equipment) (Details)
88: R74 Property and Equipment (Schedule of Useful Lives HTML 58K
of Property and Equipment) (Details)
89: R75 Goodwill and Intangible Assets (Narrative) HTML 73K
(Details)
90: R76 Goodwill and Intangible Assets (Schedule of HTML 57K
Goodwill and Intangible Assets) (Details)
91: R77 Goodwill and Intangible Assets Goodwill and HTML 64K
Intangible Assets (Schedule of Finite and
Indefinite-Lived Intangible Assets) (Details)
92: R78 Long-Term and Short-Term Financing Arrangements HTML 107K
(Narrative) (Details)
93: R79 Long-Term and Short-Term Financing Arrangements HTML 51K
(Schedule of Redemption Price Percentages)
(Details)
94: R80 Leases (Narrative) (Details) HTML 57K
95: R81 Leases (Schedule of Summary of Rent Expense for HTML 52K
Operating Leases) (Details)
96: R82 Leases (Schedule of Future Minimum Payments under HTML 58K
Noncancelable Operating Leases with an Initial
Term of One Year or More) (Details)
97: R83 Risk Management and Derivatives (Narrative) HTML 45K
(Details)
98: R84 Risk Management and Derivatives Risk Management HTML 56K
and Derivatives (Schedule of all Purchase and Sale
Contracts of a Foreign Currency) (Details)
99: R85 Risk Management and Derivatives (Schedule of Fair HTML 50K
Values of Derivative Instruments Designated as
Hedging Instruments Included within the Condensed
Consolidated Balance Sheet) (Details)
100: R86 Risk Management and Derivatives (Schedule of HTML 54K
Effect of Derivative Instruments in Cash Flow
Hedging Relationships on the Condensed
Consolidated Statements of Earnings) (Details)
101: R87 Fair Value Measurements (Narrative) (Details) HTML 69K
102: R88 Fair Value Measurements (Schedule of Assets and HTML 99K
Liabilities Measured at Fair Value on Recurring
Basis) (Details)
103: R89 Fair Value Measurements Fair Value Measurements HTML 51K
(Schedule of Impairment Charges by Segment)
(Details)
104: R90 Fair Value Measurements (Schedule of Fair Value of HTML 54K
Financial Instruments) (Details)
105: R91 Shareholders' Equity (Narrative) (Details) HTML 53K
106: R92 Shareholders' Equity (Schedule of Accumulated HTML 75K
Other Comprehensive Loss) (Details)
107: R93 Share-Based Compensation (Narrative) (Details) HTML 127K
108: R94 Share-Based Compensation (Schedule of Share-based HTML 50K
Compensation by Plan) (Details)
109: R95 Share-Based Compensation (Schedule of Restricted HTML 63K
Stock Activity) (Details)
110: R96 Share-Based Compensation (Schedule of Performance HTML 69K
Share Activity) (Details)
111: R97 Share-Based Compensation (Schedule of Fair Value HTML 51K
Assumptions Used) (Details)
112: R98 Share-Based Compensation (Schedule of Stock HTML 77K
options Outstanding and Exercisable) (Details)
113: R99 Share-Based Compensation (Schedule of Stock Option HTML 66K
Activity) (Details)
114: R100 Share-Based Compensation (Schedule of Nonvested HTML 48K
Stock Option Activity) (Details)
115: R101 Share-Based Compensation (Schedule of Restricted HTML 89K
Stock Unit Activity) (Details)
116: R102 Share-Based Compensation (Schedule of Information HTML 49K
about Restricted Stock Units Granted, Vested and
Settled) (Details)
117: R103 Share-Based Compensation (Schedule of Restricted HTML 50K
Stock Units Compensation Expense) (Details)
118: R104 Related Party Transactions (Narrative) (Details) HTML 50K
119: R105 Commitments and Contingencies (Narrative) HTML 87K
(Details)
120: R106 Financial Information for the Company and its HTML 41K
Subsidiaries (Narrative) (Details)
121: R107 Financial Information for the Company and its HTML 157K
Subsidiaries (Schedule of Condensed Consolidating
Balance Sheet) (Details)
122: R108 Financial Information for the Company and its HTML 133K
Subsidiaries (Schedule of Condensed Consolidating
Statement of Earnings) (Details)
123: R109 Financial Information for the Company and its HTML 104K
Subsidiaries (Schedule of Condensed Consolidating
Statement of Comprehensive Income (Loss))
(Details)
124: R110 Financial Information for the Company and its HTML 129K
Subsidiaries (Schedule of Condensed Consolidating
Statement of Cash Flows) (Details)
125: R111 Quarterly Financial Data (Schedule of Quarterly HTML 74K
Financial Data) (Details)
126: R112 Valuation of Qualifying Accounts (Schedule of HTML 67K
Valuation and Qualifying Accounts) (Details)
128: XML IDEA XML File -- Filing Summary XML 244K
127: EXCEL IDEA Workbook of Financial Reports XLSX 180K
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10: EX-101.SCH XBRL Schema -- cal-20170128 XSD 270K
129: ZIP XBRL Zipped Folder -- 0000014707-17-000010-xbrl Zip 522K
Caleres, Inc., a New York corporation (the “Company”), grants to the participant identified below an award of 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 2011 (the “Plan”), and subject to the key terms set forth below and the attached General Terms and Conditions (dated as of March 3, 2016), 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 Schedule (Lapse of Restrictions): Twenty-five percent (25%) annually starting one year from the Grant Date
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed effective as of the date written below.
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 in the employ of the Company and shall have been continuously so employed since the date of grant of the Restricted Shares. If you do not meet these conditions at any time, such 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,
Disability or Retirement. In the event of termination of employment due to death, permanent Disability, or retirement (including but not limited to any early retirement) if approved by the Compensation Committee, 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 as of the vest and all restrictions shall lapse upon the occurrence of a Change in Control.
6. Adjustment Upon Changes in Capitalization. In
accordance with Section 4.2 of the Plan, in the event that there is a change in the Common Stock of the Company by reason of stock dividends, split-ups, recapitalizations, mergers, consolidations, reorganizations, combinations or exchanges of shares, then the Restricted Shares shall be adjusted in the same manner as other shares of Common Stock are adjusted.
7. Tax Withholding. The Board shall have the power and the right to deduct or withhold, cash or shares, 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.
8. Share Withholding. With respect to withholding upon the lapse of restrictions on the Restricted Shares, or upon any other taxable event arising as a result of this grant of Restricted Shares, the Participant may elect, subject to the approval of the Board, to satisfy the tax withholding requirement, in whole or in part, by having the Company withhold Shares having a Fair Market Value on the date the tax is to be determined equal to the minimum statutory total tax which could be imposed on the transaction. All such elections shall be irrevocable, made
in writing, signed by the Participant, and shall be subject to any restrictions or limitations that the Board, in its sole discretion, deems appropriate. Notwithstanding the foregoing, in the event that the Participant has the opportunity to make an election but does not submit to the Company a properly completed election form at least five (5) business days prior to the date of Lapse of Restrictions; or the Participant does not tender cash consideration as elected or required, then Section 7 of these Terms and Conditions may be applied.
9. Nontransferability. 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.
10. 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. The Board may delegate to the Compensation Committee all determinations with respect to the Plan and this Award Agreement. 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.
11. Miscellaneous
(a)
This Award Agreement shall not confer upon the Participant any right to continuation of employment by the Company, nor shall this Award Agreement interfere in any way with the
Company’s right to terminate his or her employment at any time.
(b)
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.
(c)
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.
(d)
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.
Dates Referenced Herein and Documents Incorporated by Reference
