|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/20/23 Sonos Inc. 10-K 9/30/23 101:13M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 3.27M
3: EX-10.13 Material Contract HTML 139K
2: EX-10.8 Material Contract HTML 80K
4: EX-23.1 Consent of Expert or Counsel HTML 28K
9: EX-97 Clawback Policy re: Recovery of Erroneously HTML 43K
Awarded Compensation
5: EX-31.1 Certification -- §302 - SOA'02 HTML 33K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 33K
7: EX-32.1 Certification -- §906 - SOA'02 HTML 30K
8: EX-32.2 Certification -- §906 - SOA'02 HTML 30K
15: R1 Cover HTML 100K
16: R2 Consolidated Balance Sheets HTML 141K
17: R3 Consolidated Balance Sheets (Parenthetical) HTML 43K
18: R4 Consolidated Statements of Operations and HTML 120K
Comprehensive Income (Loss)
19: R5 Consolidated Statements of Stockholders? Equity HTML 97K
20: R6 Consolidated Statements of Cash Flows HTML 130K
21: R7 Pay vs Performance Disclosure HTML 41K
22: R8 Insider Trading Arrangements HTML 47K
23: R9 Business Overview HTML 33K
24: R10 Summary of Significant Accounting Policies HTML 139K
25: R11 Fair Value Measurements HTML 64K
26: R12 Revenue and Geographic Information HTML 101K
27: R13 Balance Sheet Components HTML 254K
28: R14 Leases HTML 64K
29: R15 Debt HTML 39K
30: R16 Stockholders' Equity HTML 38K
31: R17 Stock-Based Compensation HTML 150K
32: R18 Income Taxes HTML 248K
33: R19 Net Income (Loss) Per Share Attributable to Common HTML 90K
Stockholders
34: R20 Commitments and Contingencies HTML 54K
35: R21 Quarterly Financial Data (Unaudited) HTML 88K
36: R22 Restructuring Plan HTML 71K
37: R23 Subsequent Event HTML 31K
38: R24 Summary of Significant Accounting Policies HTML 179K
(Policies)
39: R25 Summary of Significant Accounting Policies HTML 104K
(Tables)
40: R26 Fair Value Measurements (Tables) HTML 62K
41: R27 Revenue and Geographic Information (Tables) HTML 84K
42: R28 Balance Sheet Components (Tables) HTML 287K
43: R29 Leases (Tables) HTML 56K
44: R30 Stock-Based Compensation (Tables) HTML 141K
45: R31 Income Taxes (Tables) HTML 247K
46: R32 Net Income (Loss) Per Share Attributable to Common HTML 91K
Stockholders (Tables)
47: R33 Quarterly Financial Data (Unaudited) (Tables) HTML 88K
48: R34 Restructuring Plan (Tables) HTML 75K
49: R35 Business Overview (Details) HTML 30K
50: R36 Summary of Significant Accounting Policies - HTML 66K
Textual (Details)
51: R37 Summary of Significant Accounting Policies - HTML 37K
Schedules of Concentration of Credit Risk
(Details)
52: R38 Summary of Significant Accounting Policies - HTML 47K
Schedule of Property and Equipment (Details)
53: R39 Summary of Significant Accounting Policies - HTML 34K
Schedule of Intercompany Foreign Currency Balances
(Details)
54: R40 Fair Value Measurements (Details) HTML 37K
55: R41 Revenue and Geographic Information - HTML 61K
Disaggregation of Revenue (Details)
56: R42 Revenue and Geographic Information - HTML 37K
Disaggregation of Property and Equipment (Details)
57: R43 Balance sheet Components - Additional Information HTML 45K
(Detail)
58: R44 Balance Sheet Components - Summary of Changes in HTML 36K
Allowance for Credit Losses (Details)
59: R45 Balance Sheet Components - Summary of Changes In HTML 34K
Allowance for Sales Incentives (Details)
60: R46 Balance Sheet Components - Schedule of HTML 36K
Inventories, Net (Details)
61: R47 Balance Sheet Components - Schedule of Property HTML 48K
and Equipment (Details)
62: R48 Balance Sheet Components - Schedule of Goodwill HTML 34K
(Details)
63: R49 Balance Sheet Components - Finite-lived intangible HTML 75K
assets, future amortization expense (Details)
64: R50 Balance Sheet Components - Schedule of Accrued HTML 42K
Expenses (Details)
65: R51 Balance Sheet Components - Summary of Changes in HTML 38K
Deferred Revenue (Details)
66: R52 Balance Sheet Components - Schedule of Expected HTML 46K
Recognition of Deferred Revenue (Details)
67: R53 Balance Sheet Components - Schedule of Expected HTML 31K
Recognition of Deferred Revenue 1 (Details)
68: R54 Balance Sheet Components - Schedule of Other HTML 42K
Current Liabilities (Details)
69: R55 Balance Sheet Components - Schedule of Warranty HTML 35K
Liability (Details)
70: R56 Leases - Additional Information (Details) HTML 53K
71: R57 Leases - Components of Lease Expense (Details) HTML 37K
72: R58 Leases - Maturity of Lease Liabilities (Details) HTML 47K
73: R59 Debt - Additional Information (Details) HTML 56K
74: R60 Stockholders' Equity (Details) HTML 39K
75: R61 Stock-Based Compensation - Additional Information HTML 70K
(Details)
76: R62 Stock-Based Compensation - Stock Option Activity HTML 73K
(Details)
77: R63 Stock-Based Compensation - Restricted Stock Unit HTML 64K
Activity (Details)
78: R64 Stock-Based Compensation - Performance Stock Units HTML 57K
Activity (Details)
79: R65 Stock-Based Compensation - Schedule of Stock-Based HTML 40K
Compensation Expense (Details)
80: R66 Income Taxes - Schedule of Income Before Provision HTML 38K
For (Benefit From) Income Taxes (Details)
81: R67 Income Taxes - Schedule of Provision For (Benefit HTML 57K
From) Income Taxes (Details)
82: R68 Income Taxes - Schedule of Deferred Tax Assets and HTML 78K
Liabilities (Details)
83: R69 Income Taxes - Textual (Details) HTML 45K
84: R70 Income Taxes - Summary of Changes in Valuation HTML 34K
Allowance (Details)
85: R71 Income Taxes - Schedule of Effective Income Tax HTML 61K
Rate Reconciliation (Details)
86: R72 Income Taxes - Schedule of Changes in Unrecognized HTML 36K
Tax Benefits (Details)
87: R73 Net Income (Loss) Per Share Attributable to Common HTML 77K
Stockholders - Computation of Basic and Diluted
Earnings per Share (Details)
88: R74 Net Income (Loss) Per Share Attributable to Common HTML 39K
Stockholders - Antidilutive Securities (Details)
89: R75 Commitments and Contingencies - Textual (Details) HTML 54K
90: R76 Quarterly Financial Data (Unaudited) (Details) HTML 68K
91: R77 Restructuring Plan - Additional Information HTML 37K
(Details)
92: R78 Restructuring Plan - Summary of Restructuring and HTML 36K
Abandonment Costs by Major Cost-type Incurred
(Details)
93: R79 Restructuring Plan - Summary of Restructuring and HTML 30K
Abandonment Costs by Major Cost-type Incurred
(Parenthetical) (Details)
94: R80 Restructuring Plan - Summary of Restructuring And HTML 39K
Abandonment Costs Recorded In Consolidated
Statements of Operations and Comprehensive Income
(Loss) (Details)
95: R81 Restructuring Plan - Summary of Restructuring HTML 44K
Activities Recorded in Accrued Expenses and
Accrued Compensation (Details)
96: R82 Subsequent Event - Additional Information HTML 33K
(Details)
99: XML IDEA XML File -- Filing Summary XML 183K
97: XML XBRL Instance -- sono-20230930_htm XML 3.04M
98: EXCEL IDEA Workbook of Financial Report Info XLSX 184K
12: EX-101.CAL XBRL Calculations -- sono-20230930_cal XML 259K
10: EX-101.DEF XBRL Definitions -- sono-20230930_def XML 660K
14: EX-101.LAB XBRL Labels -- sono-20230930_lab XML 1.70M
11: EX-101.PRE XBRL Presentations -- sono-20230930_pre XML 1.25M
13: EX-101.SCH XBRL Schema -- sono-20230930 XSD 197K
100: JSON XBRL Instance as JSON Data -- MetaLinks 644± 993K
101: ZIP XBRL Zipped Folder -- 0000950170-23-065135-xbrl Zip 640K
| EX-97 |
Exhibit 97
SONOS, INC.
POLICY FOR RECOUPMENT OF INCENTIVE COMPENSATION
In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the regulations thereunder, the Board of Directors (the “Board”) of Sonos, Inc. (the “Company”) has adopted a policy (the “Policy”) providing for the Company’s recoupment of certain incentive-based compensation received by Covered Executives (as defined below) in the event that the Company is required to prepare an accounting restatement due to its material noncompliance with any financial reporting requirement under the securities laws. This Policy is designed to comply with, and shall be construed and interpreted to be consistent with, Section 10D of the Exchange Act, Rule 10D-1 promulgated under the Exchange Act and Listing Rule 5608 of the corporate governance rules of The Nasdaq Stock Market.
Administration and enforcement of this Policy is delegated to the Compensation, People and Diversity & Inclusion Committee of the Board (as constituted from time to time, and including any successor committee, the “Committee”). The Committee shall make all determinations under this Policy in its sole discretion. Determinations of the Committee under this Policy need not be uniform with respect to any or all Covered Executives and will be final and binding.
This Policy shall be effective as of October 2, 2023 (the “Effective Date”) and shall apply only to Covered Compensation (as defined below) that is received by Covered Executives on or after the Effective Date.
This Policy covers each current or former officer of the Company subject to Section 16 of the Exchange Act (each, a “Covered Executive”).
This Policy applies to any cash-based and equity-based incentive compensation, bonuses, and awards that are received by a Covered Executive and that were based, wholly or in part, upon the attainment of any financial reporting measure (“Covered Compensation”). For the avoidance of doubt, none of the following shall be deemed to be Covered Compensation: base salary, a bonus that is paid solely at the discretion of the Committee or Board and not paid from a bonus pool determined by satisfying a financial reporting measure performance goal, and cash or equity-based awards that are earned solely upon satisfaction of one or more subjective or strategic standards.
This Policy shall apply to any Covered Compensation received by an employee who served as a Covered Executive at any time during the performance period for that Covered Compensation.
In the event that the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (such an accounting restatement, a “Restatement”), the Committee shall review the Covered Compensation received by a Covered Executive during the three-year period preceding the Required Financial Restatement Date as well as any transition period that results from a change in the Company’s fiscal year within or immediately following those three completed fiscal years. Regardless of whether the Company filed the restated financial statements, the Committee shall, to the full extent permitted by governing law, seek recoupment of any Covered Compensation, whether in the form of cash or equity, received by a Covered Executive (computed without regard to any taxes paid), if and to the extent:
To the extent Covered Compensation was based on the achievement of a financial reporting measure, but the amount of such Covered Compensation was not awarded or paid on a formulaic basis, the Committee shall determine the amount, if any, of such Covered Compensation that is deemed to be Erroneously-Awarded Compensation.
For purposes of this Policy, the “Required Financial Restatement Date” is the earlier to occur of:
For the avoidance of doubt, a Covered Executive will be deemed to have received Covered Compensation in the Company’s fiscal period during which the financial reporting measure specified in the award is attained, even if the Covered Executive remains subject to additional payment conditions with respect to such award.
The Committee will determine, in its sole discretion, the method for recouping Erroneously-Awarded Compensation, which may include, without limitation:
The Committee shall not seek recoupment of any Erroneously-Awarded Compensation to the extent it determines that:
For the avoidance of doubt, the Company shall not indemnify any Covered Executive against the loss of any Erroneously-Awarded Compensation or any Covered Compensation that is recouped pursuant to the terms of this Policy, or any claims relating to the Company’s enforcement of its rights under this Policy.
If any provision of this Policy or the application of any such provision to any Covered Executive shall be adjudicated to be invalid, illegal or unenforceable in any respect, such
invalidity, illegality or unenforceability shall not affect any other provisions of this Policy, and the invalid, illegal or unenforceable provisions shall be deemed amended to the minimum extent necessary to render any such provision or application enforceable.
The Committee may amend, modify or terminate this Policy in whole or in part at any time and may adopt such rules and procedures that it deems necessary or appropriate to implement this Policy or to comply with applicable laws and regulations.
The remedies under this Policy are in addition to, and not in lieu of, any legal and equitable claims the Company may have, the Company’s ability to enforce, without duplication, the recoupment provisions set forth in any separate Company policy or in any Company plan, program or agreement (each, a “Separate Recoupment Policy” and collectively, the “Separate Recoupment Policies”), or any actions that may be imposed by law enforcement agencies, regulators or other authorities. Notwithstanding the foregoing, in the event that there is a conflict between the application of this Policy to a Covered Executive in the event of a Restatement and any additional recoupment provisions set forth in a Separate Recoupment Policy to which a Covered Executive is subject, the provisions of this Policy shall control. The Company may also adopt additional Separate Recoupment Policies in the future or amend existing requirements as required by law or regulation.
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/20/23 | None on these Dates | ||
| 10/2/23 | ||||
| For Period end: | 9/30/23 | |||
| 11/28/22 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/12/21 Sonos Inc. 10-Q 7/03/21 67:25M 2/11/21 Sonos Inc. 10-Q 1/02/21 72:5.6M 8/06/20 Sonos Inc. 10-Q 6/27/20 79:8.3M 2/06/20 Sonos Inc. 10-Q 12/28/19 74:12M 11/26/19 Sonos Inc. 10-K 9/28/19 86:25M 11/28/18 Sonos Inc. 10-K 9/29/18 84:9.8M 11/21/18 Sonos Inc. 8-K:5 11/21/18 3:81K 9/11/18 Sonos Inc. 10-Q 6/30/18 57:4.9M 7/06/18 Sonos Inc. S-1 18:8.7M Donnelley … Solutions/FA |