COSTCO WHOLESALE CORP NEW
For the period ended Sep 1, 2024. Filed Oct 9, 2024.
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FY2024 · Filed Oct 9, 2024
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Item 15. Exhibits, Financial Statement Schedules
(a)Documents filed as part of this report are as follows:
- Financial Statements:
See the listing of Financial Statements included as a part of this Form 10-K in Item 8 of Part II.
- Financial Statement Schedules:
All 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.
(b)Exhibits: The required exhibits are filed as part of this Annual Report on Form 10-K or are incorporated herein by reference.
| Incorporated by Reference | |||||
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | Period Ended | Filing Date |
| 3.1 | Articles of Incorporation as amended of Costco Wholesale Corporation | 10-K | 8/28/2022 | 10/5/2022 | |
| 3.2 | Bylaws as amended of Costco Wholesale Corporation | 8-K | 9/20/2024 | ||
| 4.1 | First Supplemental Indenture between Costco Wholesale Corporation and U.S. Bank National Association, as Trustee, dated as of March 20, 2002 (incorporated by reference to Exhibits 4.1 and 4.2 to the Company's Current Report on the Form 8-K filed on March 25, 2002) | 8-K | 3/25/2002 | ||
| 4.2 | Form of 1.375% Senior Notes due June 20, 2027 | 8-K | 4/17/2020 | ||
| 4.3 | Form of 1.600% Senior Notes due April 20, 2030 | 8-K | 4/17/2020 | ||
| 4.4 | Form of 1.750% Senior Notes due April 20, 2032 | 8-K | 4/17/2020 | ||
| 4.5 | Form of 2.300% Senior Notes due May 18, 2022 | 8-K | 5/16/2017 | ||
| 4.6 | Form of 2.750% Senior Notes due May 18, 2024 | 8-K | 5/16/2017 | ||
| 4.7 | Form of 3.000% Senior Notes due May 18, 2027 | 8-K | 5/16/2017 | ||
| 4.8 | Description of Common Stock | 10-K | 8/28/2022 | 10/5/2022 | |
| 10.1* | Costco Wholesale Executive Health Plan | 10-K | 9/2/2012 | 10/19/2012 | |
| 10.2* | 2019 Incentive Plan | DEF 14 | 12/17/2019 | ||
| Incorporated by Reference | |||||
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | Period Ended | Filing Date |
|---|---|---|---|---|---|
| 10.3* | Seventh Restated 2002 Stock Incentive Plan | DEF 14A | 12/19/2014 | ||
| 10.3.1* | 2019 Stock Incentive Plan Restricted Stock Unit Award Agreement-Employee | 10-Q | 11/24/2019 | 12/23/2019 | |
| 10.3.2* | 2019 Stock Incentive Plan Restricted Stock Unit Award Agreement - Non-U.S. Employee | 10-Q | 11/24/2019 | 12/23/2019 | |
| 10.3.3* | 2019 Stock Incentive Plan Restricted Stock Unit Award Agreement-Non-Executive Director | 10-Q | 11/24/2019 | 12/23/2019 | |
| 10.3.4* | 2019 Stock Incentive Plan Letter Agreement for 2020 Performance-Based Restricted Stock Units-Executive | 10-Q | 11/24/2019 | 12/23/2019 | |
| 10.4* | Fiscal 2024 Executive Bonus Plan | 8-K | 11/24/2023 | ||
| 10.5* | Executive Employment Agreement, effective January 1, 2017, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/20/2016 | 12/16/2016 | |
| 10.5.1* | Extension of the Term of the Executive Employment Agreement, effective January 1, 2019, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/25/2018 | 12/20/2018 | |
| 10.5.2* | Extension of the Term of the Executive Employment Agreement, effective January 1, 2020, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/24/2019 | 12/23/2019 | |
| 10.5.3* | Extension of the Term of the Executive Employment Agreement, effective January 1, 2021, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/22/2020 | 12/16/2020 | |
| 10.5.4* | Extension of the Term of the Executive Employment Agreement, effective January 1, 2022, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/21/2021 | 12/22/2021 | |
| 10.5.5* | Extension of the Term of the Executive Employment Agreement, effective January 1, 2023, between W. Craig Jelinek and Costco Wholesale Corporation | 10-Q | 11/20/2022 | 12/29/2022 | |
| Incorporated by Reference | |||||
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | Period Ended | Filing Date |
| 10.6 | Form of Indemnification Agreement | 14A | 12/13/1999 | ||
| 10.7* | Deferred Compensation Plan | 10-K | 9/1/2013 | 10/16/2013 | |
| 10.8** | Citibank, N.A. Co-Branded Credit Card Agreement | 10-Q/A | 5/10/2015 | 8/31/2015 | |
| 10.8.1** | First Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 11/22/2015 | 12/17/2015 | |
| 10.8.2** | Second Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/14/2016 | 3/9/2016 | |
| 10.8.3** | Third Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-K | 8/28/2016 | 10/12/2016 | |
| 10.8.4** | Fourth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/18/2018 | 3/15/2018 | |
| 10.8.5** | Fifth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/17/2019 | 3/13/2019 | |
| 10.8.6# | Sixth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-K | 9/1/2019 | 10/11/2019 | |
| 10.8.7 | Seventh Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/14/2021 | 3/10/2021 | |
| 10.8.8 | Eighth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/13/2022 | 3/10/2022 | |
| 10.8.9 | Ninth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 11/20/2022 | 12/29/2022 | |
| 10.8.10 | Tenth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 11/20/2022 | 12/29/2022 | |
| 10.8.11 | Eleventh Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-Q | 2/12/2023 | 3/9/2023 | |
| 10.8.12# | Twelfth Amendment to Citi, N.A. Co-Branded Credit Card Agreement | 10-K | 9/3/2023 | 10/11/2023 | |
| 10.9* | Executive Employment Agreement effective January 1, 2024, between Ron Vachris and Costco Wholesale Corporation | 10-Q | 11/26/2023 | 12/20/2023 | |
| 19.1 | Insider Trading Policy | x | |||
| 21.1 | Subsidiaries of the Company | x | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm | x | |||
| Incorporated by Reference | |||||
| ExhibitNumber | Exhibit Description | FiledHerewith | Form | Period Ended | Filing Date |
| 97.1 | Costco Wholesale Corporation Incentive Compensation Clawback Policy | x | |||
| 31.1 | Rule 13a – 14(a) Certifications | x | |||
| 32.1 | Section 1350 Certifications | x | |||
| 101.INS | Inline XBRL Instance Document | x | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | x | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | x | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | x | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | x | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | x | |||
| 104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) | x | |||
*Management contract, compensatory plan or arrangement.
** Portions of this exhibit have been omitted under a confidential treatment order issued by the Securities and Exchange Commission.
Certain information in this exhibit has been omitted because it is (i) immaterial and (ii) customarily and actually treated by the registrant as private or confidential.
(c)Financial Statement Schedules—None.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.