BEST BUY CO INC
For the period ended Feb 3, 2024. Filed Mar 15, 2024.
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FY2024 · Filed Mar 15, 2024
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Item 15. Exhibit and Financial Statement Schedules
(a) The following documents are filed as part of this report:
- Financial Statements:
All financial statements as set forth under Item 8 of this report.
- Supplementary Financial Statement Schedules:
Certain schedules have been omitted because the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the Consolidated Financial Statements, including the notes thereto.
| 3. Exhibits: | |||||
|---|---|---|---|---|---|
| Incorporated by Reference · Filed | |||||
| Exhibit No. | Exhibit Description | Form | Exhibit | Filing Date | Herewith |
| 3.1 | Amended and Restated Articles of Incorporation | 8-K | 3.1 | 6/12/2020 | |
| 3.2 | Amended and Restated By-Laws | 8-K | 3.1 | 6/14/2018 | |
| 4.1 | Form of Indenture, to be dated as of March 11, 2011, between Best Buy Co., Inc. and U.S. Bank National Association, as successor trustee | S-3ASR | 4.1 | 3/8/2011 | |
| 4.2 | Third Supplemental Indenture, dated as of September 27, 2018, to the Indenture dated as of March 11, 2011, between Best Buy Co., Inc. and U.S. Bank National Association, as successor | 8-K | 4.1 | 9/27/2018 | |
| 4.3 | Form of 4.450% Notes due 2028 (included in Exhibit 4.2) | ||||
| 4.4 | Fourth Supplemental Indenture, dated as of October 1, 2020, to the Indenture, dated as of March 11, 2011, between Best Buy Co., Inc. and U.S. Bank National Association, as successor trustee | 8-K | 4.1 | 10/1/2020 | |
| 4.5 | Form of 1.950% Notes due 2030 (included in Exhibit 4.4) | ||||
| 4.6 | Description of Securities | X | |||
| 10.1 | Five-Year Credit Agreement dated as of April 12, 2023, among Best Buy Co., Inc., the Subsidiary Guarantors, the Lenders and JPMorgan Chase Bank, N.A., as administrative agent | 8-K | 10.1 | 4/13/2023 | |
| *10.2 | Best Buy Co., Inc. 2004 Omnibus Stock and Incentive Plan, as amended | S-8 | 99 | 7/15/2011 | |
| *10.3 | 2010 Long-Term Incentive Program Award Agreement, as approved by the Board of Directors | 10-K | 10.7 | 4/28/2010 | |
| *10.4 | Letter Agreement, dated March 25, 2013, between Best Buy Co., Inc. and Richard M. Schulze | 8-K | 99.2 | 3/25/2013 | |
| *10.5 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award | 10-K | 10.19 | 3/28/2014 | |
| *10.6 | Form of Best Buy Co., Inc. Director Restricted Stock Unit Award Agreement | 10-K | 10.20 | 3/28/2014 | |
| *10.7 | Form of Best Buy Co., Inc. Long Term Incentive Program Award Agreement (2014) | 10-Q | 10.1 | 12/5/2014 | |
| *10.8 | Best Buy Co., Inc. 2014 Omnibus Incentive Plan | DEF 14A | App. B | 4/29/2014 | |
| *10.9 | Form of Best Buy Co., Inc. Director Restricted Stock Unit Award Agreement (2014) | 10-Q | 10.1 | 9/10/2014 | |
| *10.10 | Best Buy Sixth Amended and Restated Deferred Compensation Plan | 10-K | 10.19 | 3/31/2015 | |
| *10.11 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement for Directors (2015) | 10-Q | 10.1 | 9/4/2015 | |
| *10.12 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2016) | 10-Q | 10.1 | 6/9/2016 | |
| *10.13 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement for Directors (2016) | 10-Q | 10.2 | 6/9/2016 | |
| *10.14 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2017) - Restricted Shares | 10-Q | 10.1 | 6/5/2017 | |
| *10.15 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2017) - Restricted Stock Units | 10-Q | 10.2 | 6/5/2017 | |
| *10.16 | Best Buy Co., Inc. Amended & Restated 2014 Omnibus Incentive Plan | DEF 14A | App. A | 5/1/2017 | |
| *10.17 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement for U.S. Directors (2017) | 10-Q | 10.2 | 9/5/2017 | |
| *10.18 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2018) – Restricted Shares | 10-Q | 10.1 | 6/8/2018 | |
| *10.19 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2018) – Restricted Stock Units | 10-Q | 10.2 | 6/8/2018 | |
| *10.20 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2018) – Directors | 10-Q | 10.1 | 9/10/2018 | |
| *10.21 | Employment Agreement, dated April 13, 2019, between Corie Barry and Best Buy Co., Inc. | 8-K | 10.2 | 4/15/2019 | |
| *10.22 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2019) – Restricted Shares | 10-Q | 10.1 | 6/7/2019 | |
| *10.23 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2019) – Restricted Stock Units | 10-Q | 10.2 | 6/7/2019 | |
| *10.24 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2019) – Directors | 10-Q | 10.1 | 9/6/2019 | |
| *10.25 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2020) – Restricted Shares | 10-Q | 10.2 | 5/27/2020 | |
| *10.26 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2020) – Restricted Stock Units | 10-Q | 10.3 | 5/27/2020 | |
| *10.27 | Best Buy Co., Inc. 2020 Omnibus Incentive Plan | 10-K | 10.32 | 3/19/2021 | |
| *10.28 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2020) – Directors | 10-Q | 10.2 | 8/31/2020 | |
| *10.29 | Best Buy Severance Plan and Summary Plan Description (January 31, 2021) | 10-K | 10.34 | 3/19/2021 | |
| *10.30 | Form of Employment Separation and General Release Agreement | 10-Q | 10.2 | 6/4/2021 | |
| *10.31 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2021) – Restricted Shares | 10-K | 10.32 | 3/18/2022 | |
| *10.32 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2021) – Restricted Stock Units | 10-K | 10.33 | 3/18/2022 | |
| *10.33 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2021) – Directors | 10-Q | 10.1 | 8/31/2021 | |
| *10.34 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2022) – Restricted Shares | 10-Q | 10.1 | 6/2/2022 | |
| *10.35 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2022) – Restricted Stock Units | 10-Q | 10.2 | 6/2/2022 | |
| *10.36 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2022) – Directors | 10-Q | 10.1 | 9/8/2022 | |
| *10.37 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2023) – Restricted Shares | 10-Q | 10.2 | 6/2/2023 | |
| *10.38 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2023) – Restricted Stock Units | 10-Q | 10.3 | 6/2/2023 | |
| *10.39 | Form of Best Buy Co., Inc. Long-Term Incentive Program Award Agreement (2023) - Directors | 10-Q | 10.1 | 12/1/2023 | |
| *10.40 | Policy Regarding Shareholder Ratification of Executive Officer Cash Severance Agreements | 8-K | 10.1 | 3/7/2024 | |
| 21.1 | Subsidiaries of the Registrant | X | |||
| 23.1 | Consent of Deloitte & Touche LLP | X | |||
| 31.1 | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 31.2 | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.1 | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 32.2 | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | |||
| 97.1 | Policy Regarding the Recoupment of Erroneously Awarded Compensation | X | |||
| 101 | The following financial information from our Annual Report on Form 10-K for fiscal 2024, filed with the SEC on March 15, 2024, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the consolidated balance sheets at February 3, 2024, and January 28, 2023, (ii) the consolidated statements of earnings for the years ended February 3, 2024, January 28, 2023, and January 29, 2022, (iii) the consolidated statements of comprehensive income for the years ended February 3, 2024, January 28, 2023, and January 29, 2022, (iv) the consolidated statements of cash flows for the years ended February 3, 2024, January 28, 2023, and January 29, 2022, (v) the consolidated statements of changes in shareholders' equity for the years ended February 3, 2024, January 28, 2023, and January 29, 2022, and (vi) the Notes to Consolidated Financial Statements. | ||||
| 104 | The cover page from our Annual Report on Form 10-K for fiscal 2024, filed with the SEC on March 15, 2024, formatted in iXBRL (included as Exhibit 101). | ||||
- Management contracts or compensatory plans or arrangements required to be filed as exhibits pursuant to Item 15(b) of Form 10-K.
Pursuant to Item 601(b)(4)(iii) of Regulation S-K under the Securities Act of 1933, as amended, the registrant has not filed as exhibits to this Annual Report on Form 10-K certain instruments with respect to long-term debt under which the amount of securities authorized does not exceed 10% of the total assets of the registrant. The registrant hereby agrees to furnish copies of all such instruments to the SEC upon request.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
Item 16. Form 10-K Summary.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.