UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 ________________________________________________
 FORM 10-K
 ________________________________________________
 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 28, 2024
 OR
 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from to
 Commission file number 001-38713
 ________________________________________________
 YETI Holdings, Inc.
 (Exact name of registrant as specified in its charter)
 ________________________________________________
 Delaware

 45-5297111

 (State or other jurisdiction of incorporation or organization)

 (I.R.S. Employer Identification No.)

 7601 Southwest Parkway
 Austin, Texas 78735
 (Address of principal executive offices) (Zip Code)
 Registrant's telephone number, including area code: ( 512) 394-9384
 Securities registered pursuant to Section 12(b) of the Act:
 Title of Class
 Trading Symbol(s)
 Name of each exchange on which registered

 Common Stock, par value $0.01 per share
 YETI
 New York Stock Exchange

 Securities registered pursuant to Section 12(g) of the Act: None
 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes No
 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
 Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

 Large accelerated filer

 Accelerated filer

 Non-accelerated filer

 Smaller reporting company

 Emerging growth company

 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
 If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
 Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b).
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b 2 of the Exchange Act). Yes No
 As of June 28, 2024, the last business day of our mostly recently completed second fiscal quarter, the aggregate market value of our common stock held by non-affiliates was $ 2,304,198,846.
 As of February 18, 2025, there were 82,389,459 shares of common stock outstanding.
 DOCUMENTS INCORPORATED BY REFERENCE

 Portions of the Proxy Statement for the registrant's 2025 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission no later than 120 days after December 28, 2024, are incorporated by reference in Part III herein.

 Page

 Forward-Looking Statements

 Risk Factors Summary

 Item 1.

 Business

 Item 1A.

 Risk Factors

 Item 1B.

 Unresolved Staff Comments

 Item 1C.

 Cybersecurity

 Item 2.

 Properties

 Item 3.

 Legal Proceedings

 Item 4.

 Mine Safety Disclosures

 Item 5.

 Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item 6.

 Reserved

 Item 7.

 Management's Discussion and Analysis of Financial Condition and Results of Operations

 Item 7A.

 Quantitative and Qualitative Disclosures about Market Risk

 Item 8.

 Financial Statements and Supplementary Data

 Item 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item 9A.

 Controls and Procedures

 Item 9B.

 Other Information

 Item 9C.

 Disclosure regarding Foreign Jurisdictions that Prevent Inspection

 Item 10.

 Directors, Executive Officers and Corporate Governance

 Item 11.

 Executive Compensation

 Item 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item 14.

 Principal Accounting Fees and Services

 Item 15.

 Exhibits, Financial Statement Schedules

 Item 16.

 Form 10-K Summary

 Signatures

 Forward-Looking Statements
 This Annual Report on Form 10-K (this "Report") contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in this Report are forward-looking statements. Forward-looking statements include statements containing words such as "anticipate," "assume," "believe," "can," "have," "contemplate," "continue," "could," "design," "due," "estimate," "expect," "forecast," "goal," "intend," "likely," "may," "might," "objective," "plan," "predict," "project," "potential," "seek," "should," "target," "will," "would," and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operational performance or other events. For example, all statements made regarding future expectations relating to our share repurchase program, expected market or macroeconomic conditions, estimated and projected costs, expenditures, and growth rates, plans and objectives for future operations, growth, or initiatives, or strategies are forward-looking statements. All forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those that are expected and, therefore, you should not unduly rely on such statements. The risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these forward-looking statements include but are not limited to the risks and uncertainties listed below under "Risk Factors Summary" and further described under the heading "Risk Factors" in Part I, Item 1A of this Report, as such risk factors may be amended, supplemented or superseded from time to time by other reports we file with the United States Securities and Exchange Commission.

 These forward-looking statements are made based upon detailed assumptions and reflect management's current expectations and beliefs. While we believe that these assumptions underlying the forward-looking statements are reasonable, we caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect actual results.

 The forward-looking statements included herein are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as required by law.

 Risk Factors Summary
 Investing in our securities involves a high degree of risk, and you should consider all information contained in this Report before investing in our securities. Below is a summary of the principal factors that make an investment in our securities speculative or risky, all of which are further described in the "Risk Factors" section in Part I, Item 1A of this Report. This summary should be read in conjunction with the "Risk Factors" section and should not be relied upon as an exhaustive summary of the material risks facing our business.

 Risks Related to Our Business, Operations and Industry
 • If we fail to attract new customers and maintain our brand image, we may be unable to maintain demand for our products, which could harm our results of operations.
 • If we are unable to successfully design, develop and market new products, our business may be harmed.
 • Our business could be harmed if we are unable to accurately forecast our results of operations or our growth rate and demand for our products.
 • We may not be able to effectively manage our growth.
 • We may not be successful in expanding into additional markets.
 • If we fail to compete effectively, we could lose our market position.
 • Our future success depends on the continuing efforts of our management and key employees and on our ability to attract and retain highly skilled personnel and senior management.
 • Unauthorized use or invalidation of our intellectual property or proprietary rights could damage our brand and harm our results of operations.
 • We may be subject to liability if we infringe upon the intellectual property rights of third parties.
 • Problems with, or loss of, our suppliers or an inability to obtain raw materials could harm our business and results of operations.
 • If we fail to timely and effectively obtain shipments of products from our manufacturers and deliver products to our retail partners and customers, our business and results of operations could be harmed.
 • Our business is subject to the risk of manufacturer concentrations.
 • Our business could be harmed if we fail to execute our internal plans to transition our supply chain and certain other business processes to a global scale.
 • If we cannot maintain prices or effectively implement price increases, our margins may decrease.
 • Fluctuations in the cost and availability of raw materials, equipment, labor, and transportation could cause manufacturing delays or increase our costs.
 • Many of our products are manufactured by third parties outside of the United States, and our business may be harmed by legal, regulatory, economic, political and public health risks associated with international trade and those markets.
 • As current tariffs are implemented, or if additional or increased tariffs or other restrictions are placed on foreign imports or any related counter-measures are taken by other countries, our business and results of operations could be harmed.
 • Our aspirations, disclosures, and actions related to environmental, social and governance ("ESG") matters expose us to risks that could adversely affect our reputation and performance.
 • Climate change, and related legislative and regulatory responses to climate change, may adversely impact our business.
 • A significant portion of our sales are to national, regional, and independent retail partners, and if they cease to promote or carry our current products, choose not to promote or carry new products that we develop, or we need to raise our discounts to such retail partners, our brand as well as our results of operations and financial condition could be harmed.
 • If our plans to increase sales through our direct-to-consumer ("DTC") e-commerce channel are not successful, our business and results of operations could be harmed.
 • If we do not successfully implement our retail store expansion plans, our growth and profitability could be harmed.
 • Insolvency, credit problems or other financial difficulties that could confront our retail partners could expose us to financial risk.
 • If our independent suppliers and manufacturing partners do not comply with ethical business practices or with applicable laws and regulations, our reputation, business, and results of operations could be harmed.
 • We are subject to payment-related risks that may result in higher operating costs or the inability to process payments, either of which could harm our business, financial condition and results of operations.
 • Our limited operating experience and limited brand recognition in new markets may make it more difficult to execute our international expansion plan and cause our business and growth to suffer.
 • Our financial results could be harmed by currency exchange rate fluctuations.
 • We may become involved in legal or regulatory proceedings and audits.
 • We may be subject to product recalls, warranty liability, product liability, and other claims against us, which could adversely affect our reputation, earnings, and financial condition.
 • Our business is subject to the risk of catastrophic events and to interruption by problems such as terrorism, public health crises, cybersecurity incidents or other cybersecurity threats, or events affecting our information technology systems.

 • Our results of operations are subject to seasonal and quarterly variations, which could cause the price of our common stock to decline.
 • We are subject to many hazards and operational risks that can disrupt our business, some of which may not be insured or fully covered by insurance.

 Risks Related to Market and Global Economic Conditions
 • Adverse economic conditions, such as a downturn in the economy or inflationary conditions resulting in rising prices, could adversely affect consumer purchases of discretionary items, which could materially harm our sales, profitability, and financial condition.
 • Public health crises could negatively impact our business, sales, financial condition, results of operations and cash flows.

 Risks Related to Information Technology and Security
 • We rely significantly on information technology, and any compromise or interruption of that technology resulting from cybersecurity incidents, data security breaches, design defects or system failures could have a material negative impact on our business.
 • The integration and use of AI in our business presents risks and challenges that could adversely affect our business, reputation, and results of operations.

 Risks Related to our Financial Condition, Accounting and Tax Matters
 • We depend on cash generated from our operations to support our growth, and we may need to raise additional capital, which may not be available on terms acceptable to us or at all.
 • Our indebtedness may limit our ability to invest in the ongoing needs of our business and if we are unable to comply with the covenants in our current Credit Facility, our liquidity and results of operations could be harmed.
 • If our goodwill, other intangible assets, or fixed assets become impaired, we may be required to record a charge to our earnings.
 • If our estimates or judgments relating to our critical accounting policies prove to be incorrect or change significantly, our results of operations could be harmed.
 • Changes in tax laws or unanticipated tax liabilities could adversely affect our effective income tax rate and profitability.
 • Our results of operations could be harmed if a material number of our retail partners were not able to meet their payment obligations.

 Risks Related to Ownership of Our Common Stock
 • Any future failure to maintain effective internal control over financial reporting could harm us.
 • We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance long-term stockholder value, and share repurchases could increase the volatility of the price of our common stock.
 • Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of the Company more difficult, limit attempts by our stockholders to replace or remove our current management, and limit the market price of our common stock.
 • Provisions in our Certificate of Incorporation requiring an exclusive forum for the resolution of specified disputes between us and our stockholders could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.
 • YETI Holdings, Inc. is a holding company with no operations of its own and, as such, it depends on its subsidiaries for cash to fund its operations and expenses, including future dividend payments, if any.

 Risks Related to Acquisitions, Strategic Transactions, and Stockholder Activism
 • Acquisitions or investments in other companies could divert our management's attention, result in dilution to our stockholders, and otherwise disrupt our operations and harm our results of operations.
 • We may be the target of strategic transactions, which could divert our management's attention and otherwise disrupt our operations and adversely affect our business.
 • We may be the target of stockholder activism, an unsolicited takeover proposal, a proxy contest, or short sellers, which could negatively impact our business.

 WEBSITE REFERENCES
 In this Annual Report on Form 10-K, we make references to our website at YETI.com. References to our website throughout this Form 10-K are provided for convenience only and the content on our website does not constitute a part of, and shall not be deemed incorporated by reference into, this Annual Report on Form 10-K.

 TRADEMARKS AND SERVICE MARKS

 Solely for convenience, certain trademark and service marks referred to in this Annual Report on Form 10-K appear without the or symbols, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights to these trademarks and service marks. This Annual Report on Form 10-K may also contain additional trademarks or service marks of other companies, which are the property of their respective owners.

 Item 1. Business
 Overview
 Headquartered in Austin, Texas, YETI is a global designer, retailer, and distributor of innovative outdoor products. From coolers and drinkware to bags and apparel, YETI products are built to meet the unique and varying needs of diverse outdoor pursuits, whether in the remote wilderness, at the beach, or anywhere life takes you. By consistently delivering high-performing, exceptional products, we have built a strong following of brand loyalists throughout the world, ranging from serious outdoor enthusiasts to individuals who simply value products of uncompromising quality and design. We have an unwavering commitment to outdoor and recreation communities, and we are relentless in our pursuit of building superior products for people to confidently enjoy life outdoors and beyond.

 We were founded in 2006 by avid outdoorsmen, Roy and Ryan Seiders, who were frustrated with equipment that could not keep pace with their interests in hunting and fishing. By utilizing forward-thinking designs and advanced manufacturing techniques, they developed a nearly indestructible hard cooler with superior ice retention. Our original hard cooler not only delivered exceptional performance, it anchored an authentic, passionate, and durable bond among customers and our company.
 Our principal corporate offices are located in Austin, Texas. Unless the context requires otherwise, references to "YETI," the "Company," "we," "us," and "our" used herein refer to YETI Holdings, Inc. and its consolidated subsidiaries.
 We have a 52- or 53-week period that ends on the Saturday closest in proximity to December 31, such that each quarterly period will be 13 weeks in length, except during a 53-week period when the fourth quarter will be 14 weeks. Our fiscal years ended December 28, 2024 ("2024"), December 30, 2023 ("2023") and December 31, 2022 ("2022") spanned 52 weeks each. Our fiscal year ending January 3, 2026 ("2025") will span 53 weeks. Unless otherwise stated, references to particular years, quarters, months and periods refer to our fiscal years ended in December and the associated quarters, months, and periods of those fiscal years.

 Our Products
 Our product portfolio is comprised of three categories: Coolers & Equipment; Drinkware; and Other. We have a history of consistently broadening our high-performance, premium-priced product portfolio to meet our expanding customer base and their evolving pursuits. Our culture of innovation and success in identifying customer needs and wants drives our robust product roadmap. In 2024, net sales of Coolers & Equipment, Drinkware, and Other represented 38%, 60%, and 2% of net sales, respectively. Refer to Note 3 of the Notes to Consolidated Financial Statements for net sales by product category.

 Coolers & Equipment
 Our Coolers & Equipment family is comprised of hard coolers, soft coolers, cargo, bags, outdoor living, and associated accessories.
 Hard Coolers. Our hard coolers are built with seamless rotomolded construction or injection molding construction, making them nearly indestructible. For superior ice retention, we pressure-inject up to two inches of commercial-grade polyurethane foam into the walls and lid and utilize a freezer-quality gasket to seal the lid. In 2024, we expanded our hard cooler offerings with two new sizes within our Roadie cooler family. Our hard cooler category includes YETI Tundra, YETI Roadie, YETI V Series hard coolers, YETI TANK ice bucket, and YETI Silo 6G water cooler. Related accessories include locks, dry baskets, beverage holders, and dividers.
 Soft Coolers. The Hopper is our line of soft coolers, which are designed to be leakproof and provide superior durability and ice retention compared to ordinary soft coolers. The Hopper soft cooler product line includes: Hopper M15 Soft Cooler, Hopper M12 Soft Backpack Cooler, Hopper M30 Soft Cooler, Hopper M20 Backpack Cooler, Hopper Flip Soft Cooler, Daytrip Lunch Bag, and Daytrip Lunch Box. Related accessories include the Rambler Bottle Sling, MOLLE Zinger retractable lanyard, and a mountable MOLLE Bottle Opener.
 In March 2023, we announced separate, voluntary recalls of our Hopper M30 Soft Cooler, Hopper M20 Soft Backpack Cooler, and SideKick Dry gear case (the "affected products") in collaboration with the U.S. Consumer Product Safety Commission ("CPSC"). In the fourth quarter of 2023, we introduced the redesigned and improved versions of the affected products, and also launched two new sizes with the Hopper M15 Soft Cooler and the Hopper M12 Soft Backpack Cooler. For additional information on the financial impact of the voluntary recalls, see Part II, Item 7, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Report.

 Cargo, Bags, and Outdoor Living. Our cargo, bags, and outdoor living product category includes: LoadOut Bucket, LoadOut Swivel Seat, LoadOut GoBox, the Panga submersible duffel bag, Panga Backpack, Crossroads Collection of backpacks, duffel bags, luggage, and packing cubes, Camino Carryall, Hondo Base Camp Chair, Trailhead Camp Chair, Lowlands Blanket, Trailhead Dog Bed, Boomer Dog Bowls, and SideKick Dry gear case, as well Mystery Ranch branded products (discussed below).

 During the first quarter of 2024, we acquired Mystery Ranch, LLC ("Mystery Ranch"), a designer and manufacturer of durable load-bearing backpacks, bags, and pack accessories. We integrated Mystery Ranch operations and products into our business to further expand our capabilities in the bags category. During the fourth quarter of 2024, launched a limited release of the first Mystery Ranch-inspired Bozeman pack.

 Drinkware

 Most of our Drinkware products are made with durable, kitchen-grade, 18/8 stainless-steel, double-wall vacuum insulation, and our innovative No Sweat design. The result is high-performing drinkware products that keep beverages at their preferred temperature—whether hot or cold—for hours at a time without condensation. During 2024, we expanded our Drinkware category with the launch of the Rambler French Press, Rambler Pitcher, Rambler Pour Over, Flask and Shot Glasses, as well as the launch of our Food Storage containers. We also launched our Cookware category with our new Cast Iron Skillet. Our Drinkware product line also includes the Rambler Beverage Bucket, Rambler Wine Chiller, Rambler Cocktail Shaker, Rambler Colsters, Rambler Lowball, Rambler Wine Tumbler, Rambler Stackable Pints, Rambler Mugs, Rambler Tumblers, Rambler Straw Mugs and Cups, Rambler Bottles, Rambler Jugs, and Yonder Water Bottles. Related accessories include the Rambler Bottle Straw Cap, Rambler Bottle Chug Cap, Rambler Magslider Lid, Rambler Straw Lid, Rambler Magslider color pack, Rambler Tumbler Handles, Rambler Jug Mount, and Ice Scoop.
 Other
 Our Other category offers an array of apparel and gear, such as hats, shirts, bottle openers, and ice substitutes.
 Segment Information
 We operate as one reportable operating segment.
 Sales Channels
 We offer our products in the United States, Canada, Australia, New Zealand, Europe, and Japan through a diverse omni-channel strategy, comprised of our wholesale and our direct-to-consumer ("DTC") channels. In 2024 and 2023, our DTC channel accounted for 59% and 60% of our net sales, respectively, and our wholesale channel accounted for 41% and 40% of our net sales, respectively. As part of our commitment to premium positioning, we maintain supply discipline, enforce our minimum advertised price ("MAP") policy, and primarily sell through one-step distribution.
 In our wholesale channel, we sell to several large retailers with a national presence, including Dick's Sporting Goods, REI, Academy Sports + Outdoors, Bass Pro Shops, Ace Hardware, Scheels, and Tractor Supply Company, and an assemblage of independent retail partners throughout the United States, Canada, Australia, New Zealand, Europe, and Japan, among others. We carefully evaluate and select retail partners that have an image and approach that are consistent with our premium brand and pricing, while also seeking new retail partners that create access to unique shopping experiences or customer bases. Our network of independent retail partners includes outdoor specialty, hardware, sporting goods, and farm and ranch supply stores, among others. As of December 28, 2024, we sold through a diverse base of approximately 4,700 retail partners worldwide. No single customer accounted for 10% or more of our gross sales in 2024.
 We sell our products in our DTC channel to customers on our websites, through YETI Authorized on the Amazon Marketplace, as well as in our retail stores. Additionally, we offer customized products with licensed marks and original artwork primarily to our DTC channel, through our corporate sales program, on our websites, and at select retail stores. Our corporate sales program offers customized products to corporate customers for a wide-range of events and activities, and in certain instances may also offer products to re-sell. Additionally, we sell our full line of products at our retail stores. Our DTC channel enables us to directly interact with our customers, more effectively deliver our brand experience, better understand consumer behavior and preferences, and offer exclusive products, content, and customization capabilities. We believe our control over our DTC channel provides our customers the highest level of brand engagement and further builds customer loyalty, while generating attractive margins.

 Our Market
 Our premium products are designed for use in a wide variety of activities, from professional to recreational and outdoor to indoor, and can be used year round. As a result, the markets we serve are broad as well as deep, including, for example, outdoor, housewares, home and garden, outdoor living, industrial, and commercial.
 Our net sales in the United States accounted for approximately 81% of our net sales for 2024, while our international sales represented 19%. We continue to expand internationally and grow our presence in Canada, Australia, New Zealand, Asia, and Europe, among other countries and regions. We are expanding internationally by focusing on brand awareness, wholesale expansion, and our DTC channel. We believe there are meaningful growth opportunities in expanding into additional international markets, such as Asia, as many of the market dynamics and premium, performance-based consumer needs that we have successfully identified in the United States are also valued in these markets.
 Product Design and Development
 We design and develop our products to provide superior performance and functionality in a variety of environments. Our products are carefully designed and rigorously tested to maximize performance while minimizing complexity, allowing us to deliver highly functional products with simple, clean, and distinct designs.
 We expand our existing product families and enter new product categories by designing solutions grounded in consumer insights and relevant product knowledge. We use high-quality materials, as well as advanced design and manufacturing processes, to create premium products that redefine consumer expectations and deliver best-in-class product performance. We continue to expand our product lines by introducing anchor products, followed by product expansions, such as additional sizes and colorways, and then offering corresponding accessories.
 To ensure our continued success in bringing category-redefining products to market, our marketing and product development teams collaborate to identify consumer needs and wants to drive our robust product roadmap. We use our purpose-built, state-of-the-art research and development centers to generate design prototypes and test performance. We follow a disciplined, stage-gate product development process that is designed to provide consistent quality control while optimizing speed-to-market. We collaborate with our YETI Ambassadors, a diverse group of people throughout the world, comprised of elite anglers, hunters, rodeo cowboys, barbecue pitmasters, surfers, brewmasters, fitness experts, skateboarders, and outdoor adventurers who embody our brand, and industry professionals to test our prototypes and provide feedback that is incorporated into final product designs. Once we approve the final design and specifications of a new product, we partner with global suppliers and specialized manufacturers to produce our products according to our exacting performance and quality standards.
 Marketing
 We employ a wide range of marketing tactics and outlets to cultivate our relationships with experts, serious enthusiasts, and everyday consumers. We use a combination of traditional, digital, social media, and grass-roots initiatives, as well as original short films and high-quality content on YETI websites.
 Supply Chain and Quality Assurance

 We manage a global supply chain of highly qualified, third-party manufacturing and logistics partners to produce and distribute our products. The primary raw materials and components used by our manufacturing partners include polyethylene, polyurethane foam, stainless-steel, polyester fabric, zippers, magnets, and other plastic materials and coatings. We believe these materials are readily available from multiple vendors. We stipulate approved suppliers and control the specifications for key raw materials used in our products. We do not directly source significant amounts of these raw materials and components.

 We do not own or operate any manufacturing facilities. We match sourcing partnerships to deliver flexibility and scalability to support multiple product introductions and evolving channel strategies. Our global supply chain management team researches materials and equipment, qualifies raw material suppliers, vets potential manufacturing partners for advanced production and quality assurance processes, directs our production planning, approves and manages product purchasing plans, and oversees product transportation. Additionally, we work closely with our manufacturing partners regarding product quality and manufacturing process efficiency.

 Many of our core products are manufactured in China, the Philippines, Vietnam, Taiwan, Poland, Mexico, Thailand, and Malaysia. In addition, we have other key third-party manufacturing partners in Mexico and Italy. We continue to mitigate the concentration risk in our supply chain by pursuing a higher diversification of manufacturing partners, with both sourcing and geographical advantages. See Note 1 of the Notes to Consolidated Financial Statements included herein for further discussion of concentration risk. We hold our manufacturers to rigorous quality and product conformance standards through frequent involvement and regular product inspecting. We own the molds and tooling used in the production of our products, create and provide the specifications for our products, and work closely with our manufacturing partners to improve production yields and efficiency. Our manufacturers do not have unique skills, technologies, processes, or intellectual property that prevent us from migrating to other manufacturing partners.

 To ensure consistent product quality, we provide detailed specifications for our products and inspect finished goods both at our manufacturing partners as well as periodically upon delivery to our third-party logistics partners. As part of our quality assurance program, we have developed and implemented comprehensive product inspection and facility oversight processes that are performed by our employees and third-party service providers who work closely with our suppliers to assist them in meeting our quality standards, as well as improving their production yields and throughput.

 Distribution and Inventory Management

 We utilize global third-party logistics providers to warehouse and distribute finished products from our distribution facilities in Memphis, Tennessee, Salt Lake City, Utah, and Sumner, Washington to support our domestic operations, and in Australia, Canada, the United Kingdom, New Zealand, Vietnam, and the Netherlands to support our international operations. These logistics providers manage various distribution activities, including product receipt, warehousing, certain limited product inspection activities, and coordinating outbound shipping.

 We manage our inventory levels by analyzing product sell-through, forecasting demand, and placing orders with our manufacturers before we receive firm orders from customers to ensure sufficient availability.
 Competition
 We compete in the large outdoor and recreation market and may compete in other related markets. Competition in our markets is based on a number of factors including product quality, performance, durability, styling, and price, as well as brand image and recognition. We believe that we have been able to compete successfully on the basis of our brand, superior design capabilities and product development, our DTC capabilities, as well as the breadth of our national, regional, and independent retail partners.
 In the Coolers & Equipment category, we compete against established, well-known, and legacy cooler brands, such as Igloo and Coleman, as well as numerous other brands and retailers that offer competing products. The popularity of YETI products and the YETI brand has attracted numerous new competitors including Pelican, OtterBox, and others, as well as private label brands. In the Drinkware category, we compete against well-known brands such as HydroFlask, Stanley, and Owala, as well as numerous other brands and retailers that offer competing products.
 The outdoor and recreation market is highly fragmented and highly competitive, with low barriers to entry. Our current and potential competitors may be able to develop and market superior products or sell similar products at lower prices. These companies may have competitive advantages, including larger retailer bases, global product distribution, greater financial strength, superior relations with suppliers and manufacturing partners, or larger marketing budgets and brand recognition.
 Seasonality
 Historically, we have experienced our highest levels of net sales in the fourth quarter of the year, coinciding with the seasonal holiday shopping season. In 2024, our net sales in the first, second, third, and fourth quarters represented 19%, 25%, 26%, and 30%, respectively, of our total net sales for the year. In 2023, our net sales in the first, second, third, and fourth quarters represented 18%, 24%, 26%, and 32%, respectively, of our total net sales for the year.

 Intellectual Property and Brand Protection
 We own patents, trademarks, copyrights, and other intellectual property rights that support key aspects of our brand and products. We believe these intellectual property rights, combined with our innovation and distinctive product design, performance, brand name and reputation, provide us with a competitive advantage.
 We protect our intellectual property rights in the United States and certain international jurisdictions. All product designs, specifications, and performance characteristics are developed and documented. We then seek intellectual property protection, including applying for patents and registering trademarks and copyrights.
 We aggressively pursue and defend our intellectual property rights to protect our distinctive brand, designs, and inventions. We have processes and procedures in place to identify, protect, and optimize our intellectual property assets on a global basis. For example, we have a proactive online marketplace monitoring and seller/listing termination program to disrupt online counterfeit offerings. Our experienced legal and brand protection teams initiate claims and litigation to protect our intellectual property assets. For example, we work to shut down websites selling counterfeit products through litigation. We intend to continue to seek intellectual property protection for our new products and enforce our rights against those who infringe on these valuable assets.
 Human Capital Resources

 At YETI, we have an unwavering commitment to outdoor and recreation communities, and we are relentless in our pursuit of building superior products for people to confidently enjoy life outdoors and beyond. We are proud of our unique company culture, where ideas, innovation, collaboration and personal development are essential. We believe our brand, culture, and employees are central to our success and our ability to attract, develop, motivate, and retain highly-skilled talent. We are committed to building an inclusive and diverse culture through a variety of initiatives on employee recruitment, employee training and development. We continue to support our voluntary, employee-led resource groups that foster a workplace aligned with our core values, goals, and business practices.

 As of December 28, 2024, we employed approximately 1,340 people worldwide, representing ten countries. Of these, approximately 88% of our workforce was located in the United States. None of our employees are currently covered by a collective bargaining agreement. We have no labor-related work stoppages and believe our relations with our employees are positive and stable.
 Compensation and Benefits. We strive to hire, develop and retain top talent. We attract and reward our employees by providing market-competitive compensation, healthcare, retirement benefits, paid time off, bonding leave, as well as mental health, wellness, and financial planning programs.

 Communication and Engagement. We actively communicate and listen to employees through multiple internal channels and encourage employees to provide feedback about their experiences through ongoing employee engagement activities, including employee satisfaction surveys. We strive to address feedback in real time and provide an environment where our employees can have fulfilling careers and be more productive, creative, happy, and healthy.

 Learning and Development. Consistent with our focus on employee growth and development, we offer employees the opportunity to participate in educational activities and trainings. Additionally, we employ a variety of programs to recognize leadership and other employees who best exemplify our core values.

 For more detailed information regarding our programs and initiatives related to human capital management, please see the "People" section of our 2024 Environmental, Social, and Governance Report ("ESG Report"), located on our website at www.yeti.com/en_US/esg.html. Our ESG Report does not constitute part of, and shall not be deemed to be incorporated by reference into, this Annual Report on Form 10-K.

 Compliance with Government Regulations

 Our business activities are global and are subject to various federal, state, local, and foreign laws, rules and regulations. For example, substantially all of our import operations are subject to complex trade and customs laws, regulations and tax requirements. In addition, the countries in which our products are manufactured or imported may from time to time impose additional duties, tariffs or other restrictions on our imports or adversely modify existing restrictions. Changes in tax policy or trade regulations, or the imposition of new or increased tariffs on imported products, could have an adverse effect on our business and results of operations. In addition, we are subject to changing regulatory restrictions and requirements, including in the areas of data privacy, information security, sustainability and responses to climate change. Compliance with laws, rules and regulations could harm our current and future business and operations. For additional information, see Part I, Item 1A, "Risk Factors - Risks Related to Our Business, Operations and Industry," included herein for updates to our risk factors regarding the potential impact of government regulations on our business.

 Available Information

 We file annual, quarterly and current reports and other documents with the United States Securities and Exchange Commission (the "SEC") under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The public can obtain any documents that we file with the SEC at www.sec.gov. We also make available free of charge our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after filing such materials with, or furnishing such materials to, the SEC, on or through our website, www. YETI.com. We are not including the information contained on, or accessible through, any website as a part of, or incorporating it by reference into, this Report, unless expressly noted.

 Item 1A. Risk Factors

 Our business, financial condition and operating results can be affected by a number of risks and uncertainties, whether currently known or unknown, any one or more of which could, directly or indirectly, cause our actual results of operations and financial condition to vary materially from past, or from anticipated future, results of operations and financial condition. The risks discussed below are not the only ones facing our business but do represent those risks that we believe are material to us. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also adversely affect our business, financial condition and results of operations.

 Risks Related to Our Business, Operations and Industry

 Our business depends on maintaining and strengthening our brand to attract new customers and generate and maintain ongoing demand for our products, and a significant reduction in such demand could harm our results of operations.

 The YETI name and premium brand image are integral to the growth of our business, as well as to the implementation of our strategies for expanding our business. Our success depends on the value and reputation of our brand, which is rooted in passion for the outdoors. To sustain long-term growth, we must continue to successfully promote our products to consumers who align with the values of our brand, as well as to individuals who simply value products of uncompromising quality and design. Our ability to execute our marketing and growth strategy depends on many factors, such as the quality, design, performance, functionality, and durability of our products, the image and reputation of our e-commerce platform, the design of our retail partner floor spaces, the impact of our communication activities, including advertising, social media, and public relations, and our management of the customer experience, including direct interfaces through customer service. Maintaining, promoting, and positioning our brand are important to expanding our customer base and will depend largely on the success of our marketing and merchandising efforts and our ability to provide consistent, high-quality customer experiences.

 We have made, and we expect that we will continue to make, significant investments in promoting our products and attracting new customers, including through the use of corporate partnerships, YETI Ambassadors, traditional, digital, and social media, original YETI films, and participation in, and sponsorship of, community events. Marketing campaigns can be expensive and may not result in the cost-effective acquisition of customers. Ineffective marketing, ongoing and sustained promotional activities, negative publicity, product diversion to unauthorized distribution channels, product or manufacturing defects, product recalls, counterfeit products, unfair labor practices, and failure to protect the intellectual property rights in our brand are some of the potential threats to the strength of our brand, and those and other factors could rapidly and severely diminish customer confidence in us. Furthermore, these factors could cause our customers to lose the personal connection they feel with the YETI brand. Actions taken by individuals that we partner with, such as YETI ambassadors, influencers or our associates, that fail to represent our brand in a manner consistent with our brand image, whether through our social media platforms or their own, could also harm our brand reputation and materially impact our business. Further, as our brand becomes more widely known, future marketing campaigns may not attract new customers at the same rate as past campaigns. Inflation or higher product costs may also affect our ability to provide products in a cost-effective manner and hinder us from attracting new customers. If we are unable to attract new customers, fail to attract new customers in a cost-effective manner, or fail to drive awareness of our full product portfolio among new and existing customers, our growth could be slower than we expect and our business could be harmed.

 If we are unable to successfully design, develop and market new products, our business may be harmed.

 The market for products in the outdoor and recreation products industry is characterized by new product introductions, frequent enhancements to existing products, and changing customer demands, needs and preferences. To maintain and increase sales, we must continue to introduce new products and improve or enhance our existing products on a timely basis to respond to new and evolving consumer preferences. The success of our new and enhanced products depends on many factors, including anticipating consumer preferences, finding innovative solutions to consumer problems, differentiating our products from those of our competitors, and maintaining the strength of our brand. The design and development of our products is costly, and we typically have several products in development at the same time. Problems in the design or quality of our products, or delays in product introduction, may harm our brand, business, financial condition, and results of operations. Any new products that we develop and market may not generate sufficient revenues to recoup their development, production, marketing, selling and other costs.

 Our business could be materially harmed if we are unable to accurately forecast our growth rate and demand for our products.

 To ensure adequate inventory supply, we must forecast inventory needs and place orders with our manufacturers before firm orders are placed by our customers. Forecasts are particularly challenging as we expand into new markets and geographies, develop and market new products, and face macroeconomic uncertainties, including related to consumer discretionary spending, interest rates, inflation, tariffs and geopolitical events. Our historical sales, expense levels, and profitability may not be an appropriate basis for forecasting future results. If we fail to accurately forecast customer demand, including relating to our expected growth, we may experience excess inventory levels or a shortage of product to deliver to our customers. Failure to accurately forecast our results of operations and growth rate could also cause us to make poor operating decisions and we may not be able to adjust in a timely manner. Consequently, actual results could be materially lower than anticipated. Even if the markets in which we compete expand, we cannot assure you that our business will grow at similar rates, or at all.

 Factors that could affect our ability to accurately forecast demand for our products include: (a) an increase or decrease in consumer demand for our products; (b) our failure to accurately forecast consumer acceptance for our new products; (c) product introductions by competitors; (d) unanticipated changes in general market conditions or other factors, which may result in cancellations of advance orders or a reduction or increase in the rate of reorders or at-once orders placed by retailers; (e) impacts on consumer demand due to unseasonable weather conditions; (f) weakening economic conditions or consumer confidence in future economic conditions, as well as inflationary conditions or tariffs resulting in rising prices, which could each reduce demand for discretionary items, such as our products; and (g) terrorism or acts of war, or the threat thereof, or political or labor instability or unrest, riots, or public health crises, which could adversely affect consumer confidence and spending or interrupt production and distribution of product and raw materials.

 Inventory levels in excess of customer demand may result in inventory write-downs or write-offs and the sale of excess inventory at discounted prices or in less preferred distribution channels, which could impair our brand image and harm our gross margin. In addition, if we underestimate the demand for our products, our manufacturers may not be able to produce products to meet our customer requirements, and this could result in delays in the shipment of our products, lower sales, higher costs, as well as damage to our reputation and retailer and distributor relationships.

 Difficulty in forecasting demand also makes it difficult to estimate our future results of operations and financial condition from period to period. A failure to accurately predict the level of demand for our products could adversely impact our profitability or cause us not to achieve our expected financial results.

 We may not be able to effectively manage our growth.

 As we grow our business, slower growing or reduced demand for our products, increased competition, a decrease in the growth rate of our overall market, failure to develop and successfully market new products, or the maturation of our business or market could harm our business. We have made and expect to continue to make significant investments in our business. We plan to continue to expand our operations and infrastructure both domestically and internationally. We also intend to continue to design, develop, and market new products and make enhancements to our existing products. If our sales do not increase at a sufficient rate to offset these increases in our operating expenses, our profitability may decline in future periods.

 As we continue to expand our operations, headcount, geographical footprint, and product offerings, the scope and complexity of our business continues to increase. Consequently, we may experience difficulties in managing our growth and building the appropriate processes and controls. Future growth may increase the strain on our resources. We could experience operating difficulties, including difficulties in sourcing, logistics, recruiting, marketing, designing innovative products, and meeting consumer needs. We could also experience difficulties maintaining disclosure controls and procedures and internal controls. If we do not adapt to meet these evolving challenges, the strength of our brand may erode, the quality of our products may suffer, we may not be able to deliver products on a timely basis to our customers, and our corporate culture may be harmed.

 Our growth depends, in part, on expanding into additional consumer markets, and we may not be successful in doing so.

 We believe that our future growth depends not only on continuing to reach our existing retail partners and customers, but also continuing to broaden our retail partner and customer base. The growth of our business will depend, in part, on our ability to continue to expand our retail partner and customer bases in the United States, as well as in international markets, including Canada, Australia, Europe, and Asia. In these international markets, we face challenges that are at times different from those encounter in the United States, including competitive, merchandising, distribution, hiring, and other difficulties. We may also encounter difficulties in attracting customers due to a lack of consumer familiarity with or acceptance of our brand, or a resistance to paying for premium products, particularly in international markets. We continue to evaluate marketing efforts and other strategies to expand the customer base for our products. In addition, although we are investing in sales and marketing activities to further penetrate newer regions, including expansion of our dedicated sales force, we cannot assure you that we will be successful. If we are not successful, our business and results of operations may be harmed.

 The markets in which we compete are highly competitive and include numerous other brands and retailers that offer a wide variety of products that compete with our products; if we fail to compete effectively, we could lose our market position.

 The markets in which we compete are highly competitive, with low barriers to entry. Numerous other brands and retailers offer a wide variety of products that compete with our products, including coolers, drinkware, bags, and cargo. Competition in these product markets is based on a number of factors, including product quality, performance, durability, styling, brand image and recognition, and price. Our competitors may be able to develop and market higher quality products that compete with our products, sell their products for lower prices, adapt to changes in consumers' needs and preferences more quickly, devote greater resources to the design, sourcing, distribution, marketing, and sale of their products, or generate greater brand recognition than us. In addition, as we expand into new product categories, we have faced, and will continue to face, different and, in some cases, more formidable competition. We believe many of our competitors and potential competitors have significant competitive advantages, including longer operating histories, ability to leverage their sales efforts and marketing expenditures across a broader portfolio of products, global product distribution, larger and broader base of retail partners, more established relationships with a larger number of suppliers and manufacturing partners, greater brand recognition, larger or more effective brand ambassador and endorsement relationships, greater financial strength, larger research and development teams, larger marketing budgets, and more distribution and other resources than we do. Some of our competitors may aggressively discount their products or offer other attractive sales terms in order to gain market share, which could result in pricing pressures, reduced profit margins, or lost market share. For example, if our retail partners were to demand higher discounts, we may be forced to lower our gross margins on products sold through such partners. If we are not able to overcome these potential competitive challenges, effectively market our current and future products, and otherwise compete effectively against our current or potential competitors, our prospects, results of operations, and financial condition could be harmed.
 In addition, our customers have become increasingly technologically savvy and expect a seamless omni-channel experience regardless of whether they are shopping in stores or online. Innovation by existing or new competitors could alter the competitive landscape by improving the customer experience and heightening customer expectations or by transforming other aspects of their business through new technologies, such as artificial intelligence ("AI"). If we are unable to develop and continuously improve our technologies, the efforts of which typically require significant capital investments, we may not be able to provide a convenient and consistent experience to our customers, which could negatively affect our ability to compete with other retailers and could result in diminished loyalty to our brands, which could adversely impact our business.

 Our future success depends on the continuing efforts of our management and key employees and on our ability to attract and retain highly skilled personnel and senior management.

 We depend on the talents and continued efforts of our senior management and key employees. The loss of members of our management or key employees may disrupt our business and harm our results of operations. Furthermore, our ability to manage further expansion will require us to continue to attract, motivate, and retain additional qualified personnel. Competition for this type of personnel is intense, and we may not be successful in attracting, integrating, and retaining the personnel required to grow and operate our business effectively. There can be no assurance that our current management team or any new members of our management team will be able to successfully execute our business and operating strategies.

 Unauthorized use or invalidation of our patents, trademarks, copyrights, trade dress, trade secrets, or other intellectual property or proprietary rights may cause significant damage to our brand and harm our results of operations.

 As our business continues to expand, our competitors have imitated or attempted to imitate, and will likely continue to imitate or attempt to imitate, our product designs and branding, which could harm our business and results of operations. Only a portion of the intellectual property used in the manufacture and design of our products is patented, and we therefore rely significantly on trade secrets, trade and service marks, trade dress, and the strength of our brand. We regard our patents, trade dress, trademarks, copyrights, trade secrets, and similar proprietary rights as critical to our success. We also rely on trade secret protection and confidentiality agreements with our employees, consultants, suppliers, manufacturers, and others to protect our proprietary rights. Nevertheless, the steps we take to protect our proprietary rights against infringement or other violation may be inadequate, and we may experience difficulty in effectively limiting the unauthorized use of our patents, trademarks, trade dress, and other intellectual property and proprietary rights worldwide. We also cannot guarantee that others will not independently develop technology with the same or similar function to any proprietary technology we rely on to conduct our business and differentiate ourselves from our competitors. Because a significant portion of our products are manufactured overseas in countries where counterfeiting is more prevalent, and we intend to increase our sales overseas over the long term, we may experience increased counterfeiting of our products. Unauthorized use or invalidation of our patents, trademarks, copyrights, trade dress, trade secrets, or other intellectual property or proprietary rights may cause significant damage to our brand and harm our results of operations.

 While we actively develop and protect our intellectual property rights, there can be no assurance that we will be adequately protected in all countries in which we conduct our business or that we will prevail when defending our patent, trademark, and proprietary rights. Additionally, we could incur significant costs and management distraction in pursuing claims to enforce our intellectual property rights through litigation and defending any alleged counterclaims. If we are unable to protect or preserve the value of our patents, trade dress, trademarks, copyrights, or other intellectual property rights for any reason, or if we fail to maintain our brand image due to actual or perceived product or service quality issues, adverse publicity, governmental investigations or litigation, or other reasons, our brand and reputation could be damaged, and our business may be harmed.

 We may be subject to liability if we infringe upon the intellectual property rights of third parties.

 Third parties have sued us and may in the future sue us for alleged infringement of their proprietary rights. The party claiming infringement might have greater resources than we do to pursue its claims, and we have been, and may in the future be, forced to incur substantial costs and devote significant management resources to defend against such litigation, even if the claims are meritless and even if we ultimately prevail. If the party claiming infringement were to prevail, we could be forced to modify or discontinue our products, pay significant damages, or enter into expensive royalty or licensing arrangements with the prevailing party. In addition, any payments we are required to make, and any injunction we are required to comply with as a result of such infringement, could harm our reputation and financial results.

 We rely on third-party contract manufacturers, and problems with, or loss of, our suppliers or an inability to obtain raw materials could harm our business and results of operations.

 Our products are produced by third-party contract manufacturers, typically through a series of purchase orders. Manufacturers may breach our agreements with them, including purchase orders, and we may not be able to enforce our rights under these agreements or may incur significant costs attempting to do so. We therefore face the risk that these third-party contract manufacturers may not produce and deliver our products in adequate quantities, on a timely basis or at all, or that they will fail to comply with our quality standards. We have experienced, and will likely continue to experience, operational difficulties with our manufacturers. These difficulties include reductions in the availability of production capacity, errors in complying with product specifications and regulatory and customer requirements, insufficient quality control, failures to meet production deadlines, failure to achieve our product quality standards, increases in costs of materials, and manufacturing or other business interruptions. The ability of our manufacturers to effectively satisfy our production requirements could also be impacted by manufacturer financial difficulty or damage to their operations caused by fire, terrorist attack, riots, natural disaster, public health emergencies, or other events. The failure of any manufacturer to perform to our expectations could result in supply shortages or delays for certain products and harm our business. If we experience significantly increased demand, or if we need to replace an existing manufacturer due to lack of performance, we may be unable to supplement or replace our manufacturing capacity on a timely basis or on terms that are acceptable to us, which may increase our costs, reduce our margins, and harm our ability to deliver our products on time. For certain of our products, it may take a significant amount of time to identify and qualify a manufacturer that has the capability and resources to produce our products to our specifications in sufficient volume and satisfy our service and quality control standards. In addition, our manufacturers may raise prices in the future, which would increase our costs and harm our margins. Any of these risks could harm our ability to deliver our products on time, or at all, damage our reputation and our relationships with our retail partners and customers, and increase our product costs thereby reducing our margins.

 The capacity of our manufacturers to produce our products is also dependent upon the availability of raw materials. Our manufacturers may not be able to obtain sufficient supply of raw materials, which could result in delays in deliveries of our products by our manufacturers or increased costs. Any shortage of raw materials or inability of a manufacturer to produce or ship our products in a timely manner, or at all, could impair our ability to ship orders of our products in a cost-efficient, timely manner and could cause us to miss the delivery requirements of our customers. As a result, we could experience cancellations of orders, refusals to accept deliveries, or reductions in our prices and margins, any of which could harm our financial performance, reputation, and results of operations.

 In addition, except in some of the situations where we have a supply contract, our arrangements with our manufacturers are not exclusive. As a result, our manufacturers could produce similar products for our competitors, some of which could potentially purchase products in significantly greater volume, which could impair or eliminate our access to manufacturing capacity. Further, while certain of our long-term contracts stipulate contractual exclusivity, those manufacturers could choose to breach our agreements and work with our competitors. Our competitors could enter into restrictive or exclusive arrangements with our manufacturers that could impair or eliminate our access to manufacturing capacity or supplies.

 If we fail to timely and effectively obtain shipments of products from our manufacturers and deliver products to our retail partners and customers, our business and results of operations could be harmed.

 Our business depends on our ability to source and distribute products in a timely manner. However, we cannot control all of the factors that might affect the timely and effective procurement of our products from our third-party contract manufacturers and the delivery of our products to our retail partners and customers.

 We utilize global third-party logistics providers to warehouse and distribute finished products from our distribution facilities in Memphis, Tennessee, Salt Lake City, Utah, and Sumner, Washington to support our domestic operations, and in Australia, Canada, the United Kingdom, New Zealand, the Netherlands, and Vietnam to support our international operations. Our reliance on a limited number of geographical locations for our distribution centers makes us more vulnerable to natural disasters, weather-related disruptions, accidents, system failures, public health emergencies, or other unforeseen events that could delay or impair our ability to fulfill retailer orders and/or ship merchandise purchased on our website, which could harm our sales.

 We import our products, and rely on the timely and free flow of goods through open and operational ports from our suppliers and manufacturers. Accordingly, we are subject to certain risks, including labor disputes, union organizing activity, inclement weather, public health crises, and increased transportation costs, associated with our third-party contract manufacturers' and carriers' ability to provide products and services to meet our requirements. Such events could result in delayed or canceled orders by customers, unanticipated inventory accumulation or shortages, and harm to our business, results of operations, and financial condition. We are also vulnerable to risks associated with products manufactured abroad, including, among other things: (a) risks of damage, destruction, or confiscation of products while in transit to our distribution centers; and (b) transportation and other delays in shipments, including as a result of heightened security screening, port congestion, container and labor shortages, and inspection processes or other port-of-entry limitations or restrictions. Global events may also impact the import of our products. For example, in response to ongoing geopolitical conflicts, certain governments have, and may again in the future, implement sanctions, seizures of assets, or export control measures, which could result in higher costs, inventory shortages, or both. In addition, geopolitical conflicts near key global shipping areas may disrupt shipping routes, causing delays and increased freight costs. Although we have continued to experience such effects with respect to the ongoing conflict in the Red Sea, such effects have not materially impacted our business to date.

 In order to meet demand for a product, we have chosen in the past, and may choose in the future, to arrange for additional quantities of the product, if available, to be delivered through air freight, which is significantly more expensive than standard shipping by sea and, consequently, adversely impacts our gross margins. In addition, we rely upon independent land-based and air freight carriers for product shipments from our distribution centers to our retail partners and customers who purchase through our DTC channel. We may not be able to obtain sufficient freight capacity on a timely basis or at favorable shipping rates and, therefore, may not be able to receive products from suppliers or deliver products to retail partners or customers in a timely and cost-effective manner. Failure to procure our products from our third-party contract manufacturers and deliver merchandise to our retail partners and DTC channel in a timely, effective, and economically viable manner could reduce our sales and gross margins, damage our brand, and harm our business.

 Our business is subject to the risk of manufacturer concentrations.

 We are exposed to risk due to our concentration of business activity with certain third-party contract manufacturers of our products. For coolers & equipment products, our two largest manufacturers comprised approximately 36% of our production volume during 2024. For drinkware products, our two largest manufacturers comprised approximately 74% of our production volume during 2024. As a result of this concentration in our supply chain, our business and operations would be negatively affected if any of our key manufacturers were to experience significant disruption affecting the price, quality, availability, or timely delivery of products. Our manufacturers could also be acquired by our competitors and may become our direct competitors, thus limiting or eliminating our access to manufacturing capacity. The partial or complete loss of our key manufacturers, or a significant adverse change in our relationship with any of these manufacturers, could result in lost sales, added costs, and distribution delays that could harm our business and customer relationships.

 Our business could be harmed if we fail to execute our internal plans to transition our supply chain and certain other business processes to a global scale.

 We continually assess, and re-engineer as needed, our supply chain management, technology, and business processes to support our expanding scale. Our expansion to a global scale requires significant investment of capital and human resources, the adaptation and evolution of many business processes and technology, and the attention of many managers and other employees who would otherwise be focused on other aspects of our business. If our globalization efforts fail to produce planned efficiencies, or are not managed effectively, we may experience excess inventories, inventory shortage, late deliveries, lost sales, or increased costs. Any business disruption arising from our globalization efforts, or our failure to effectively execute our internal plans to expand globally, could harm our results of operations and financial condition.

 If we cannot maintain prices or effectively implement price increases, our margins may decrease.

 Our ability to maintain prices or effectively implement price increases may be affected by several factors, including pricing pressure due to intense competition in the retail industry, effectiveness of our marketing programs, the continuing growth of our brand, general economic conditions, and changes in consumer demand. During challenging economic times, consumers may be less willing or able to pay a price premium for our branded products and may shift purchases to lower-priced or other value offerings, making it more difficult for us to maintain prices and/or effectively implement price increases. In addition, our retail partners and distributors may pressure us to rescind price increases we have announced or already implemented, whether through a change in list price or increased promotional activity. If we cannot maintain prices or effectively implement price increases for our products, or must increase promotional activity, our margins may be adversely affected. Furthermore, price increases generally result in volume losses, as consumers purchase fewer units. If such losses are greater than expected or if we lose distribution due to a price increase, our business, financial condition and results of operations may be materially and adversely affected.

 Fluctuations in the cost and availability of raw materials, equipment, labor, and transportation could cause manufacturing delays or increase our costs.

 The price and availability of key components used to manufacture our products, including polyethylene, polyurethane foam, stainless-steel, polyester fabric, zippers, and other plastic materials and coatings, as well as manufacturing equipment and molds, may fluctuate significantly. In addition, the cost of labor at our third-party contract manufacturers and third-party logistics providers could increase significantly. Additionally, the cost of logistics and transportation fluctuates due to a number of factors, including the price of oil, available capacity, market demand, and geopolitical events. Global political conditions, threatened or actual acts of war or terrorism, instability or other disruptions in areas such as the Middle East, South America and Europe, and trade, economic or other disagreements among nations, can significantly affect, and recently have significantly affected transportation times and costs. Any fluctuations in the cost and availability of any of our raw materials or other sourcing or transportation costs related to our raw materials or products could harm our gross margins and our ability to meet customer demand. For example, the ongoing conflict in the Red Sea has disrupted shipping routes, which has caused us to continue experiencing shipping delays and increased freight costs. Although such effects have not materially impacted our business to date, such conditions could worsen. If we are unable to successfully mitigate a significant portion of these product cost increases or fluctuations, our results of operations could be harmed.

 Many of our products are manufactured by third parties outside of the United States, and our business may be harmed by legal, regulatory, economic, political and public health risks associated with international trade and those markets.

 Our reliance on suppliers and manufacturers in foreign markets creates risks inherent in doing business in foreign jurisdictions, including: (a) the burdens of complying with a variety of foreign laws and regulations, including trade and labor restrictions and laws relating to the importation and taxation of goods; (b) weaker protection for intellectual property and other legal rights than in the United States, and practical difficulties in enforcing intellectual property and other rights outside of the United States; (c) compliance with U.S. and foreign laws relating to foreign operations, including the U.S. Foreign Corrupt Practices Act ("FCPA"), the UK Bribery Act 2010 ("Bribery Act"), regulations of the U.S. Office of Foreign Assets Controls ("OFAC"), and U.S. anti-money laundering regulations, which respectively prohibit U.S. companies from making improper payments to foreign officials for the purpose of obtaining or retaining business, operating in certain countries, or maintaining business relationships with certain restricted parties as well as engaging in other corrupt and illegal practices; (d) economic and political instability and acts of terrorism in the countries where our suppliers are located; (e) public health crises, such as pandemics and epidemics, in the countries where our suppliers and manufacturers are located; (f) transportation interruptions or increases in transportation costs; and (g) the imposition of tariffs or non-tariff barriers on components and products that we import into the United States or other markets. Further, we cannot assure you that our directors, officers, employees, representatives, manufacturers, or suppliers have not engaged and will not engage in conduct for which we may be held responsible, nor can we assure you that our manufacturers, suppliers, or other business partners have not engaged and will not engage in conduct that could materially harm their ability to perform their contractual obligations to us or even result in our being held liable for such conduct. Violations of the FCPA, the Bribery Act, OFAC restrictions, or other export control, anti-corruption, anti-money laundering, and anti-terrorism laws or regulations may result in severe criminal or civil penalties, and we may be subject to other related liabilities, which could harm our business, financial condition, cash flows, and results of operations.

 As current tariffs are implemented, or if additional or increased tariffs or other restrictions are placed on foreign imports or any related counter-measures are taken by other countries, our business and results of operations could be harmed.

 Most of our imported products are subject to duties, indirect taxes, quotas and non-tariff trade barriers, any of which may limit the quantity of products that we may import into the U.S. and other countries or may impact the cost of such products. To maximize opportunities, we rely on free trade agreements and other supply chain initiatives, and, as a result, we are subject to government regulations and restrictions with respect to our cross-border activity. Additionally, we are subject to government regulations relating to importation activities, including related to U.S. Customs and Border Protection ("CBP") withhold release orders. The imposition of taxes, duties and quotas, the withdrawal from or material modification to trade agreements, and/or if CBP detains shipments of our goods pursuant to a withhold release order could have a material adverse effect on our business, results of operations and financial condition.

 In the United States, the Trump Administration has implemented tariffs and has signaled that it may implement additional or increased tariffs, other trade restrictions, or may alter trade agreements between the United States and Canada, China, the European Union, and Mexico, among others. Such actions include limiting trade and/or imposing tariffs on imports from such countries. Tariffs have the potential to significantly raise the cost of our products. In such a case, there can be no assurance that we will be able to shift manufacturing and supply agreements to non-impacted countries, including the United States, to reduce the effects of the tariffs. As a result, we may suffer margin erosion or be required to raise our prices, which may result in the loss of customers, negatively impact our results of operations, or otherwise harm our business. In addition, the imposition of tariffs on products that we export to international markets could make such products more expensive compared to those of our competitors if we pass related additional costs on to our customers, which may also result in the loss of customers, negatively impact our results of operations, or otherwise harm our business.

 Our aspirations, disclosures, and actions related to ESG matters expose us to risks that could adversely affect our reputation and performance.

 The focus and expectations of investors, customers, associates, business partners and other stakeholders concerning ESG matters continue to evolve rapidly. We announce initiatives related to ESG matters from time to time and have established and publicly announced certain ESG goals. These statements reflect our current plans and aspirations and are not guarantees that we will be able to achieve them. Our ability to achieve any ESG objective is subject to numerous risks, many of which are outside of our control. Our failure to accomplish or accurately track and report on these goals on a timely basis, or at all, could adversely affect our reputation, financial performance and growth, and expose us to increased scrutiny from the investment community as well as enforcement authorities. In addition, we could be criticized for the scope of our ESG initiatives or goals.

 Different stakeholder groups have divergent views on ESG matters, which increases the risk that any action or lack thereof with respect to ESG matters will be perceived negatively by at least some stakeholders and adversely impact our reputation and business. If we do not successfully manage ESG-related expectations across these varied stakeholder interests, we may face scrutiny, reputational risk, lawsuits, or market access restrictions from these parties regarding our ESG initiatives.

 Globally, a lack of harmonization and the rapid evolution in relation to ESG legal and regulatory reform across the jurisdictions in which we may operate may affect our future implementation of, and compliance with, ESG standards and requirements. Standards for tracking and reporting ESG matters are relatively new, have not been formalized and continue to evolve. Collecting, measuring, and reporting ESG information and metrics can be difficult and time consuming. Our selection of voluntary disclosure frameworks and standards, and the interpretation or application of those frameworks and standards, may change from time to time or differ from those of others. This may result in a lack of consistent or meaningful comparative data from period to period or between YETI and other companies in the same industry. In addition, our processes and controls may not comply with evolving standards for identifying, measuring and reporting ESG metrics, including ESG-related disclosures that may be required of public companies by the SEC and other regulators, and such standards may change over time, which could result in significant revisions to our current goals, reported progress in achieving such goals, or ability to achieve such goals in the future, and could cause us to undertake costly initiatives to satisfy such new criteria.

 If our ESG practices do not meet evolving investor or other stakeholder expectations and standards, then our reputation, our ability to attract or retain employees, and our attractiveness as an investment, business partner, acquiror or supplier could be negatively impacted. Further, our failure or perceived failure to pursue or fulfill our goals and objectives or to satisfy various reporting standards on a timely basis, or at all, could have similar negative impacts or expose us to government enforcement actions and private litigation.

 Climate change, and related legislative and regulatory responses to climate change, may adversely impact our business.

 The focus of, and levels of concern from, federal, state and local governments, non-governmental organizations and our customers, consumers and investors regarding climate change and other environmental matters continue to evolve. New governmental requirements or changing consumer preferences could negatively impact our ability to obtain raw materials or increase our acquisition and compliance costs, which could make our products more costly, less attractive to consumers than other competitive products or reduce consumer demand. We could also lose revenue if our consumers change brands or our customers move business from us because we have not complied with their preferences and investors may choose not to invest in our securities if we do not comply with their business expectations.

 Significant changes in weather patterns, including an increase in the frequency, severity and duration of extreme weather conditions and natural disasters, could also directly impact our business. Physical risks related to these events could disrupt the operation of our supply chain and the productivity of our manufacturers, increase our production costs, impose capacity restraints or impact the types of products that consumers purchase. These events could also compound adverse economic conditions and impact consumer confidence and discretionary spending. As a result, the physical effects of climate change could have a long-term adverse impact on our business and results of operations.

 A significant portion of our sales are to national, regional, and independent retail partners in our wholesale channel. If these retail partners cease to promote or carry our current products, choose not to promote or carry new products that we develop, or we need to raise our discounts to such retail partners to remain competitive, our brand as well as our results of operations and financial condition could be harmed.

 We sell a significant amount of our products through our wholesale channel, consisting of national, regional, and independent retail partners. In 2024, our wholesale channel accounted for 41% of our net sales. No single retail partner accounted for 10% or more of our gross sales in 2024. Because we are a premium brand, our sales depend, in part, on retail partners effectively displaying our products, including providing attractive space and point of purchase displays in their stores, and training their sales personnel to sell our products. If our retail partners reduce or terminate those activities, we may experience reduced sales of our products, resulting in lower gross margins, which would harm our results of operations. In addition, if these retail partners were to demand higher discounts on our products, we may experience lower gross margins on products sold to such partners. Our relationships with these retail partners are important to the authenticity of our brand and the marketing programs we continue to deploy. Our failure to maintain these relationships with our retail partners or financial difficulties experienced by these retail partners could materially harm our business.

 These retail partners may decide to emphasize products from our competitors, to redeploy their retail floor space to other product categories, or to take other actions that reduce their purchases of our products. We do not receive long-term purchase commitments from many of our retail partners, and orders received from our retail partners are often cancellable. Factors that could affect our ability to maintain or expand sales in our wholesale channel include: (a) failure to accurately identify the needs of our customers; (b) a lack of customer acceptance of new products or product expansions; (c) unwillingness of our retail partners and customers to attribute premium value to our new or existing products or product expansions relative to competing products; (d) failure to obtain shelf space from our retail partners; (e) new, well-received product introductions by competitors; (f) damage to our relationships with retail partners due to brand or reputational harm; (g) delays or defaults on our retail partners' payment obligations to us; (h) store closures, decreased foot traffic, or other adverse effects resulting from public health crises; and (i) economic conditions, including levels of consumer discretionary spending, which may be impacted by high inflation, unemployment and interest rates.

 We cannot assure you that our retail partners will continue to carry our current products or carry any new products that we develop. If these risks occur, they could harm our brand as well as our results of operations and financial condition.

 If our plans to increase sales through our DTC e-commerce channel are not successful, our business and results of operations could be harmed.

 For 2024, our DTC channel accounted for 59% of our net sales, and our sales through the Amazon Marketplace represented approximately 15% of our net sales. Part of our growth strategy involves increasing sales through our DTC e-commerce channel. The level of customer traffic and volume of customer purchases through our country and region-specific YETI websites or other e-commerce initiatives are substantially dependent on our ability to provide a content-rich and user-friendly website, a hassle-free customer experience, sufficient product availability, and reliable, timely delivery of our products. If we are unable to maintain and increase customers' use of our website, allocate sufficient product to our website, and increase any sales through our website, our continued DTC channel growth, our business, and results of operations could be harmed. Furthermore, any adverse change in our relationship with Amazon, including restrictions on the ability to offer products on the Amazon Marketplace or termination of the relationship, could adversely affect our continued DTC channel growth, our business, and results of operations.

 Our DTC business subjects us to numerous other risks, including, but not limited to, (i) U.S. or international resellers purchasing our merchandise and reselling it outside of our control, (ii) failure of our DTC operating and support systems, including computer viruses, theft of customer information, privacy concerns, telecommunication failures and electronic break-ins and similar disruptions, (iii) credit card fraud, (iv) diversion of sales from our wholesale customers, (v) difficulty recreating the in-store experience through e-commerce channels, (vi) liability for online content, (vii) changing patterns of consumer behavior and (viii) intense competition from other online retailers. Our failure to successfully respond to these risks might adversely affect sales in our DTC channel, as well as damage our reputation and brand.

 We currently have a number of country- and region-specific YETI websites and have plans to expand our e-commerce platform to others. Expanding into these countries and regions may impose different and evolving laws governing the operation and marketing of e-commerce websites, as well as the collection, storage, and use of information on customers interacting with those websites. We may incur additional costs and operational challenges in complying with these laws, and differences in these laws may cause us to operate our business differently, and less effectively, in different territories. If so, we may incur additional costs and may not fully realize the investment in our international expansion.

 If we do not successfully implement our retail store expansion plans, our growth and profitability could be harmed.

 We have and may continue to expand our existing DTC channel by opening new retail stores. Our ability to open new retail stores in a timely manner and operate them profitably depends on a number of factors, many of which are beyond our control, including:

 • our ability to manage the financial and operational aspects of our retail growth strategy, including making appropriate investments in our software systems, information technology, and operational infrastructure;
 • our ability to identify suitable locations, including our ability to gather and assess demographic and marketing data to accurately determine customer demand for our products in the locations we select;
 • our ability to negotiate favorable lease agreements;
 • our ability to properly assess the potential profitability and payback period of potential new retail store locations;
 • the availability of financing on favorable terms;
 • our ability to secure required governmental permits and approvals and our ability to effectively comply with state and local employment and labor laws, rules, and regulations;
 • our ability to hire and train skilled store operating personnel, especially management personnel;
 • the availability of construction materials and labor and the absence of significant construction delays or cost overruns;

 • our ability to provide a satisfactory mix of merchandise that is responsive to the needs of our customers living in the areas where new retail stores are established;
 • our ability to establish a supplier and distribution network able to supply new retail stores with inventory in a timely manner;
 • our competitors, or our retail partners, building or leasing stores near our retail stores or in locations we have identified as targets for a new retail store;
 • customer demand for our products; and
 • general economic and business conditions affecting consumer confidence and spending and the overall strength of our business.

 We may not be able to successfully address the risks that opening retail stores entails. In order to pursue our retail store strategy, we will be required to expend significant cash resources prior to generating any sales in these stores. We may not generate sufficient sales from these stores to justify these expenses, which could harm our business and profitability. The substantial management time and resources, which any future retail store expansion strategy may require, could also result in disruption to our existing business operations, which may decrease our net sales and profitability.

 Insolvency, credit problems or other financial difficulties that could confront our retail partners could expose us to financial risk.

 We sell to the large majority of our retail partners on open account terms and do not require collateral or a security interest in the inventory we sell them. Consequently, our accounts receivable with our retail partners are unsecured. Insolvency, credit problems, or other financial difficulties confronting our retail partners could expose us to financial risk. These actions could expose us to risks if they are unable to pay for the products they purchase from us. Financial difficulties of our retail partners could also cause them to reduce their sales staff, use of attractive displays, number or size of stores, and the amount of floor space dedicated to our products. Further, economic conditions resulting in diminished liquidity or credit availability, increases in inflation rates, rising interest rates, declines in consumer confidence, declines in economic growth, or uncertainty about economic stability, may lead to a material reduction in sales of our products by our retail partners. Any reduction in sales by, or loss of, our current retail partners or customer demand, or credit risks associated with our retail partners, could harm our business, results of operations, and financial condition.

 If our independent suppliers and manufacturing partners do not comply with ethical business practices or with applicable laws and regulations, our reputation, business, and results of operations could be harmed.

 Our reputation and our customers' willingness to purchase our products depend in part on our suppliers', manufacturers', and retail partners' compliance with ethical employment practices, such as with respect to child labor, wages and benefits, forced labor, discrimination, safe and healthy working conditions, and with all legal and regulatory requirements relating to the conduct of their businesses. We do not exercise control over our suppliers, manufacturers, and retail partners and cannot guarantee their compliance with ethical and lawful business practices. If our suppliers, manufacturers, or retail partners fail to comply with applicable laws, regulations, safety codes, employment practices, human rights standards, quality standards, environmental standards, production practices, or other obligations, norms, or ethical standards, our reputation and brand image could be harmed, and we could be exposed to litigation and additional costs that would harm our business, reputation, and results of operations.

 We are subject to payment-related risks that may result in higher operating costs or the inability to process payments, either of which could harm our business, financial condition and results of operations.

 For our DTC sales, as well as for sales to certain retail partners, we accept a variety of payment methods, including credit cards, debit cards, electronic funds transfers, electronic payment systems, and gift cards. Accordingly, we are, and will continue to be, subject to significant and evolving regulations and compliance requirements, including obligations to implement enhanced authentication processes that could result in increased costs and liability and reduce the ease of use of certain payment methods. For certain payment methods, including credit and debit cards, as well as electronic payment systems, we pay interchange and other fees, which may increase over time. We rely on independent service providers for payment processing, including credit and debit cards. If these independent service providers become unwilling or unable to provide these services to us, or if the cost of using these providers increases, our business could be harmed. We are also subject to payment card association operating rules and agreements, including data security rules and agreements, certification requirements, and rules governing electronic funds transfers, which could change or be reinterpreted to make it difficult or impossible for us to comply. If we fail to comply with these rules or requirements, or if our data security systems are breached or compromised, we may be liable for losses incurred by card issuing banks or customers, subject to fines and higher transaction fees, lose our ability to accept credit or debit card payments from our customers, or process electronic fund transfers or facilitate other types of payments. Any failure to comply could significantly harm our brand, reputation, business, financial condition and results of operations.

 Our plans for international expansion may not be successful; our limited operating experience and limited brand recognition in new markets may make it more difficult to execute our expansion strategy and cause our business and growth to suffer.

 Continued expansion into markets outside the United States, including Canada, Australia, Europe and Asia, is one of our key long-term strategies for the future growth of our business. There are, however, significant costs and risks inherent in selling our products in international markets, including: (a) failure to effectively translate and establish our core brand identity, particularly in markets with a less-established heritage of outdoor and recreational activities; (b) time and difficulty in building a widespread network of retail partners; (c) increased shipping and distribution costs, which could increase our expenses and reduce our margins; (d) potentially lower margins in some regions; (e) longer collection cycles in some regions; (f) increased competition from local providers of similar products; (g) compliance with foreign laws and regulations, including taxes and duties, enhanced privacy laws, rules, and regulations, and product liability laws, rules, and regulations, particularly in the European Union and Japan; (h) establishing and maintaining effective internal controls at foreign locations and the associated increased costs; (i) increased counterfeiting and the uncertainty of protection for intellectual property rights in some countries and practical difficulties of enforcing rights abroad; (j) compliance with anti-bribery, anti-corruption, sanctions, and anti-money laundering laws, such as the FCPA, the Bribery Act, and OFAC regulations, by us, our employees, and our business partners; (k) currency exchange rate fluctuations and related effects on our results of operations; (l) economic weakness, including inflation, or political instability in foreign economies and markets; (m) compliance with tax, employment, immigration, and labor laws for employees living or traveling abroad; (n) workforce uncertainty in countries where labor unrest is more common than in the United States; (o) business interruptions resulting from geopolitical actions, including war and terrorism, natural disasters, including earthquakes, typhoons, floods, and fires, public health emergencies, including the outbreak of a pandemic or other public health crisis; (p) the imposition of tariffs on products that we import into international markets that could make such products more expensive compared to those of our competitors; (q) that our ability to expand internationally could be impacted by the intellectual property rights of third parties that conflict with or are superior to ours; and (r) other costs and risks of doing business internationally.

 These and other factors could harm our international operations and, consequently, harm our business, results of operations, and financial condition. Further, we may incur significant operating expenses as a result of our planned international expansion, and it may not be successful. We have limited experience with regulatory environments and market practices internationally, and we may not be able to penetrate or successfully operate in new markets. We also have limited operating experience outside of the United States and in our expansion efforts we may encounter obstacles we did not face in the United States, including cultural and linguistic differences, differences in regulatory environments, labor practices and market practices, difficulties in keeping abreast of market, business and technical developments, and preferences of foreign customers. Consumer demand and behavior, as well as tastes and purchasing trends, may differ internationally, and, as a result, sales of our products may not be successful, or the margins on those sales may not be in line with those we anticipate. We may also encounter difficulty expanding into international markets because of limited brand recognition, leading to delayed or limited acceptance of our products by customers in these markets and increased marketing and customer acquisition costs to establish our brand. Accordingly, if we are unable to successfully expand internationally or manage the complexity of our global operations, we may not achieve the expected benefits of this expansion and our financial condition and results of operations could be harmed.

 Our financial results and future growth have been, and could in the future be, harmed by currency exchange rate fluctuations.

 As our international business grows, our results of operations have been and could in the future be adversely impacted by changes in foreign currency exchange rates. Revenues and certain expenses in markets outside of the United States are recognized in local foreign currencies, and we are exposed to gains or losses from the translation of those amounts into U.S. dollars for consolidation into our financial statements. In addition, the business of our independent manufacturers may also be disrupted by currency exchange rate fluctuations by making their purchases of raw materials more expensive and more difficult to finance. As a result, foreign currency exchange rate fluctuations may adversely impact our results of operations.

 We may become involved in legal or regulatory proceedings and audits.
 Our business requires compliance with many laws and regulations, including labor and employment, sales and other taxes, customs, and consumer protection laws and ordinances that regulate retailers generally and/or govern the importation, promotion, and sale of merchandise, and the operation of stores and warehouse facilities. Failure to comply with these laws and regulations could subject us to lawsuits and other proceedings, and could also lead to damage awards, fines, and penalties. We are periodically involved in, and may in the future become involved in, legal proceedings and audits, including government and agency investigations, and consumer, employment, tort, and other litigation. The outcome of some of these legal proceedings, audits, and other contingencies could require us to take, or refrain from taking, actions that could harm our operations or require us to pay substantial amounts of money, harming our financial condition and results of operations. Additionally, defending against these lawsuits and proceedings may be necessary, which could result in substantial costs and diversion of management's attention and resources, harming our business, financial condition, and results of operations. Any pending or future legal or regulatory proceedings and audits could harm our business, financial condition, and results of operations.

 We may be subject to product recall, warranty liability, product liability, and other claims against us, which could adversely affect our reputation, earnings, and financial condition.

 Our products expose us to product recall and warranty liability claims if the products we manufacture, sell, or design actually or allegedly fail to perform as expected. Although we extensively and rigorously test new and enhanced products, there can be no assurance we will be able to detect, prevent, or fix all defects. Under certain circumstances, the United States Consumer Products Safety Commission, other relevant global regulatory authorities, or other country, state, or city laws (in existence now or in the future) could require us to repurchase or recall one or more of our products. Any mandatory or voluntarily repurchase or recall of our products, as well as any related monetary judgment, fine, or other penalty, could be costly and damaging to our reputation and may result in large quantities of finished products that we would not be able to sell. For example, in 2023 we initiated a global stop sale and voluntary recalls of our Hopper M30 Soft Cooler, Hopper M20 Soft Backpack Cooler, and SideKick Dry gear case. These actions subjected us to substantial costs, including product recall remedies, legal and advisory fees, and recall-related logistics costs. Further, if we are unable to develop a product solution for any potential safety concern associated with a product recall, we may not be able to sell the redesigned products for a significant period of time, if ever, and may face substantial costs associated with the development of such features and implementation of the recalls. In addition to potential recall impacts, the occurrence of any material defects in our products could expose us to liability for warranty claims, which could be in excess of our current reserves, and if our warranty reserves are inadequate to cover future warranty claims on our products, our financial condition and operating results may be harmed.

 We also face exposure to product liability claims and unusual or significant litigation in the event that one of our products is alleged to have resulted in personal injury, property damage, or other adverse effects. In addition to the risk of monetary judgments or other penalties that may result from product liability claims, such claims could result in negative publicity that could harm our reputation in the marketplace, adversely impact our brand, or result in an increase in the cost of producing our products. As a result, these types of claims could have a material adverse effect on our business, results of operations, and financial condition.

 Our business is subject to the risk of earthquakes, fire, power outages, floods, and other catastrophic events, and to interruption by problems such as terrorism, public health crises, cybersecurity incidents or other cybersecurity threats, or events affecting our information technology systems.

 Our business is vulnerable to damage or interruption from earthquakes, fires, floods, power losses, telecommunications failures, terrorist attacks, acts of war, riots, public health crises, and similar events. For example, a significant natural disaster, such as an earthquake, fire, or flood, could result in substantial losses or other costs, and our insurance coverage may be insufficient or unavailable to compensate us for losses that may occur. For instance, several of our office and building spaces are located in Texas, a state that frequently experiences floods and storms, and our domestic distribution centers are located in Memphis, Tennessee, Salt Lake City, Utah, and Sumner, Washington, which are susceptible to natural disasters, such as floods, earthquakes and wildfires. In addition, the facilities of our suppliers and where our manufacturers produce our products are located in parts of Asia that frequently experience typhoons and earthquakes. Facilities of third-party logistics providers located in other countries that warehouse and distribute our finished products internationally also face local extreme weather conditions. Acts of terrorism, civil unrest and public health crises could also cause disruptions in our or our suppliers', manufacturers', and logistics providers' businesses or the economy as a whole. For example, the COVID-19 pandemic contributed significantly to global supply chain issues, with restrictions and limitations on related activities causing disruption and delay. These disruptions and delays strained certain domestic and international supply chains, which affected the flow or availability of certain of our products. We may not have sufficient protection or recovery plans in some circumstances, such as natural disasters affecting Texas or other locations where we have operations or store significant inventory. Our business could also be negatively affected by interruptions or failures of our information technology systems, which could occur for a number of reasons, including cybersecurity incidents or other cybersecurity threats, system failures, or failure to maintain or upgrade information technology systems. See the risk factor titled "We rely significantly on information technology, and any compromise or interruption of that technology resulting from cybersecurity incidents, data security breaches, design defects or system failures could have a material negative impact on our business" for further information.

 Our results of operations are subject to seasonal and quarterly variations, which could cause the price of our common stock to decline.

 Historically, we have experienced our net sales to be highest in our fourth quarter, with the first quarter generating the lowest sales. We expect that this seasonality will continue to be a factor in our results of operations and sales. Our annual and quarterly results of operations may also fluctuate significantly as a result of a variety of other factors, including, among other things, the timing of the introduction of and advertising for our new products and those of our competitors and changes in our product mix. Variations in weather conditions may also harm our quarterly results of operations. In addition, we may not be able to adjust our spending in a timely manner to compensate for any unexpected shortfall in our sales. As a result of these seasonal and quarterly fluctuations, we believe that comparisons of our results of operations between different quarters within a single fiscal year, or across different fiscal years, are not necessarily meaningful and that these comparisons cannot be relied upon as indicators of our future performance. In the event that any seasonal or quarterly fluctuations in our net sales and results of operations result in our failure to meet our forecasts or the forecasts of the research analysts that may cover us in the future, the market price of our common stock could fluctuate or decline.

 We are subject to many hazards and operational risks that can disrupt our business, some of which may not be insured or fully covered by insurance.

 Our operations are subject to many hazards and operational risks inherent to our business, including: (a) general business risks; (b) product liability; (c) product recall; and (d) damage to third parties, our infrastructure, or properties caused by fires, floods and other natural disasters, power losses, telecommunications failures, terrorist attacks, riots, public health crises, human errors, and similar events. Our insurance coverage may be inadequate to cover our liabilities related to such hazards or operational risks. For example, our insurance coverage does not cover us for business interruptions as they relate to public health crises and may not offer coverage for such interruptions related to future pandemics or epidemics. In addition, we may not be able to maintain adequate insurance in the future at rates we consider reasonable and commercially justifiable, and insurance may not continue to be available on terms as favorable as our current arrangements. The occurrence of a significant uninsured claim or a claim in excess of the insurance coverage limits maintained by us could harm our business, results of operations, and financial condition.

 Risks Related to Market and Global Economic Conditions
 Our net sales and profits depend on the level of customer spending for our products, which is sensitive to general economic conditions and other factors; adverse economic conditions, such as a downturn in the economy or inflationary conditions resulting in rising prices, could adversely affect consumer purchases of discretionary items, which could materially harm our sales, profitability, and financial condition.

 Our products are discretionary items for customers. Therefore, the success of our business depends significantly on economic factors and trends in consumer spending. There are a number of factors that influence consumer spending, including actual and perceived economic conditions, consumer confidence, disposable consumer income, consumer credit availability, unemployment, and tax rates in the markets where we sell our products. Consumers also have discretion as to where to spend their disposable income and may choose to purchase other items or services if we do not continue to provide authentic, compelling, and high-quality premium products at appropriate price points. As global economic conditions continue to be volatile and economic uncertainty remains, trends in consumer discretionary spending also remain unpredictable and subject to declines. While some of these conditions have negatively impacted consumer discretionary spending behavior, we continue to see strong consumer demand for our products. Worsening declines in discretionary consumer spending could result in a reduction in demand for our products, decreased prices, and harm to our business and results of operations. Moreover, consumer purchases of discretionary items, such as our products, tend to decline during recessionary periods when disposable income is lower or during other periods of economic instability or uncertainty, which may slow our growth more than we anticipate. For example, inflationary conditions resulting in rising prices, including the prices of our products, and increased interest rates could lead to declines in discretionary spending by consumers, resulting in a reduction in demand for our products, and in turn may materially adversely impact our sales, profitability, and financial condition. Adverse economic conditions in markets in which we sell our products, particularly in the United States, may materially harm our sales, profitability, and financial condition.

 Public health crises could negatively impact our business, sales, financial condition, results of operations and cash flows.

 Public health crises and preventative measures taken to contain or mitigate them have caused, and may in the future cause, business slowdowns or shutdowns in affected areas and significant disruption in the financial markets both globally and in the United States. The emergence of a pandemic, epidemic, or infectious disease outbreak could, among other risks, lead to:

 • the possibility of retail store closures or reduced operating hours and/or decreased retail traffic;
 • disruption to our distribution centers and our third-party manufacturing partners and other vendors, including the effects of facility closures as a result of outbreaks of illnesses, or measures taken by federal, state or local governments to reduce the spread of illness, reductions in operating hours, labor shortages, and real time changes in operating procedures, including for additional cleaning and disinfection procedures; and
 • significant disruption of global financial markets, which could have a negative impact on our ability to access capital in the future.

 For example, the COVID-19 pandemic contributed significantly to global supply chain constraints, with restrictions and limitations on related activities causing disruption and delay. These disruptions and delays strained domestic and international supply chains, resulting in port congestion, transportation delays as well as labor and container shortages, and affected the flow or availability of certain products. In addition, increased demand for online purchases of products impacted our fulfillment operations and small parcel network, resulting in potential delays in delivering products to our customers. Other future public health crises could have a similar effect.

 The emergence of another pandemic, epidemic or infectious disease outbreak, including any required or voluntary actions to help limit the spread of illness, could impact our ability to carry out our business and may materially adversely impact global economic conditions, our business, results of operations, cash flows and financial condition. Such events could materially increase our costs, negatively impact our sales and damage our results of operations and liquidity, possibly to a significant degree. The extent of the impact of such events on our business and financial results cannot be predicted.

 Risks Related to Information Technology and Security

 We rely significantly on information technology, and any compromise or interruption of that technology resulting from cybersecurity incidents, data security breaches, design defects or system failures could have a material negative impact on our business.

 We depend on our information technology systems, as well as those of third parties, to design and develop new products, process financial and accounting information, manage inventory and our supply chain, operate our websites, host and manage our services, support our remote-working employees, store data, process transactions, respond to user inquiries, and conduct and manage various other operational activities. Any of these information technology systems could fail or experience a service interruption for a number of reasons, including cybersecurity threats, system failures, or failure to maintain or upgrade information technology systems.

 Although we have taken steps to protect the security of our information systems and the data maintained in those systems, we have, from time to time, experienced cybersecurity threats to our data and systems, including malware and computer virus attacks. It is possible that our safety and security measures will not prevent our systems from functioning improperly or becoming damaged. It is also possible that our safety and security measures will not prevent the improper access or disclosure of personally identifiable information such as in the event of a cybersecurity incident. Incidents may include social engineering or impersonation of authorized users, efforts to discover and exploit design flaws, bugs, security vulnerabilities or security weaknesses, intentional or unintentional acts by employees or other insiders with access privileges, intentional acts of vandalism or fraud by third parties or sabotage. Our use of AI and our use of products and services from third parties that use AI, may increase the risks of such incidents. In some instances, efforts to correct vulnerabilities or prevent incidents have in the past reduced, and may in the future reduce, the functionality or performance of our information technology, which could negatively impact our business. Cybersecurity incidents can also be caused by ransomware, distributed denial-of-service attacks, worms, and other malicious software programs or other attacks. Such incidents could be caused by the covert introduction of malware to our information technology systems and the use of techniques or processes that change frequently. The intrusions may be disguised, difficult to detect, or designed to remain dormant until a triggering event, and may continue undetected for an extended period of time. In addition, some of our suppliers, vendors, service providers, cloud solution providers and customers have in the past experienced, and may in the future experience, such incidents, which could in turn disrupt our business. While we maintain cybersecurity insurance, such insurance policies may not cover any or all of the resulting financial losses.

 Any material disruption or slowdown of our systems or those of third parties that we depend upon could cause information, including data related to orders, to be lost or delayed. Such loss or delay of information could result in delays in the delivery of products to retailers and customers. We could also lose sales, which could in turn reduce demand for our products, harm our brand and reputation, and cause our sales to decline. In addition to disruptions due to cybersecurity incidents, we may experience such disruptions due to significant increases in user volume, system failures, or failure to maintain or upgrade information technology systems. Remediation and repair of any failure, problem or breach of our key information systems could require significant capital investments. Furthermore, the implementation of new information technology systems or any remediation of our key information systems may require investment of capital and human resources, the re-engineering of business processes, and the attention of many employees who would otherwise be focused on other areas of our business. Further, if we experience any significant disruption to our financial information systems that we are unable to mitigate, our ability to timely report our financial results could be impacted, which could negatively impact our stock price.

 As part of our normal business activities, we collect, store, process, and use certain information that is confidential, proprietary or otherwise sensitive, including personal information of consumers, customers, suppliers, service providers and employees. Our customers' personal information may include names, addresses, phone numbers, email addresses, payment card data, and payment account information, as well as other information. We share some of this information with certain third parties who assist us with business matters. Moreover, the success of our operations depends upon the secure transmission of confidential, proprietary or otherwise sensitive data, including personal information, over networks. Any unauthorized access or data acquisition, despite security measures in place to protect such information, or other failure on the part of us or third parties to maintain the security of such data could result in business disruption, damage to our reputation, financial obligations to third parties, legal obligations, fines, penalties, regulatory proceedings and private litigation with potentially large costs. Such unauthorized access or data acquisition could also result in deterioration in confidence in our Company and other competitive disadvantages, and thus could have a material adverse effect on our business. Depending on the nature of the information compromised, we may also have obligations to notify users, law enforcement, or payment companies about the incident and may need to provide some form of remedy, such as refunds, for the individuals affected by the incident. Privacy laws, rules, and regulations are constantly evolving in the United States and abroad and may be inconsistent from one jurisdiction to another. For example, in December 2020, the State of California enacted the California Privacy Rights Act, or CPRA, which became effective on January 1, 2023, and substantially amends and expands the current California Consumer Privacy Act bringing the California regulations more in line with the European Union's General Data Protection Regulation, or GDPR. Further, as we expand internationally, we are subject to additional privacy rules, such as GDPR, many of which are significantly more stringent than those in the United States. Complying with these evolving obligations is costly, and any failure to comply could give rise to unwanted media attention and other negative publicity, damage our customer and consumer relationships and reputation, and result in lost sales, fines, or lawsuits, and may harm our business.

 The integration and use of AI in our business presents risks and challenges that could adversely affect our business, reputation, and results of operations.

 We have in the past and may in the future incorporate AI solutions into our business operations. For example, we have adopted, and may in the future adopt, AI solutions to enhance or automate internal processes that are time or labor intensive. We also use products and services from third parties that use integrated AI technology. AI is an emerging technology, and we cannot be sure that our use of AI will increase efficiency or provide any other benefits. The use of AI tools and technology presents many challenges and risks to our business, including the risk of bias, miscalculations, data errors and other unintended consequences. Unintended or improper use of AI may lead to regulatory issues, reputational or financial harm, and operational disruptions. The use of AI may also increase the risks to us of data breaches, malware, ransomware, data loss and theft, or the improper handling of sensitive information, which could result in adverse financial and regulatory consequences. The rapid development and adoption of AI and AI-adjacent technology, and of AI's competitive use cases, may make it more difficult for us to compete in our industry. Our competitors may have greater success implementing and using AI technology than us, which could harm our ability to compete effectively and could adversely affect our results of operations. Further, we may become reliant on AI technology and tools in the future. The legal, regulatory and compliance environment surrounding the design and use of AI technology is evolving and complex. Our obligation to comply with the evolving regulatory landscape could entail significant costs and negatively affect our business. In addition, there has been a significant increase in AI-related litigation and government regulatory actions targeting the design, deployment and other uses of AI, and claiming liability under numerous areas of the law, such as consumer protection, product liability, privacy, intellectual property, securities and defamation. The occurrence of any of these risks could have an adverse effect on our business, reputation and results of operations.

 Risks Related to Our Financial Condition, Accounting and Tax Matters

 We depend on cash generated from our operations to support our growth, and we may need to raise additional capital, which may not be available on terms acceptable to us or at all.

 We primarily rely on cash flow generated from our sales to fund our current operations and our growth initiatives. As we expand our business, we will need significant cash from operations to purchase inventory, increase our product development, expand our manufacturer and supplier relationships, pay personnel, expand internationally, and further invest in our sales and marketing efforts. If our business does not generate sufficient cash flow from operations to fund these activities and sufficient funds are not otherwise available from our current or future credit facility, we may need additional equity or debt financing. Global economic factors affecting the financial and credit markets, such as diminished liquidity and credit availability, sustained high interest rates and inflation, declines in consumer confidence, declines in economic growth, and uncertainty about stability could impact our ability to obtain financing. If such financing is not available to us on satisfactory terms, our ability to operate and expand our business or to respond to competitive pressures could be harmed. Moreover, if we raise additional capital by issuing equity securities or securities convertible into equity securities, the ownership of our existing stockholders may be diluted. The holders of new securities may also have rights, preferences or privileges which are senior to those of existing holders of common stock. In addition, any indebtedness we incur may subject us to covenants that restrict our operations and will require interest and principal payments that could create additional cash demands and financial risk for us.

 Our indebtedness may limit our ability to invest in the ongoing needs of our business and if we are unable to comply with the covenants in our current Credit Facility, our liquidity and results of operations could be harmed.

 As of December 28, 2024, we had $78.0 million principal amount of indebtedness outstanding under the Credit Facility (as defined in Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations- Business Overview" of this Report). The Credit Facility is jointly and severally guaranteed by certain of our wholly-owned subsidiaries and any of our future subsidiaries that become guarantors, together, which we refer to as the Guarantors, and is also secured by a first-priority lien on substantially all of our assets and the assets of the Guarantors, in each case subject to certain customary exceptions. We may, from time to time, incur additional indebtedness under the Credit Facility.

 The Credit Facility places certain conditions on us, including, subject to certain conditions, reductions and exceptions, requiring us to utilize a portion of our cash flow from operations to make payments on our indebtedness, reducing the availability of our cash flow to fund working capital, capital expenditures, development activity, return capital to our stockholders, and other general corporate purposes. Our compliance with this condition may limit our ability to invest in the ongoing needs of our business. For example, complying with this condition:

 • increases our vulnerability to adverse economic or industry conditions;
 • limits our flexibility in planning for, or reacting to, changes in our business or markets;
 • makes us more vulnerable to increases in interest rates, as borrowings under the Credit Facility bear interest at variable rates;
 • limits our ability to obtain additional financing in the future for working capital or other purposes; and
 • potentially places us at a competitive disadvantage compared to our competitors that have less indebtedness.

 The Credit Facility places certain limitations on our ability to incur additional indebtedness. However, subject to the qualifications and exceptions in the Credit Facility, we may incur substantial additional indebtedness under that facility. The Credit Facility also places certain limitations on our ability to enter into certain types of transactions, financing arrangements and investments, to make certain changes to our capital structure, and to guarantee certain indebtedness, among other things. The Credit Facility also places certain restrictions on the payment of dividends and distributions and certain management fees. These restrictions limit or prohibit, among other things, and in each case, subject to certain customary exceptions, our ability to: (a) pay dividends on, redeem or repurchase our stock, or make other distributions; (b) incur or guarantee additional indebtedness; (c) sell stock in our subsidiaries; (d) create or incur liens; (e) make acquisitions or investments; (f) transfer or sell certain assets or merge or consolidate with or into other companies; (g) make certain payments or prepayments of indebtedness subordinated to our obligations under the Credit Facility; and (h) enter into certain transactions with our affiliates.

 The Credit Facility requires us to comply with certain covenants, including financial covenants regarding our total net leverage ratio and interest coverage ratio. Fluctuations in these ratios may increase our interest expense. Failure to comply with these covenants and certain other provisions of the Credit Facility, or the occurrence of a change of control, could result in an event of default and an acceleration of our obligations under the Credit Facility or other indebtedness that we may incur in the future.

 If such an event of default and acceleration of our obligations occurs, the lenders under the Credit Facility would have the right to proceed against the collateral we granted to them to secure such indebtedness, which consists of substantially all of our assets. If the debt under the Credit Facility were to be accelerated, we may not have sufficient cash or be able to sell sufficient collateral to repay this debt, which would immediately and materially harm our business, results of operations, and financial condition. The threat of our debt being accelerated in connection with a change of control could make it more difficult for us to attract potential buyers or to consummate a change of control transaction that would otherwise be beneficial to our stockholders.

 If our goodwill, other intangible assets, or fixed assets become impaired, we may be required to record a charge to our earnings.

 We may be required to record future impairments of goodwill, other intangible assets, or fixed assets to the extent the fair value of these assets falls below their book value. Our estimates of fair value are based on assumptions regarding future cash flows, gross margins, expenses, discount rates applied to these cash flows, and current market estimates of value. Estimates used for future sales growth rates, gross profit performance, and other assumptions used to estimate fair value could cause us to record material non-cash impairment charges, which could harm our results of operations and financial condition.

 If our estimates or judgments relating to our critical accounting policies prove to be incorrect or change significantly, our results of operations could be harmed.

 The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for making judgments about the carrying values of assets, liabilities, and equity and the amount of sales and expenses that are not readily apparent from other sources. Our results of operations may be harmed if our assumptions change or if actual circumstances differ from those in our assumptions, which could cause our results of operations to fall below the expectations of securities analysts and investors and could result in a decline in our stock price.

 Changes in tax laws or unanticipated tax liabilities could adversely affect our effective income tax rate and profitability.

 We are subject to income taxes in the United States (federal and state) and various foreign jurisdictions. Our effective income tax rate could be adversely affected in the future by a number of factors, including changes in the valuation of deferred tax assets and liabilities, changes in tax laws and regulations or their interpretations and application, and the outcome of income tax audits in various jurisdictions around the world.

 The Organization for Economic Co-Operation and Development ("OECD") enacted model rules for a new global minimum tax framework, also known as Pillar Two, and certain governments globally have enacted, or are in the process of enacting, legislation to address Pillar Two. We are continuing to evaluate the impact of these tax developments as new guidance and regulations are published. A significant change in U.S. tax law, or that of other countries where we operate or have a presence, may materially and adversely impact our income tax liability, provision for income taxes and effective tax rate. We regularly assess all of these matters to determine the adequacy of our income tax provision, which is subject to significant judgment.

 We are subject to credit risk in connection with providing credit to our retail partners, and our results of operations could be harmed if a material number of our retail partners were not able to meet their payment obligations.

 We are exposed to credit risk primarily relating to our accounts receivable. We provide credit to our retail partners in the ordinary course of our business and perform ongoing credit evaluations. While we believe that our exposure to concentrations of credit risk with respect to trade receivables is mitigated by our large retail partner base, and we make allowances for credit losses, we nevertheless run the risk of our retail partners not being able to meet their payment obligations, particularly in a future economic downturn. If a material number of our retail partners were not able to meet their payment obligations, our results of operations could be harmed.

 Risks Related to Ownership of Our Common Stock

 If we are unable to maintain effective internal control over financial reporting, investors may lose confidence in the accuracy and completeness of our reported financial information and the market price of our common stock may be negatively affected.

 As a public company, we are required to maintain internal control over financial reporting and to report any material weaknesses in such internal controls. Section 404 of the Sarbanes-Oxley Act of 2002 requires that we evaluate and determine the effectiveness of our internal control over financial reporting and provide a management report on our internal controls on an annual basis. If we have material weaknesses in our internal control over financial reporting, we may not detect errors on a timely basis and our consolidated financial statements may be materially misstated.

 Additionally, even if we conclude our internal controls are effective for a given period, we may in the future identify one or more material weaknesses in our internal controls, in which case our management will be unable to conclude that our internal control over financial reporting is effective. Our independent registered public accounting firm is required to issue an attestation report on the effectiveness of our internal control over financial reporting every fiscal year. Even if our management concludes that our internal control over financial reporting is effective, our independent registered public accounting firm may conclude that there are material weaknesses with respect to our internal controls or the level at which our internal controls are documented, designed, implemented or reviewed.

 If we are unable to conclude that our internal control over financial reporting is effective or if our auditors were to express an adverse opinion on the effectiveness of our internal control over financial reporting because we had one or more material weaknesses, investors could lose confidence in the accuracy and completeness of our financial disclosures, which could cause the price of our common stock to decline. Irrespective of compliance with Section 404, any failure of our internal control over financial reporting could have a material adverse effect on our reported operating results and harm our reputation. Internal control deficiencies could also result in a restatement of our financial results.

 We cannot guarantee that our share repurchase program will be fully consummated or that it will enhance long-term stockholder value, and share repurchases could increase the volatility of the price of our common stock.

 In February 2024, our Board of Directors authorized the Company to repurchase up to $300.0 million of outstanding shares of our common stock through various methods, including, but not limited to, open market, privately negotiated, or accelerated share repurchase transactions (the "Share Repurchase Program"). As of December 28, 2024, $100 million remained available for the Company to repurchase under the Share Repurchase Program. During the first quarter of 2025, the Board of Directors increased the Share Repurchase Program authorization by $350.0 million, such that as of February 24, 2025, $450.0 million remained available under the Share Repurchase Program. The Share Repurchase Program may be suspended or discontinued at any time. We are not obligated to repurchase a specified number or dollar of shares, and the timing, manner, price, and actual amount of share repurchases will depend on a variety of factors, including stock price, market conditions, other capital allocation needs and opportunities, and corporate and regulatory considerations. The timing of repurchases pursuant to our Share Repurchase Program could affect our stock price and increase its volatility. We cannot guarantee that we will repurchase shares, and there can be no assurance that any share repurchases will enhance stockholder value because the stock price of our common stock may decline below the levels at which we effected repurchases.

 Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of the Company more difficult, limit attempts by our stockholders to replace or remove our current management, and limit the market price of our common stock.

 Provisions in our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws may have the effect of delaying or preventing a change in control or changes in our management. Our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws:

 • provide that our Board of Directors is classified into three classes of directors;
 • prohibit stockholders from taking action by written consent;
 • provide that stockholders may remove directors only for cause, and only with the approval of holders of at least 66 2/3% of our then outstanding common stock;
 • provide that the authorized number of directors may be changed only by resolution of the Board of Directors;
 • provide that all vacancies, including newly created directorships, may, except as otherwise required by law or as set forth in the Stockholders Agreement be filled by the affirmative vote of a majority of directors then in office, even if less than a quorum;

 • provide that stockholders seeking to present proposals before a meeting of stockholders or to nominate candidates for election as directors at a meeting of stockholders must provide notice in writing in a timely manner, and also specify requirements as to the form and content of a stockholder's notice;
 • restrict the forum for certain litigation against us to Delaware or the federal district courts of the United States, as applicable;
 • do not provide for cumulative voting rights (therefore allowing the holders of a majority of the shares of common stock entitled to vote in any election of directors to elect all of the directors standing for election);
 • provide that special meetings of our stockholders may be called only by the Chairman of the Board of Directors, our CEO, or the Board of Directors pursuant to a resolution adopted by a majority of the total number of authorized directors;
 • provide that stockholders will be permitted to amend our Amended and Restated Bylaws only upon receiving at least 66 2/3% of the votes entitled to be cast by holders of all outstanding shares then entitled to vote generally in the election of directors, voting together as a single class; and
 • provide that certain provisions of our Amended and Restated Certificate of Incorporation may only be amended upon receiving at least 66 2/3% of the votes entitled to be cast by holders of all outstanding shares then entitled to vote, voting together as a single class.

 These provisions may frustrate or prevent any attempts by our stockholders to replace or remove our current management by making it more difficult for stockholders to replace members of our Board of Directors, which is responsible for appointing the members of our management. In addition, we have opted out of the provisions of Section 203 of the General Corporation Law of the State of Delaware (the "DGCL"), which generally prohibit a Delaware corporation from engaging in any of a broad range of business combinations with any interested stockholder for a period of three years following the date on which the stockholder became an interested stockholder. However, our Amended and Restated Certificate of Incorporation provides substantially the same limitations as are set forth in Section 203 but also provides that Cortec Group Fund V, L.P., our controlling stockholder at the time of our initial public offering, and its affiliates and any of their direct or indirect transferees and any group as to which such persons are a party do not constitute "interested stockholders" for purposes of this provision.

 Our Amended and Restated Certificate of Incorporation provides that the Court of Chancery of the State of Delaware is the sole and exclusive forum for substantially all disputes between us and our stockholders and our Amended and Restated bylaws provide that the federal district courts of the United States are the exclusive forum for complaints asserting a cause of action under the Securities Act, which could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.

 Our Amended and Restated Certificate of Incorporation provides that, unless we consent to the selection of an alternative forum, (i) the Court of Chancery of the State of Delaware is the sole and exclusive forum for: (a) any derivative action or proceeding brought on our behalf; (b) any action asserting a claim of breach of fiduciary duty owed by any of our stockholders, directors, officers, or other employees to us or to our stockholders; (c) any action asserting a claim arising pursuant to the DGCL; or (d) any action asserting a claim governed by the internal affairs doctrine; and (ii) the federal district courts of the United States are the exclusive forum for the resolution of any complaint asserting a cause of action under the Securities Act of 1933, as amended. The choice of forum provision does not apply to any actions arising under the Exchange Act. These exclusive forum provisions will not relieve us of our duties to comply with the federal securities laws and the rules and regulations thereunder, and stockholders of YETI will not be deemed to have waived our compliance with these laws, rules and regulations. The choice of forum provisions may limit a stockholder's ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers, or other employees, which may discourage such lawsuits against us and our directors, officers, and other employees. Alternatively, if a court were to find either our state choice of forum provision or our federal choice of forum provision to be inapplicable or unenforceable in an action, we may incur additional costs associated with resolving such action in other jurisdictions, which could harm our business, results of operations, and financial condition.

 YETI Holdings, Inc. is a holding company with no operations of its own and, as such, it depends on its subsidiaries for cash to fund its operations and expenses, including future dividend payments, if any.

 As a holding company, our principal source of cash flow is distributions from our subsidiaries. Therefore, our ability to fund and conduct our business, service our debt, and pay dividends, if any, depends on the ability of our subsidiaries to generate sufficient cash flow to make upstream cash distributions to us. Our subsidiaries are separate legal entities, and although they are wholly owned and controlled by us, they have no obligation to make any funds available to us, whether in the form of loans, dividends, or otherwise. The ability of our subsidiaries to distribute cash to us is also subject to, among other things, restrictions that may be contained in our subsidiary agreements (as entered into from time to time), availability of sufficient funds in such subsidiaries and applicable laws and regulatory restrictions. Claims of any creditors of our subsidiaries generally have priority as to the assets of such subsidiaries over our claims and claims of our creditors and stockholders. To the extent the ability of our subsidiaries to distribute dividends or other payments to us is limited in any way, our ability to fund and conduct our business, service our debt, and pay dividends, if any, could be harmed.

 Risks Related to Acquisitions, Strategic Transactions, and Stockholder Activism

 We have acquired and may in the future acquire or invest in other companies, which could divert our management's attention, result in dilution to our stockholders, and otherwise disrupt our operations and harm our results of operations.
 We have, and may in the future, acquire or invest in businesses, products, intellectual property, or technologies that we believe could complement or expand our business, enhance our capabilities, or otherwise offer growth opportunities. The pursuit of potential acquisitions may divert the attention of management and cause us to incur various costs and expenses in identifying, investigating, and pursuing suitable acquisitions, whether or not they are completed.

 We may not be able to successfully integrate acquired personnel, operations, intellectual property, and technologies, or effectively manage the combined business following the acquisition. We also may not achieve the anticipated benefits from such acquisitions due to a number of factors, including: (a) an inability to integrate or benefit from acquisitions in a profitable manner; (b) unanticipated costs or liabilities associated with the acquisition; (c) the incurrence of acquisition-related costs; (d) the diversion of management's attention from other business concerns; (e) the loss of our or the acquired business' key employees; or (f) the issuance of dilutive equity securities, the incurrence of debt, or the use of cash to fund such acquisitions.
 In addition, a significant portion of the purchase price of companies we acquire may be allocated to acquired goodwill and other intangible assets, which must be assessed for impairment at least annually. If our acquisitions do not yield expected returns, we may be required to take charges to our results of operations based on this impairment assessment process, which could harm our results of operations.

 We may be the target of strategic transactions, which could divert our management's attention and otherwise disrupt our operations and adversely affect our business.

 Other companies may seek to acquire us or enter into other strategic transactions. We will consider, discuss, and negotiate such transactions as we deem appropriate. The consideration of such transactions, even if not consummated, could divert management's attention from other business matters, result in adverse publicity or information leaks, and could increase our expenses.
 We may be the target of stockholder activism, an unsolicited takeover proposal, a proxy contest, or short sellers, which could negatively impact our business.

 In recent years, there has been an increase in various forms of stockholder activism, including through direct engagement and letter-writing campaigns, shareholder proposals, proxy contests, and unsolicited takeovers. Such actions or proposals can result in substantial costs, such as legal fees and expenses, and divert management's and our Board of Director's attention and resources from our businesses and strategic plans. Stockholder activists may also seek to involve themselves in the governance, strategic direction and operations of our business in ways that do not align with our business strategies, which could create perceived uncertainties or concerns as to our future operating environment, legislative environment, strategy, direction, or leadership. Any such uncertainties or concerns could result in the loss of potential business opportunities, harm our business and financial relationships, and harm our ability to attract or retain investors, customers and employees. Actions of activist stockholders may also cause significant fluctuations in our stock price based on temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business. We may also be the target of short sellers who engage in negative publicity campaigns that may use selective information that may be presented out of context or that may misrepresent facts and circumstances. Any of the foregoing could adversely affect our business and operating results.

 Item 1B. Unresolved Staff Comments
 None.

 Item 1C. Cybersecurity
 Risk Management and Strategy
 We operate a risk-based cybersecurity program dedicated to protecting the confidentiality, integrity and availability of our information systems and the information residing therein.
 YETI's cybersecurity program has been integrated into our enterprise risk framework, which identifies, aggregates, and evaluates risks across the enterprise. The enterprise risk framework is integrated with our annual planning, internal audit scoping, and management process. Our internal audit team annually facilitates an enterprise risk assessment with senior management and, through this process, we identify and assess material risks impacting our company and our operations and strategic objectives, which includes information technology and security risks. Management and the Board rank YETI's risks based on their potential impact to YETI's ability to meet our strategic priorities. Management determines appropriate risk responses for each identified enterprise risk. Outside of this annual process, management is responsible for our day-to-day risk management activities.
 Our Chief Information Officer ("CIO"), Director, Cyber Security (who reports to the CIO) and our Director, Technology Compliance (who ultimately reports to the Chief Legal Officer) have primary responsibility for the implementation of our cybersecurity program and the management of our responses to information technology and security risks, including risks related to cybersecurity threats. Our cybersecurity program has been developed based on industry standards, including those published by the International Organization for Standardization and the National Institute of Standards Technology.
 We utilize a layered approach in managing and protecting against cybersecurity threats and in detecting and responding to cybersecurity incidents. Although we have numerous practices and processes to protect against common cybersecurity incidents, some attacks or other breaches may still be effective. Such practices and processes are designed to detect, triage and contain these cybersecurity incidents. These controls include:
 • Identification: In addition to technology-based detection capabilities, there are numerous ways employees can report suspected or actual events, including through our internal information technology ticketing system, by emailing the cybersecurity or privacy team emails, or by submitting a report through the compliance hotline. External parties can also report a vulnerability through the link in the footer of our website.
 • Technical Safeguards: We leverage outside partnerships to gain intelligence on threats and continue to adjust our protection mechanisms (including firewalls, anti-malware functionality and access controls) to be effective. We have systems in place that are designed to securely receive and store information and to detect, contain, and respond to data security incidents.
 • Incident Response: We maintain a comprehensive incident response plan to guide our response to a cybersecurity incident. Events are analyzed and categorized into one of four severity tiers and an incident response team is formed (whose membership depends on the nature of the incident). In addition to taking actions to respond to and remediate the incident, the incident response team also considers external notification and disclosure obligations. The incident response plan provides for prompt escalation of certain cybersecurity incidents to a multi-disciplinary committee so that decisions regarding the public disclosure of such incidents can be made in a timely manner.
 • Testing: We engage in periodic assessment and testing of our policies, processes, and practices that are designed to address cybersecurity threats and incidents. For example, we hire a third party to perform an annual penetration test on our website, internal network, and cloud environments. Our other efforts vary from year to year, but have in the past included an information security maturity assessment, risk assessment, tabletop exercises, and threat modeling. The results of such efforts are reported to the Audit Committee of the Board (the "Audit Committee") and the Board, and we adjust our cybersecurity policies, standards, processes and practices as necessary based on the information provided by the assessment, exercise or review.
 • Education and Awareness: We have a cybersecurity and information security training and compliance program in place to support our employees and directors. As part of this program YETI employees are subject to reoccurring phishing exercises. The results of these exercises are used to inform the subject matter and frequency of additional training modules that employees are required to complete. In addition, employees annually receive either reminders or training on data privacy and information security, including cybersecurity. YETI also maintains a number of policies that apply to employees and contractors, including a Global Internal Data Protection and Privacy Policy, an Acceptable Use Policy, and a Password Policy.

 • Insurance: YETI also maintains a cybersecurity and information security risk insurance policy.
 • Third Parties: YETI has processes in place to oversee and identify risks from cybersecurity threats associated with third-party vendors. Such processes vary based on factors such as the type of vendor, whether the relationship will implicate our technology, and the type of data involved, if any.

 To date, we do not believe that known risks from cybersecurity threats, including as a result of any previous cybersecurity incidents that we are aware of, have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition. However, we can give no assurance that we have detected all cybersecurity incidents or cybersecurity threats. Please refer to the risk factor titled "We rely significantly on information technology, and any compromise or interruption of that technology resulting from cybersecurity incidents, data security breaches, design defects or system failures could have a material negative impact on our business" in Part I, Item 1A of this Report for additional information about the risks associated with cybersecurity threats.
 Governance
 As part of its oversight function, the Board plays an active role, both as a whole and at the committee level, in overseeing management of YETI's cybersecurity risks. The Audit Committee has primary oversight responsibility for our overall enterprise risk assessment and risk management policies and systems, which includes risks related to our information technology and security systems, processes, and procedures, including risks related to cybersecurity threats. The Audit Committee receives quarterly presentations regarding our enterprise risk management program, including reports from our CIO and Director, Cyber Security, on information security matters (such as cybersecurity risk and developments), as well as the steps management takes to monitor and control such exposures. These presentations address, among other things, the results of the most recent assessment or testing of our security information systems and our cybersecurity measures; the current threat environment; and cybersecurity trends and best practices. As applicable, these quarterly presentations also include reports of cybersecurity incidents affecting our information systems along with updates on the status of prior cybersecurity incidents and applicable remediation efforts. Such quarterly presentations given to the Audit Committee are summarized and shared with the Board at its next meeting by the Audit Committee Chair. Outside of such quarterly presentations, senior leadership would be expected to update the Audit Committee and the Board in real time of incidents deemed material and requiring disclosure in a Securities and Exchange Commission filing or of other "critical" or "high" severity incidents (the highest severity tiers under our incident response plan) that in senior leadership's discretion require more immediate Audit Committee attention. In addition, the internal audit team provides quarterly cybersecurity updates to either the Audit Committee or the full Board regarding our risk analyses, assessments, risk mitigation strategies, and activities.
 As described above, management is responsible for our day-to-day risk management activities and identifies and manages areas of material risk, which includes information technology and security. Our CIO, who reports to our Chief Financial Officer, oversees our Information Technology and Cybersecurity teams, including the Director, Cyber Security. Our Chief Legal Officer oversees our Compliance team, which includes our Director, Technology Compliance. We believe that such cross-departmental involvement promotes a collaborative approach to protecting the Company's information systems from cybersecurity threats, detecting cybersecurity incidents and responding to cybersecurity incidents in accordance with our incident response plan. Through the practices and policies described above, including our incident response plan, our CIO, Director, Cyber Security and Director, Technology Compliance are informed about cybersecurity threats and incidents affecting our information systems and lead the prevention, detection, mitigation, and remediation of cybersecurity threats and incidents in real time. Incidents deemed "critical" or "high" are immediately escalated to the Chief Financial Officer, Chief Legal Officer, other senior leadership, and the Audit Committee.
 Our CIO has served in various executive leadership roles for over 10 years and has over 30 years of experience in technology. Prior to joining YETI, he was the Senior Vice President of Consumer Technologies at a large publicly traded cosmetics company. The CIO holds a Masters of Business Administration. Our Director, Cyber Security has served in various roles in information technology and information security for over 25 years. Prior to joining YETI, he was a principal information security engineer for a global information technology consulting company. Our Director, Cyber Security holds an undergraduate degree in information technology, a master's degree in information systems and technology management and has attained the professional certifications of Certified Information Systems Security Professional and Certified Information Systems Auditor. Our Director, Technology Compliance has served in various roles in information technology for 12 years, including as a compliance manager for a large software company and information technology consultant for a major consulting firm. Our Director, Technology Compliance holds an undergraduate degree in accounting and a master's degree in management information systems and has attained the professional certifications of Certified Information Systems Auditor. Our Chief Legal Officer has over 14 years of experience managing risks, including risks arising from cybersecurity threats, in an officer capacity. Our Chief Financial Officer has 20 years of experience managing risks at large companies.

 Item 2. Properties
 Our corporate headquarters are located in a 169,000 square foot leased facility in Austin, Texas. We previously subleased a portion of our corporate headquarters; however, the sublease ended in December 2024. As of December 28, 2024, we also leased office and building space in Montana, Australia, Canada, China, Germany, and the Netherlands, and additional building space in Austin, Texas. Our primary distribution centers are leased and managed by third-party logistics providers and, as of December 28, 2024, were located in Salt Lake City, Utah, Memphis, Tennessee, Sumner, Washington, Australia, Canada, the United Kingdom, New Zealand, Vietnam, and the Netherlands. In addition, as of December 28, 2024, we leased and operated 24 retail stores across the United States.

 We believe that our facilities, including space available through our third-party logistics providers, are in good condition and are adequate to support our current needs.

 Item 3. Legal Proceedings
 We are involved in various claims and legal proceedings, some of which are covered by insurance. We believe that our existing claims and proceedings are not material.

 Item 4. Mine Safety Disclosures
 Not applicable.

 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
 Market Information for Common Stock

 Our common stock has been listed and traded on the New York Stock Exchange (the "NYSE") under the symbol "YETI" since October 25, 2018.

 Holders of Record

 As of February 18, 2025, there were approximately 56 shareholders of record of our common stock. This does not include the significant number of beneficial owners whose stock is in nominee or "street name" accounts through brokers, banks or other nominees.

 Dividend Policy

 We have not declared or paid any cash dividends on our common stock. We intend to retain any future earnings and do not expect to pay any dividends in the foreseeable future.

 Stock Performance Graph

 The following graph shows a comparison of the cumulative total return for our common stock with that of the Standard & Poor's 500 Stock Index ("S&P 500 Index") and Standard & Poor's 500 Apparel, Accessories & Luxury Goods Index. The graph assumes that $100 was invested on December 28, 2019 in our common stock, the S&P 500 Index, and Standard & Poor's 500 Apparel, Accessories & Luxury Goods Index and assumes reinvestment of any dividends, if any. Stockholder returns over the indicated period should not be considered indicative of future stockholder returns.

 Comparison of 5-Year Cumulative Total Return Since December 28, 2019
 Assumes Initial Investment of $100

 12/28/2019
 1/2/2021
 1/1/2022
 12/31/2022
 12/30/2023
 12/28/2024

 YETI Holdings, Inc.
 $
 100.00
 $
 195.74
 $
 236.79
 $
 118.10
 $
 148.03
 $
 112.49

 S&P 500 Index
 100.00
 118.08
 151.98
 124.46
 157.17
 199.46

 S&P 500 Apparel, Accessories & Luxury Goods Index
 100.00
 89.78
 95.23
 53.83
 53.70
 50.56

 The performance graph shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any of our filings under the Securities Act or the Exchange Act.

 Issuer Purchases of Equity Securities

 Period
 Total Number of Shares Purchased
 Average Price Paid Per Share(1)

 Total Number of Shares Purchased as Part of Publicly Announced Programs
 Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
 (in thousands)(2)

 September 29 - November 2, 2024

 —
 $
 —
 —
 $
 —

 November 3 - November 30, 2024(3)

 1,933,301
 41.38
 1,933,301
 100,000,000

 December 1 - December 28, 2024

 —
 —
 —
 —

 1,933,301
 1,933,301

 _________________________________________
 (1)Average price paid per share excludes excise tax due under the Inflation Reduction Act of 2022.
 (2)In February 2024, YETI's Board of Directors approved a $300.0 million share repurchase program (the "Share Repurchase Program"), excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. As of December 28, 2024, $100.0 million remained available under the Share Repurchase Program. During the first quarter of 2025, YETI's Board of Directors increased the Share Repurchase Program authorization by $350.0 million, excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. As of February 24, 2025, $450.0 million remained available under the Share Repurchase Program. See Note 11-Stockholders' Equity of the Consolidated Financial Statements for additional information about the Share Repurchase Program.
 (3)On November 12, 2024, we entered into an accelerated share repurchase agreement (the "November ASR Agreement") with Goldman Sachs & Co. LLC to repurchase $100.0 million of YETI's common stock, and received an initial delivery of 1,933,301 shares of YETI's common stock. In January 2025, the ASR Agreement was completed and we received an additional 551,955 shares of YETI's common stock. See Note 11-Stockholders' Equity of the Consolidated Financial Statements for additional information about the ASR Agreement.

 Item 6. Reserved

 Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion and analysis contains forward-looking statements within the meaning of the federal securities laws, and should be read in conjunction with the disclosures we make concerning risks and other factors that may affect our business and operating results, including those set forth in Part I, Item 1A, "Risk Factors" of this Report. The information contained in this section should also be read in conjunction with our consolidated financial statements and related notes and the information contained elsewhere in this Report. See also "Forward-Looking Statements" immediately prior to Part I, Item 1, "Business" in this Report. A discussion of our results of operations for the year ended December 30, 2023 compared to the year ended December 31, 2022 is included in Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Form 10-K for the year ended December 30, 2023, which was filed with the SEC on February 26, 2024.

 Business Overview
 Headquartered in Austin, Texas, YETI is a global designer, retailer, and distributor of innovative outdoor products. From coolers and drinkware to bags and apparel, YETI products are built to meet the unique and varying needs of diverse outdoor pursuits, whether in the remote wilderness, at the beach, or anywhere life takes you. By consistently delivering high-performing, exceptional products, we have built a strong following of brand loyalists throughout the world, ranging from serious outdoor enthusiasts to individuals who simply value products of uncompromising quality and design. We have an unwavering commitment to outdoor and recreation communities, and we are relentless in our pursuit of building superior products for people to confidently enjoy life outdoors and beyond.
 We distribute our products through a balanced omni-channel platform, consisting of our wholesale and direct-to-consumer ("DTC") channels. In our wholesale channel, we sell our products through select national and regional accounts and an assemblage of independent retail partners throughout the United States, Canada, Australia, New Zealand, Europe, and Japan, among others. We carefully evaluate and select retail partners that have an image and approach that are consistent with our premium brand and pricing. Our domestic national and regional specialty retailers include Dick's Sporting Goods, REI, Academy Sports + Outdoors, Bass Pro Shops, Ace Hardware, Scheels, and Tractor Supply Company. We sell our products in our DTC channel to customers through our websites and YETI Authorized on the Amazon Marketplace, as well as in our retail stores. Additionally, we offer customized products with licensed marks and original artwork primarily through our DTC channel, including our corporate sales channel, on our websites, and at select retail stores. Our corporate sales program offers customized products to corporate customers for a wide-range of events and activities, and in certain instances may also offer products to re-sell.

 Product Introductions and Updates

 During the first quarter of 2024, we expanded our Drinkware offerings with the launch of the new Yonder Bottle with Straw Cap in two sizes, and expanded the Rambler Stackable cup family with the addition of three new sizes. In our Coolers and Equipment category, we expanded our bag offerings with two new sizes of the SideKick Dry. We also introduced new seasonal colorways.

 During the second quarter of 2024, we continued the expansion of our Drinkware offerings with the launch of our new Rambler French Press in two sizes, the limited release of our Flask and Shot Glasses. In our Coolers and Equipment category, we expanded our hard cooler offerings with two new sizes within our Roadie cooler family. We also introduced new seasonal colorways.

 During the third quarter of 2024, we expanded our Drinkware category with the launch of our new Cast Iron Skillet in three sizes, our new Rambler Pitcher in two sizes, as well as the full release of our Flask and Shot Glasses. We also introduced new seasonal colorways.

 During the fourth quarter of 2024, we continued the expansion of our Drinkware category with the launch of our new Rambler Pour Over and Food Storage containers in three sizes, and introduced new seasonal colorways. In our Coolers and Equipment category, we launched the LoadOut Swivel Seat and a limited release of the first Mystery Ranch-inspired Bozeman pack.

 Acquisitions

 During the first quarter of 2024, we completed the acquisitions of Mystery Ranch, a designer and manufacturer of durable load-bearing backpacks, bags, and pack accessories, and Butter Pat Industries, LLC ("Butter Pat"), a designer and manufacturer of cast iron cookware. During 2024, we integrated Butter Pat, expanding the cookware offerings in our Drinkware category. We also integrated Mystery Ranch operations and products into our business, expanding the bags offerings in our Coolers & Equipment category.

 During the fourth quarter of 2024, we acquired powered cooling technology patents to develop a unique powered cooler platform. See Note 2- Acquisitions of the Notes to Consolidated Financial Statements included herein for additional information about these acquisitions.

 Product Recall Update

 In January 2023, we notified the U.S. Consumer Product Safety Commission ("CPSC") of a potential safety concern regarding the magnet-lined closures of our Hopper M30 Soft Cooler, Hopper M20 Soft Backpack Cooler, and SideKick Dry gear case (the "affected products") and initiated a global stop sale of the affected products. In February 2023, we proposed a voluntary recall of the affected products to the CPSC and other relevant global regulatory authorities. Accordingly, we established reserves for unsalable inventory on-hand, as well as expected future returns and the estimated cost of recall remedies for consumers with affected products as of December 31, 2022.

 For the year ended December 31, 2022, we recorded a reduction to net sales for estimated future returns and recall remedies of $38.4 million; recorded costs in cost of goods sold of $58.6 million primarily related to an inventory write-off of $34.1 million for our unsalable inventory on-hand as well as estimated costs of future product replacement remedies and logistics costs; and recorded $31.9 million associated with estimated recall-related costs in selling, general, and administrative expenses. As a result, the total unfavorable impact of the proposed voluntary recalls to operating income was $128.9 million for the year ended December 31, 2022.

 In March 2023, we announced separate, voluntary recalls of the affected products in collaboration with the CPSC. During the second quarter of 2023, we began processing recall returns and claims and based on such experience and trends, we reevaluated our assumptions and adjusted our estimated recall expense reserve. These trends included higher than anticipated elections by consumers to receive gift cards in lieu of product replacement remedies, lower than anticipated consumer recall participation rates, variations in individual product participation rates, and lower logistics costs than previously estimated. As a result, we updated our recall reserve assumptions throughout 2023, which increased the estimated recall expense reserve by $3.6 million in 2023.

 As a result of the net unfavorable recall reserve adjustments and other incurred costs, for the year ended December 30, 2023, we recorded a reduction to net sales of $21.7 million primarily related to higher estimated future recall-related gift card elections; recorded a benefit in cost of goods sold of $8.4 million primarily related to lower estimated costs of future product replacement remedy elections and logistics costs, and lower recall-related costs; and recorded a benefit in SG&A expenses primarily related to lower estimated other recall-related costs of $11.4 million. The total unfavorable impact to operating income related to the recalls was $1.9 million in 2023.

 In addition, our sales from the first to the third quarter of 2023 were materially adversely impacted by the stop sales of the affected products. In the fourth quarter of 2023, we introduced our redesigned and improved versions of the affected products.

 During 2024, we experienced higher than anticipated consumer recall participation rates. Based on such experience and trends, we reevaluated our prior assumptions and adjusted our estimated product recall reserve. As a result, we increased the estimated recall expense reserve by $9.9 million during 2024. As a result of the net unfavorable recall reserve adjustment for the year ended December 28, 2024, we recorded a reduction to net sales of $8.8 million related to higher estimated future customer recall participation rates; recorded a benefit in cost of goods sold of $0.7 million related to lower recall-related costs; and recorded an unfavorable adjustment in SG&A expenses related to higher estimated other recall-related costs of $1.8 million.

 As of December 28, 2024 and December 30, 2023, our reserve for estimated recall expenses was $12.1 million and $13.1 million, respectively.

 The ultimate impact from the recalls may differ materially from our estimates, and may harm our business, financial condition and results of operations. See Part I, Item 1A "Risk Factors - Risks Related to Our Business, Operations and Industry."

 Macroeconomic Conditions

 There remains significant uncertainty regarding how macroeconomic conditions, including sustained high levels of inflation and higher interest rates, will impact consumer demand. While some of these conditions have negatively impacted consumer discretionary spending behavior, we continue to see strong overall demand for our products.

 Our operations and financial results are impacted by global economic conditions such as geopolitical conflicts, tariffs, and foreign currency exchange rate fluctuations. For example, the ongoing disruptions of container shipping traffic through the Red Sea and surrounding waterways have continued to negatively affect transit times and freight costs for goods manufactured in Asia and destined to Europe, and to a smaller extent the Americas. In addition, there is significant uncertainty regarding the actions that the Trump Administration will take with respect to tariffs and trade agreements. Additional tariffs or altered trade agreements could impact our cost of sales. We also expect for our 2025 financial results to be adversely impacted by foreign currency headwinds as a result of the strengthening of the U.S. dollar. Although such conditions have not materially impacted our business to date, the continuation or worsening of these conditions may materially impact our operations and financial results in 2025.

 A worsening of any of the macroeconomic trends or uncertainties discussed herein may adversely impact our business, operations, and financial results in the future. We will continue to monitor and, if necessary, strive to mitigate the effects of the macroeconomic environment on our business.

 General

 Components of Our Results of Operations

 Net Sales. Net sales are comprised of wholesale channel sales to our retail partners and sales through our DTC channel. Net sales in both channels reflect the impact of product returns as well as discounts for certain sales programs or promotions.

 We discuss the net sales of our products in our two primary categories: Coolers & Equipment and Drinkware. Our Coolers & Equipment category includes hard coolers, soft coolers, bags, outdoor equipment, and cargo, as well as accessories and replacement parts for these products. Our Drinkware category is primarily composed of our stainless-steel drinkware products and related accessories. In addition, our Other category is primarily comprised of ice substitutes and YETI-branded gear, such as shirts, hats, and other miscellaneous products.

 Gross profit. Gross profit reflects net sales less cost of goods sold, which primarily includes the purchase cost of our products from our third-party contract manufacturers, inbound freight and duties, product receiving testing and inspection costs, depreciation expense of our molds, tooling, and equipment, and the cost of customizing products. We calculate gross margin as gross profit divided by net sales. Our DTC channel generally generates higher gross margin than our wholesale channel due to differentiated pricing between these channels.

 Selling, general, and administrative expenses. Selling, general, and administrative ("SG&A") expenses consist primarily of marketing costs, employee compensation and benefits costs, including non-cash stock-based compensation, distribution and fulfillment costs, depreciation and amortization expense, and general corporate infrastructure expenses. Our distribution and fulfillment costs include costs of our third-party warehousing and logistics operations, outbound freight costs, costs of operating on third-party DTC marketplaces, and credit card processing fees. Certain distribution and fulfillment costs will vary as they are dependent on our sales volume and our channel mix. Our DTC channel variable SG&A costs are generally higher as a percentage of net sales than our wholesale channel distribution costs.

 Fiscal Year. We have a 52- or 53-week fiscal year that ends on the Saturday closest in proximity to December 31, such that each quarterly period will be 13 weeks in length, except during a 53-week year when the fourth quarter will be 14 weeks. Our fiscal years 2024, 2023 and 2022 ended on December 28, 2024, December 30, 2023 and December 31, 2022, respectively, and were 52 weeks each. Unless otherwise stated, references to particular years, quarters, months and periods refer to our fiscal years ended in December and the associated quarters, months, and periods of those fiscal years.

 Results of Operations
 The discussion below should be read in conjunction with the following table and our consolidated financial statements and related notes contained elsewhere in this Report. The following table sets forth selected statement of operations data, and their corresponding percentage of net sales, for the periods indicated (dollars in thousands):

 Statement of Operations

 Net sales
 $
 %
 $
 %

 Cost of goods sold

 766,589
 %
 715,527
 %

 Gross profit
 1,063,284
 %
 943,186
 %

 Selling, general, and administrative expenses
 817,908
 %
 717,728
 %

 Operating income
 245,376
 %
 225,458
 %

 Interest income (expense)

 —
 %
 (942)
 —
 %

 Other (expense) income, net

 (13,188)
 %
 1,430
 —
 %

 Income before income taxes
 232,848
 %
 225,946
 %

 Income tax expense
 (57,159)
 %
 (56,061)
 %

 $
 %
 $
 %

 Year Ended December 28, 2024 Compared to Year Ended December 30, 2023

2024
2023
 Change

 (dollars in thousands)
 $
 %

 Net sales
 $
 $
 $
 171,160
 %

 Gross profit
 1,063,284
 943,186
 120,098
 %

 Gross margin (gross profit as a % of net sales)

 58.1
 %
 56.9
 %
 120 basis points

 Selling, general, and administrative expenses
 $
 817,908
 $
 717,728
 $
 100,180
 %

 SG&A as a % of net sales
 44.7
 %
 43.3
 %
 140 basis points

 Net Sales

 Net sales increased $171.2 million, or 10%, to $1,829.9 million in 2024 from $1,658.7 million in 2023. Net sales included an unfavorable impact of $8.8 million in 2024 and $21.7 million in 2023 primarily related to recall reserve adjustments, as discussed above. Excluding these recall-related impacts, sales increased 9% primarily due to volume growth in both our DTC and Wholesale channels.

 Net sales for 2023 were materially adversely impacted by the stop sale of the soft coolers included in the recalls initiated during the first quarter of 2023. In addition, net sales for 2024 and 2023 include $8.8 million and $25.3 million, respectively, of sales related to gift card redemptions in connection with recall remedies.

 Net sales in our channels were as follows:

 • DTC channel net sales increased $89.9 million, or 9%, to $1,087.6 million in 2024 from $997.7 million in 2023, primarily driven by growth in both Coolers & Equipment and Drinkware categories. DTC channel net sales included an unfavorable impact of $8.3 million in 2024 and $7.3 million in 2023 primarily related to recall reserve adjustments. Our DTC channel represented 59% and 60% of total net sales in 2024 and 2023, respectively.
 • Net sales in our wholesale channel increased $81.3 million, or 12%, to $742.3 million in 2024 from $661.0 million in 2023. Wholesale channel net sales included an unfavorable impact of $0.6 million in 2024 and $14.4 million in 2023 related to recall reserve adjustments. The increase in our wholesale channel sales was primarily driven by both Coolers & Equipment and Drinkware categories, as well as a net favorable impact of $13.8 million related to the recall reserves. Our wholesale channel represented 41% and 40% of total net sales in 2024 and 2023, respectively.

 Net sales in our two primary product categories were as follows:
 • Drinkware net sales increased $71.2 million, or 7%, to $1,094.2 million in 2024 from $1,023.0 million in 2023, primarily driven by demand for the continued expansion and innovation of our Drinkware product offerings and new seasonal colorways.
 • Coolers & Equipment net sales increased $101.1 million, or 17%, to $698.6 million in 2024 from $597.5 million in 2023. Coolers & Equipment net sales included an unfavorable impact of $8.8 million in 2024 and $21.7 million in 2023 primarily related to recall reserve adjustments. The increase in Coolers & Equipment net sales was primarily driven by strong performance in bags, soft coolers, and hard coolers.

 Net sales in the U.S. increased $91.5 million, or 7%, to $1,490.5 million for 2024. Net sales in international locations increased $79.6 million, or 31%, to $339.4 million for 2024. For 2024 and 2023, net sales in the U.S. included an unfavorable impact of $8.8 million and $20.8 million, respectively, related to the recall reserve adjustments. For 2023, net sales in international locations included an unfavorable adjustment of $0.9 million related to a recall reserve adjustment. Net sales in international locations represented 19% and 16% of total net sales in 2024 and 2023, respectively.

 Gross Profit

 Gross profit increased $120.1 million, or 13%, to $1,063.3 million in 2024 from $943.2 million in 2023. Gross margin increased 120 basis points to 58.1% in 2024 from 56.9% in 2023. Gross profit included an unfavorable impact of $8.1 million in 2024 and $13.3 million in 2023 primarily related to recall reserve adjustments, as discussed above. The increase in gross margin was primarily driven by:

 • lower inbound freight rates, which favorably impacted gross margin by 220 basis points; and
 • lower product costs, which favorably impacted gross margin by 110 basis points;

 These were partially offset by:

 • higher customization costs, which unfavorably impacted gross margin by 40 basis points;
 • strategic price decreases on certain hard cooler products implemented during the first quarter of 2024, which unfavorably impacted gross margin by 30 basis points;
 • the amortization of inventory fair value step-up in connection with the Mystery Ranch acquisition, which unfavorably impacted gross margin by 30 basis points;
 • the net impact of the recall reserves adjustments, which unfavorably impacted gross margin by 20 basis points; and
 • other impacts, which unfavorably impacted gross margin by 90 basis points.

 Selling, General, and Administrative Expenses

 SG&A expenses increased by $100.2 million, or 14%, to $817.9 million in 2024 from $717.7 million in 2023. As a percentage of net sales, SG&A expenses increased 140 basis points to 44.7% in 2024 from 43.3% in 2023. SG&A expenses included an unfavorable impact of $1.8 million in 2024 and a favorable impact of $11.4 million in 2023 primarily related to recall reserve adjustments, as discussed above. The increase in SG&A expenses resulted from:
 • an increase in employee compensation and benefits of $39.9 million (increasing SG&A as a percent of sales by 130 basis points) mainly due to investments in headcount to support future growth and non-cash stock-based compensation expense;
 • an increase in general and administrative expenses of $20.4 million (increasing SG&A as a percent of sales by 50 basis points) mainly due to higher technology expenses, asset impairments, occupancy costs, and professional fees;
 • an increase in marketing and advertising expenses of $14.6 million (increasing SG&A as a percent of sales by 10 basis points);
 • the net impact of the recall reserves adjustments, which unfavorably impacted SG&A expenses by $13.2 million (increasing SG&A as a percent of sales by 80 basis points); and
 • an increase in distribution and fulfillment expenses of $12.8 million (decreasing SG&A as a percent of sales by 110 basis points) primarily due to higher online marketplace fees and third-party logistics fees associated with higher net sales, partially offset by lower outbound freight.

 The increase in SG&A expenses were partially offset by lower depreciation and amortization expense of $0.7 million (decreasing SG&A as a percent of sales by 20 basis points).

 Non-Operating Expenses

 Interest income, net was $0.7 million in 2024. Interest expense, net was $0.9 million in 2023. The change versus the prior year period was primarily due to an increase in interest income.

 Other expense, net was $13.2 million in 2024. Other income, net was $1.4 million in 2023. The change versus the prior year period was primarily due to unrealized foreign currency losses on intercompany balances in the current period versus unrealized foreign currency gains on intercompany balances in the prior year.
 Income tax expense was $57.2 million in 2024, compared to $56.1 million in 2023. Our effective tax rate was 25% for both 2024 and 2023. The increase in income tax expense was primarily due to higher income before income taxes.

 Liquidity and Capital Resources

 General

 Our cash requirements have principally been for working capital purposes, long-term debt repayments, and capital expenditures. We fund our working capital and our capital investments from cash flows from operating activities, cash on hand, and borrowings available under our Revolving Credit Facility. Pursuant to our Share Repurchase Program described below, we use cash to repurchase shares of our common stock. We believe that our current operating performance, operating plan, our strong cash position, and borrowings available under our Revolving Credit Facility will be sufficient to satisfy our liquidity needs and capital expenditure requirements for at least the next twelve months and the foreseeable future.

 Current Liquidity
 As of December 28, 2024, we had a cash balance of $358.8 million, $88.5 million of working capital (excluding cash), and $300.0 million of borrowings available under the Revolving Credit Facility.
 Credit Facility
 Our Credit Facility provides for a $300.0 million Revolving Credit Facility and an $84.4 million term loan ("Term Loan A").
 On March 31, 2023, we amended the Credit Facility, leaving the material terms of the Credit Facility substantially unchanged, with the exception of certain changes to implement the replacement of London Interbank Offered Rate ("LIBOR") with the Secured Overnight Financing Rate ("SOFR") as the reference rate therein.
 On June 22, 2023, we further amended the Credit Facility, which extended the maturity date of both the Term Loan A and the Revolving Credit Facility from December 17, 2024 to June 22, 2028; refinanced and replaced the existing Term Loan A in full with a new $84.4 million Term Loan A; and increased the commitments under the Revolving Credit Facility from $150.0 million to $300.0 million. As a result of the amendment, we recognized a $0.3 million loss on modification and extinguishment of debt and we capitalized $2.8 million of new lender and third-party fees in the second quarter of 2023.
 On February 26, 2024, we further amended the Credit Facility, leaving the material terms of the Credit Facility substantially unchanged, with the exception of a definitional update and a change to permit a Hedging Agreement (as defined in the Credit Facility) entered into in connection with an accelerated share purchase program under the Credit Facility.
 At December 28, 2024, we had $78.0 million principal amount of indebtedness outstanding under the Term Loan A and no outstanding borrowings under the Revolving Credit Facility. The weighted average interest rate for borrowings under Term Loan A was 7.09% during the year ended December 28, 2024.
 The Credit Facility requires us to comply with certain covenants, including financial covenants regarding our total net leverage ratio and interest coverage ratio. Fluctuations in these ratios may increase our interest expense. Failure to comply with these covenants and certain other provisions of the Credit Facility, or the occurrence of a change of control, could result in an event of default and an acceleration of our obligations under the Credit Facility or other indebtedness that we may incur in the future. At December 28, 2024, we were in compliance with all covenants and expect to remain in compliance with all covenants under the Credit Facility.

 Share Repurchase Program

 On February 1, 2024, our Board of Directors authorized the repurchase of up to $300.0 million (exclusive of fees and commissions) of YETI's common stock (the "Share Repurchase Program"), excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. The common stock may be repurchased from time to time at prevailing prices in the open market, through various methods, including, but not limited to, open market, privately negotiated, or accelerated share repurchase transactions. Repurchases under the share repurchase program may also be made pursuant to a plan adopted under Rule 10b5-1 promulgated under the Exchange Act. The timing, manner, price, and actual amount of share repurchases will be determined by management based on various factors, including, but not limited to, stock price, economic and market conditions, other capital allocation needs and opportunities, and corporate and regulatory considerations. YETI has no obligation to repurchase any amount of our common stock, and such repurchases may be suspended or discontinued at any time. As of December 28, 2024, $100.0 million remained available under the Share Repurchase Program.

 As part of the Share Repurchase Program, on February 27, 2024, we entered into an accelerated share repurchase agreement (the "February ASR Agreement") with Goldman Sachs & Co. LLC ("Goldman Sachs") to repurchase $100.0 million of YETI's common stock. Pursuant to the February ASR Agreement, we made a payment of $100.0 million to Goldman Sachs and received an initial delivery of 1,998,501 shares of our common stock. We received a final delivery of an additional 642,674 shares on April 25, 2024. The February ASR Agreement resulted in the total repurchase of 2,641,175 shares.

 In addition, as part of the Share Repurchase Program, on November 12, 2024, we entered into a second accelerated share repurchase agreement (the "November ASR Agreement") with Goldman Sachs to repurchase an additional $100.0 million of YETI's common stock. Pursuant to the November ASR Agreement, we made a payment of $100.0 million to Goldman Sachs and received an initial delivery of 1,933,301 shares of YETI's common stock. We received a final delivery of an additional 551,955 shares on January 6, 2025. The November ASR resulted in the total repurchase of 2,485,256 shares.

 During the first quarter of 2025, our Board of Directors approved a $350.0 million increase to the Share Repurchase Program authorization, excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. As of February 24, 2025, $450.0 million remained available under the Share Repurchase Program.

 See Note 11-Stockholders' Equity of the Consolidated Financial Statements for additional information about the Share Repurchase Program.

 Material Cash Requirements

 For 2025, we expect capital expenditures for property and equipment to be between $60.0 million and $70.0 million, primarily to support investments in technology, new product innovation, and our supply chain.

 The following table summarizes current and long-term material cash requirements for contractual and other obligations as of December 28, 2024 (in thousands):

 Material Cash Requirements

 Total

 2025

 2026

 2027

 2028

 2029

 Thereafter

 Long-term debt principal payment
 $
 78,047
 $
 4,219
 $
 4,219
 $
 4,219
 $
 65,390
 $
 —
 $
 —

 Interest

 15,597
 4,797
 4,532
 4,267
 2,001
 —
 —

 Operating lease obligations

 110,490
 24,034
 20,582
 15,767
 11,718
 8,940
 29,449

 3,536
 2,315
 —
 —

 Other non-cancellable agreements (1)

 166,765
 64,707
 53,305
 21,046
 14,957
 11,498
 1,252

 Total

 $
 374,435
 $
 100,072
 $
 83,611
 $
 45,441
 $
 94,172
 $
 20,438
 $
 30,701

 _________________________________________
 (1)We have entered into commitments for service and maintenance agreements related to our management information systems, distribution contracts, advertising, sponsorships, and licensing agreements.
 The table of our material cash requirements above excludes unrecognized tax benefits as we are unable to reasonably predict the timing of settlement of liabilities, if any, related to unrecognized tax benefits. As of December 28, 2024, we had unrecognized tax benefits of $21.2 million.
 As of December 28, 2024, our reserve for estimated recall expenses, including the expected cost of returns, was $12.1 million. The ultimate costs from the approved voluntary recalls could differ materially from this estimate, and as such, changes in the estimate may have a material impact on our financial condition, results of operations, and cash flows.

 Cash Flows from Operating, Investing and Financing Activities
 The following table summarizes our cash flows from operating, investing and financing activities for the periods indicated (in thousands):

 Cash flows provided by (used in):

 Operating activities

 $
 261,386
 $
 285,942

 Investing activities

 (131,448)
 (72,824)

 Financing activities

 (209,217)
 (13,596)

 Operating Activities
 Cash flows related to operating activities are dependent on net income, non-cash adjustments to net income, and changes in working capital. The decrease in cash provided by operating activities in 2024 compared to 2023 was primarily due to an increase in cash used by working capital driven by lower accounts payable and accrued expenses balances and higher account receivable balances in 2024. The increase in cash provided by operating activities was partially offset by an increase in net income and the impact of non-cash items.

 Investing Activities

 The increase in cash used in investing activities in 2024 compared to 2023 was primarily related to the acquisition of Mystery Ranch and higher purchases of intangible assets, including the acquisition of powered cooling technology patents to develop a unique powered cooler platform. These increases were partially offset by decreased purchases of property and equipment.

 Financing Activities

 The increase in cash used in financing activities in 2024 compared to 2023 was primarily due to repurchases of common stock.

 Critical Accounting Policies and Estimates
 Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with GAAP. In preparing the consolidated financial statements, we make estimates and judgments that affect the reported amounts of assets, liabilities, sales, expenses, and related disclosure of contingent assets and liabilities. We re-evaluate our estimates on an on-going basis. Our estimates are based on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Because of the uncertainty inherent in these matters, actual results may differ from these estimates and could differ based upon other assumptions or conditions.
 See Note 1 of the Notes to Consolidated Financial Statements for our significant accounting policies. The following describes significant judgments and estimates used in the application of these policies. Within the context of these critical accounting policies, we are not currently aware of any reasonably likely events or circumstances that would result in materially different amounts being reported.
 Revenue Recognition
 Revenue transactions associated with the sale of YETI coolers, equipment, drinkware, apparel and accessories comprise a single performance obligation, which consists of the sale of products to customers either through our wholesale or DTC channels. Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods to the customers, based on the terms of sale. The transfer of control typically occurs at a point in time based on consideration of when the customer has an obligation to pay for the goods, and physical possession of, legal title to, and the risks and rewards of ownership of the goods has been transferred, and the customer has accepted the goods. Revenue from wholesale transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from our DTC channel is generally recognized at the point of sale in our retail stores and at the time products are shipped for e-commerce transactions and corporate sales based on contractual terms with the customer.

 Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances, sales incentive programs, and miscellaneous claims from customers. We determine these estimates based on contract terms, evaluations of historical experience, anticipated trends, and other factors. The actual amount of customer returns and customer allowances, which is inherently uncertain, may differ from our estimates.
 The duration of contractual arrangements with our customers is typically less than 1 year. Payment terms with wholesale customers vary depending on creditworthiness and other considerations, with the most common being net 30 days. Payment is due at the time of sale for retail store transactions and at the time of shipment for e-commerce transactions.
 Certain products that we sell include a limited warranty which does not meet the definition of a performance obligation within the context of the contract. Product warranty costs are estimated based on historical and anticipated trends and are recorded as cost of goods sold at the time revenue is recognized.
 We elected to account for shipping and handling as fulfillment activities, and not as separate performance obligations. Shipping and handling fees billed to customers are included in net sales. All shipping and handling activity costs are recognized as selling, general and administrative expenses at the time the related revenue is recognized. Sales taxes collected from customers and remitted directly to government authorities are excluded from net sales and cost of goods sold.
 Our terms of sale provide limited return rights. We may accept, and have at times accepted, returns outside our terms of sale at our sole discretion. We may also, at our sole discretion, provide our retail partners with sales discounts and allowances. We record estimated sales returns, discounts, and miscellaneous customer claims as reductions to net sales at the time revenues are recorded. We base our estimates upon historical experience and trends, and upon approval of specific returns or discounts. Actual returns and discounts in any future period are inherently uncertain and thus may differ from our estimates. If actual or expected future returns and discounts were significantly greater or lower than the reserves we had established, we would record a reduction or increase to net sales in the period in which we made such determination. A 10% change in our estimated reserve for sales returns, discounts, and miscellaneous claims for 2024 would have impacted net sales by $1.2 million.
 Product Recall Reserves
 As described in Note 12 of the Notes to Consolidated Financial Statements, in January 2023, we notified the CPSC of a potential safety concern regarding the magnet-lined closures of our Hopper M30 Soft Cooler, Hopper M20 Soft Backpack Cooler, and SideKick Dry gear case (the "affected products") and initiated a global stop sale of the affected products. In February 2023, we proposed a voluntary recall of the affected products to the CPSC, and other relevant global regulatory authorities, which we refer to as the "voluntary recalls" herein unless otherwise indicated. In conjunction with the stop sale, we determined that the affected products inventory held by us, our suppliers and our wholesale customers was unsalable, and notified our wholesale customers to return the affected products. In March 2023, we announced separate, voluntary recalls of the affected products in collaboration with the CPSC and subsequently began processing recall claims and returns.

 We establish reserves for the estimated costs of a product recall when circumstances giving rise to the recall become known and when such costs are probable and estimable. As a result of the voluntary recalls, we established a reserve for expected future returns and the estimated cost of recall remedies for consumers with affected products. Estimating the cost of recall remedies required significant judgment and is primarily based on (i) expected consumer participation rates; and (ii) the estimated costs of the consumer's elected remedy in the proposed voluntary recall, including estimated cost of offered product replacements, logistics costs and other recall-related costs. We reevaluate these assumptions each period, and the related reserves may be adjusted when factors indicate that the reserve is either not sufficient to cover or exceeds the estimated product recall expenses. The ultimate impact from the approved voluntary recalls could differ materially from these estimates. The reserve for the estimated product recall expenses of $12.1 million and $13.1 million is included within accrued expenses and other current liabilities on our consolidated balance sheet as of December 28, 2024 and December 30, 2023, respectively.

 Business Combinations
 We account for business combinations using the acquisition method of accounting. We allocate the purchase consideration to the identifiable assets acquired and liabilities assumed in a business combination based on their acquisition-date fair values. We use our best estimates and assumptions to determine the fair value of tangible and intangible assets acquired and liabilities assumed, as well as the uncertain tax positions and tax-related valuation allowances that are initially recorded in connection with a business combination. These estimates are reevaluated and adjusted, if needed, during the measurement period of up to one year from the acquisition date, and are recorded as adjustments to goodwill. Any adjustments to the acquired assets and liabilities assumed that are identified subsequent to the measurement period are recorded in earnings.

 Inventory
 Inventories are comprised primarily of finished goods and are carried at the lower of cost (weighted-average cost method) or market (net realizable value). We make ongoing estimates relating to the net realizable value of inventories based upon our assumptions about future demand and market conditions. If the estimated net realizable value is less than cost, we reflect the lower value of that inventory. This methodology recognizes inventory exposures at the time such losses are identified rather than at the time the inventory is actually sold. Due to customer demand and inventory constraints, we have not historically taken material adjustments to the carrying value of our inventory.
 Our inventory valuation reflects adjustments for anticipated inventory losses that have occurred since the last physical inventory. We estimate inventory shrinkage based on historical trends from physical inventory counts and cycle counts. We perform physical inventory counts and cycle counts throughout the year and adjust the shrink provision accordingly. Historically, physical inventory shrinkage has not been significant.
 Valuation of Goodwill and Indefinite-Lived Intangible Assets
 Goodwill and intangible assets are recorded at cost, or at their estimated fair values at the date of acquisition. We review goodwill and indefinite-lived intangible assets for impairment annually or whenever events or changes in circumstances indicate the carrying amount may be impaired. In conducting our annual impairment test, we first review qualitative factors to determine whether it is more likely than not that the fair value of the asset, or reporting units, is less than its carrying amount. If factors indicate that the fair value is less than its carrying amount, we perform a quantitative assessment, analyzing the expected present value of future cash flows to quantify the amount of impairment, if any. Based on our qualitative assessment performed during the fourth quarter of 2024, we determined that it is not more likely than not that the fair value of each reporting unit is lower than its carrying value; therefore, the quantitative impairment test was not required. We did not record any goodwill or indefinite-lived intangible assets impairment charges during the years ended December 28, 2024, December 30, 2023 and December 31, 2022.

 Valuation of Long-Lived Assets
 We assess the recoverability of our long-lived assets, which include property and equipment, operating lease right-of-use-assets, and definite-lived intangible assets, for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. An impairment loss on our long-lived assets exists when the estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. If the carrying amount exceeds the sum of the undiscounted cash flows, an impairment charge is recognized based on the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or estimated fair value less costs to sell.
 Income Taxes
 We are subject to taxation in the United States, as well as various state and foreign jurisdictions. The determination of our provision for income taxes requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. On an interim basis, we estimate our effective tax rate for the full fiscal year. This estimated annual effective tax rate is then applied to the year-to-date income before income taxes, excluding infrequently occurring or unusual items, to determine the year-to-date income tax expense. The income tax effects of infrequent or unusual items are recognized in the interim period in which they occur. As the fiscal year progresses, we continually refine our estimate based upon actual events and earnings by jurisdiction during the year. This continual estimation process periodically results in a change to our expected effective tax rate for the fiscal year. When this occurs, we adjust the income tax provision during the quarter in which the change in estimate occurs.
 Tax filing positions are evaluated, and we recognize the largest amount of tax benefit that is more likely than not to be sustained upon examination by the taxing authorities based on the technical merits of the tax position. On a quarterly basis, we evaluate the probability that a tax position will be effectively sustained and the appropriateness of the amount recognized for uncertain tax positions based on factors including changes in facts or circumstances, changes in tax law, and audit activity. Changes in our assessment may result in the recognition of a tax benefit or an additional charge to the tax provision in the period our assessment changes. We recognize interest and penalties related to unrecognized tax benefits in the provision for income taxes in the consolidated statements of operations.

 Recent Accounting Pronouncements
 For a description of recent accounting pronouncements, see "Recently Adopted Accounting Pronouncements" and "Recent Accounting Guidance Not Yet Adopted" in Note 1 of the Notes to Consolidated Financial Statements included herein.

 Item 7A. Quantitative and Qualitative Disclosures about Market Risk
 Interest Rate Risk
 In order to maintain liquidity and fund business operations, our long-term Credit Facility bears a variable interest rate based on prime, federal funds, or SOFR plus an applicable margin based on our total net leverage ratio. The nature and amount of our long-term debt can be expected to vary as a result of future business requirements, market conditions, and other factors. We may elect to enter into interest rate swap contracts to reduce the impact associated with interest rate fluctuations, but as of December 28, 2024, we have not entered into any such contracts. Based on the balance outstanding under our Term Loan A at December 28, 2024, we estimate that a 1% increase or decrease in underlying interest rates would increase or decrease annual interest expense by $0.8 million for both the years ended December 28, 2024 and December 30, 2023.

 Inflation Risk
 Inflationary factors such as increases in the cost of our product and overhead costs may adversely affect our operating results. Although inflationary pressures and global supply chain disruption, such as higher inbound transportation costs, did not have a material negative impact on our gross margin in 2024, sustained cost increases, or other inflationary pressures in the future, may have an adverse effect on our ability to maintain or improve current levels of gross margin and SG&A expenses as a percentage of net sales if the selling prices of our products do not increase with these increased costs, or we cannot identify cost efficiencies.
 Commodity Price Risk
 The primary raw materials and components used by our contract manufacturing partners include polyethylene, polyurethane foam, stainless-steel, polyester fabric, zippers, and plastic. We believe these materials are readily available from multiple vendors. We have, and may continue to, negotiate prices with suppliers of these products on behalf of our third-party contract manufacturers in order to leverage the cumulative impact of our volume. We do not, however, source significant amounts of these products directly. Certain of these products use petroleum or natural gas as inputs. However, we do not believe there is a significant direct correlation between petroleum or natural gas prices and the costs of our products.

 Foreign Currency Risk
 We operate in international markets and transact in multiple currencies. During 2024, net sales from our international entities accounted for 19% of our consolidated net sales, and therefore we do not believe exposure to foreign currency fluctuations has had a material impact on our net sales. Our international businesses operate in functional currencies other than the U.S. dollar (primarily the Canadian dollar, Australian dollar, and Euro). As such, we are subject to foreign currency fluctuation risks related our revenue and operating expenses denominated in currencies other than the U.S. dollar. A weakening of currencies relative to the U.S. dollar can have a negative impact to our financial results. Conversely, strengthening of currencies relative to the U.S. dollar can improve financial results.

 We have also experienced, and will continue to experience, fluctuations in our net income as a result of gains (losses) on the settlement and the re-measurement of monetary assets and liabilities denominated in currencies that are not the local currency (primarily consisting of our intercompany balances). For these intercompany balances at the end of December 28, 2024, a hypothetical 10% decrease in foreign currency exchange rates would result in an increase in our unrealized net loss of approximately $10.6 million.

 Item 8. Financial Statements and Supplementary Data
 Reports of Independent Registered Public Accounting Firm (PCAOB ID: 238)

 Consolidated Balance Sheets

 Consolidated Statements of Operations

 Consolidated Statements of Comprehensive Income

 Consolidated Statements of Equity

 Consolidated Statements of Cash Flows

 Notes to Consolidated Financial Statements

 1. Organization and Significant Accounting Policies

 2. Acquisitions

 3. Revenue

 4. Prepaid Expenses and Other Current Assets

 5. Property and Equipment

 6. Leases

 7. Intangible Assets

 8. Accrued Expenses and Other Current Liabilities

 9. Long-Term Debt

 10. Stock-Based Compensation

 11. Stockholders' Equity

 12. Commitments and Contingencies

 13. Income Taxes

 14. Earnings Per Share

 15. Segment Information

 Report of Independent Registered Public Accounting Firm

 To the Board of Directors and Stockholders of YETI Holdings, Inc.

 Opinions on the Financial Statements and Internal Control over Financial Reporting

 We have audited the accompanying consolidated balance sheets of YETI Holdings, Inc. and its subsidiaries (the "Company") as of December 28, 2024, and December 30, 2023, and the related consolidated statements of operations, of comprehensive income, of stockholders' equity and of cash flows for each of the three years in the period ended December 28, 2024, including the related notes (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of December 28, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

 In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 28, 2024 and December 30, 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 28, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 28, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

 Basis for Opinions

 The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Annual Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company's consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

 Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

 Definition and Limitations of Internal Control over Financial Reporting

 A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

 Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 Critical Audit Matters

 The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

 Revenue Recognition - Wholesale and E-Commerce Revenue

 As described in Note 1 to the consolidated financial statements, the Company's revenue is generated from the sale of its products to customers either through wholesale or direct-to-consumer (DTC) channels. Revenue from wholesale transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from the DTC channel is generally recognized at the point of sale in the Company's retail stores and at the time products are shipped for e-commerce transactions and corporate sales based on contractual terms with the customer. The Company's consolidated net sales were $1.8 billion for the fiscal year ended December 28, 2024, a majority of which relates to wholesale and e-commerce revenue. Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances, sales incentive programs, and miscellaneous claims from customers.

 The principal consideration for our determination that performing procedures relating to revenue recognition for wholesale and e-commerce revenue is a critical audit matter is a high degree of auditor effort in performing procedures related to the Company's revenue recognition.

 Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process. These procedures also included, among others (i) testing certain revenue transactions by a) evaluating the settlement of invoices and credit memos; b) tracing transactions not settled to a detailed listing of accounts receivable; and c) testing the completeness and accuracy of data provided by management; (ii) confirming a sample of outstanding customer invoice balances at year end, and obtaining and inspecting source documents, including invoices, proof of shipment, and subsequent cash receipts, where applicable, for confirmations not received; (iii) for a sample of credit memos issued during the period, testing the accuracy and appropriateness of the transaction by obtaining and inspecting the credit memo and related sales invoice; (iv) developing an independent expectation of customer discounts for certain customers using the contractual rates and comparing it to management's recorded amounts, including obtaining customer agreements; and (v) testing the timing of revenue recognition for a sample of certain revenue transactions near period end by obtaining and inspecting source documents, such as invoices and proof of shipment.

 /s/ PricewaterhouseCoopers LLP
 Austin, Texas
 February 24, 2025

 We have served as the Company's auditor since 2021.

 CONSOLIDATED BALANCE SHEETS
 (In thousands, except shares and par value)
2024
2023

 ASSETS

 Current assets

 Cash
 $
 358,795
 $
 438,960

 Accounts receivable, net
 120,190
 95,774

 Inventory
 310,058
 337,208

 Prepaid expenses and other current assets
 37,723
 42,463

 Total current assets
 826,766
 914,405

 Property and equipment, net
 126,270
 130,714

 Operating lease right-of-use assets
 78,279
 77,556

 Goodwill
 72,557
 54,293

 Intangible assets, net
 172,023
 117,629

 Other assets
 10,225
 2,595

 Total assets
 $
 1,286,120
 $
 1,297,192

 LIABILITIES AND STOCKHOLDERS' EQUITY

 Current liabilities

 Accounts payable
 $
 158,499
 $
 190,392

 Accrued expenses and other current liabilities
 128,210
 130,026

 Taxes payable
 38,089
 33,489

 Accrued payroll and related costs
 28,610
 23,141

 19,621
 14,726

 Current maturities of long-term debt
 6,475
 6,579

 Total current liabilities
 379,504
 398,353

 Long-term debt, net of current portion
 72,821
 78,645

 Operating lease liabilities, non-current
 73,586
 76,163

 Other liabilities
 20,102
 20,421

 Total liabilities
 546,013
 573,582

 Commitments and contingencies (Note 12)

 Stockholders' Equity

 Common stock, par value $ 0.01; 600,000,000 shares authorized; 89,190,494 and 82,939,467 shares issued and outstanding at December 28, 2024, respectively, and 88,592,761 and 86,916,210 shares issued and outstanding at December 30, 2023, respectively

 Treasury stock, at cost; 6,251,027 shares

 ( 281,587)

 Preferred stock, par value $ 0.01; 30,000,000 shares authorized; no shares issued or outstanding

 —
 —

 Additional paid-in capital
 405,921
 386,377

 Retained earnings
 614,125
 438,436

 Accumulated other comprehensive gain (loss)

 ( 2,064)

 Total stockholders' equity
 740,107
 723,610

 Total liabilities and stockholders' equity
 $
 1,286,120
 $
 1,297,192

 CONSOLIDATED STATEMENTS OF OPERATIONS
 (In thousands, except per share data)

2024
2023
2022

 Net sales

 $
 $
 $

 Cost of goods sold

 766,589
 715,527
 831,821

 Gross profit

 1,063,284
 943,186
 763,401

 Selling, general, and administrative expenses

 817,908
 717,728
 637,040

 Operating income

 245,376
 225,458
 126,361

 Interest income (expense), net

 ( 942)
 ( 4,466)

 Other (expense) income, net
 ( 13,188)
 1,430
 ( 5,718)

 Income before income taxes

 232,848
 225,946
 116,177

 Income tax expense

 ( 57,159)
 ( 56,061)
 ( 26,484)

 $
 $
 $

 Net income per share

 Basic

 $
 2.07
 $
 1.96
 $
 1.04

 Diluted

 $
 2.05
 $
 1.94
 $
 1.03

 Weighted-average common shares outstanding

 Basic

 84,935
 86,717
 86,521

 Diluted

 85,755
 87,403
 87,195

 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 (In thousands)

2024
2023
2022

 $
 $
 $

 Other comprehensive (loss) income

 Foreign currency translation adjustments

 2,820
 ( 1,644)
 ( 773)

 Total comprehensive income
 $
 178,509
 $
 168,241
 $
 88,920

 CONSOLIDATED STATEMENTS OF EQUITY
 (In thousands, including shares)
 Common Stock
 Additional
Paid-In
Capital
 Treasury Stock
 Retained Earnings

 Accumulated
Other
Comprehensive
Income (Loss)
 Total
Stockholders'
Equity

 Shares
 Amount
 Shares
 Amount

 Balance, January 1, 2022
 87,727
 $
 $
 337,735
 $
 —
 $
 —
 $
 178,858
 $
 $
 517,823

 —
 —
 17,799
 —
 —
 —
 —
 17,799

 Common stock issued under employee benefit plans
 3,817
 —
 —
 —
 —
 3,821

 Common stock withheld related to net share settlement of stock-based compensation
 ( 32)
 —
 ( 1,861)
 —
 —
 —
 —
 ( 1,861)

 Repurchase of common stock
 —
 —
 —
 ( 1,677)
 —
 —

 Other comprehensive loss

 —
 —
 —
 —
 —
 —
 ( 773)
 ( 773)

 —
 —
 —
 —
 —

 Balance, December 31, 2022
 88,108
 $
 $
 357,490
 $
 ( 1,677)
 $
 $
 268,551
 $
 ( 420)
 $
 526,477

 —
 —
 29,800
 —
 —
 —
 —
 29,800

 Common stock issued under employee benefit plans
 1,568
 —
 —
 —
 —
 1,573

 Common stock withheld related to net share settlement of stock-based compensation
 ( 61)
 —
 ( 2,481)
 —
 —
 —
 —
 ( 2,481)

 Other comprehensive loss

 —
 —
 —
 —
 —
 —
 ( 1,644)
 ( 1,644)

 —
 —
 —
 —
 —
 —

 Balance, December 30, 2023
 88,593
 $
 $
 386,377
 $
 ( 1,677)
 $
 $
 438,436
 $
 ( 2,064)
 $
 723,610

 —
 —
 40,719
 —
 —
 —
 —
 40,719

 Exercise of options
 —
 —
 —
 —

 Shares withheld related to net share settlement of stock-based compensation
 ( 38)
 —
 ( 1,463)
 —
 —
 —
 —
 ( 1,463)

 Dividends
 —
 —
 —
 —
 —
 —
 —
 —

 Repurchase of common stock, including excise tax
 —
 —
 ( 20,000)
 ( 4,574)
 ( 181,562)
 —
 —
 ( 201,562)

 Other comprehensive income
 —
 —
 —
 —
 —
 —
 2,820
 2,820

 —
 —
 —
 —
 —
 —

 Balance, December 28, 2024
 89,189
 $
 $
 405,921
 ( 6,251)
 $
 ( 281,587)
 $
 614,125
 $
 $
 740,107

 CONSOLIDATED STATEMENTS OF CASH FLOWS
 (In thousands)

2024
2023
2022

 Cash Flows from Operating Activities:

 $
 $
 $

 Adjustments to reconcile net income to cash provided by operating activities:

 Depreciation and amortization
 48,132
 46,434
 39,847

 Amortization of deferred financing fees

 40,719
 29,800
 17,799

 Deferred income taxes
 ( 11,167)
 25,561
 ( 403)

 Impairment of long-lived assets
 5,490
 2,927
 1,229

 Loss on prepayment, modification, or extinguishment of debt
 —
 —

 Product recalls
 9,939
 1,895
 97,176

 Other
 9,872
 ( 6,163)
 2,039

 Changes in operating assets and liabilities:

 Accounts receivable, net
 ( 23,655)
 ( 15,683)
 30,448

 Inventory
 39,751
 33,675
 ( 91,624)

 Other current assets
 9,480
 ( 7,933)
 ( 2,187)

 Accounts payable and accrued expenses
 ( 47,020)
 ( 15,144)
 ( 86,242)

 Taxes payable
 18,156

 Other
 2,838
 1,598
 2,079

 Net cash provided by operating activities
 261,386
 285,942
 100,894

 Cash Flows from Investing Activities:

 Purchases of property and equipment
 ( 41,832)
 ( 50,672)
 ( 45,929)

 Business acquisition, net of cash acquired

 ( 36,164)
 —
 —

 Additions of intangibles, net
 ( 53,452)
 ( 22,152)
 ( 10,981)

 Net cash used in investing activities
 ( 131,448)
 ( 72,824)
 ( 56,910)

 Cash Flows from Financing Activities:

 Repayments of long term debt
 ( 4,219)
 ( 7,734)
 ( 22,500)

 Proceeds from employee stock transactions
 1,573
 3,821

 Taxes paid in connection with employee stock transactions
 ( 1,463)
 ( 2,481)
 ( 1,861)

 Finance lease principal payment
 ( 3,829)
 ( 2,130)
 ( 2,063)

 Repurchase of common stock
 ( 200,000)
 —

 Payments of deferred financing fees
 —
 ( 2,824)
 —

 Net cash used in financing activities
 ( 209,217)
 ( 13,596)
 ( 122,628)

 Effect of exchange rate changes on cash
 ( 886)
 4,697
 1,196

 Net (decrease) increase in cash

 ( 80,165)
 204,219
 ( 77,448)

 Cash, beginning of period
 438,960
 234,741
 312,189

 Cash, end of period
 $
 358,795
 $
 438,960
 $
 234,741

 Supplemental cash flow information:

 Interest paid
 $
 5,806
 $
 6,688
 $
 2,961

 Income taxes paid, net of refunds
 $
 65,204
 $
 14,131
 $
 58,822

 Supplemental non-cash investing activity:

 Property and equipment additions included in accounts payable and accrued expenses
 $
 2,794
 $
 2,647
 $
 3,801

 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 Organization and Business
 Headquartered in Austin, Texas, YETI Holdings, Inc. is a global designer, retailer, and distributor of innovative outdoor products. From coolers and drinkware to bags and apparel, YETI products are built to meet the unique and varying needs of diverse outdoor pursuits, whether in the remote wilderness, at the beach, or anywhere life takes you. We sell our products through our wholesale channel, including independent retailers, national, and regional accounts across a wide variety of end user markets, as well as through our direct-to-consumer ("DTC") channel, which includes our websites, YETI Authorized on the Amazon Marketplace, our corporate sales program, and our retail stores. We operate in the U.S., Canada, Australia, New Zealand, Europe, and Asia.
 The terms "we," "us," "our," "YETI" and "the Company" as used herein and unless otherwise stated or indicated by context, refer to YETI Holdings, Inc. and its subsidiaries.

 Basis of Presentation and Principles of Consolidation
 The consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and the rules of the U.S. Securities and Exchange Commission ("SEC"). The consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. Intercompany balances and transactions are eliminated in consolidation. Certain prior period amounts have been reclassified to conform to current period presentation.
 Out-of-Period Adjustment
 During the first quarter of 2022, we recognized $ 6.4 million in cost of goods sold for inbound freight expense recorded as an out-of-period adjustment. The adjustment was not considered material to the interim or annual consolidated financial statements for the year ended December 31, 2022 or the financial statements of any previously filed interim or annual periods.

 Use of Estimates
 The preparation of consolidated financial statements in conformity with GAAP requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses during the reporting period and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Estimates and assumptions about future events and their effects cannot be made with certainty. Estimates may change as new events occur, when additional information becomes available and if our operating environment changes. Actual results could differ from our estimates.
 Fiscal Year End
 We have a 52- or 53-week fiscal year that ends on the Saturday closest in proximity to December 31, such that each quarterly period will be 13 weeks in length, except during a 53-week year when the fourth quarter will be 14 weeks. Fiscal years 2024, 2023 and 2022 were 52-week periods. The consolidated financial results presented herein represent the fiscal years ended December 28, 2024 ("2024"), December 30, 2023 ("2023"), and December 31, 2022 ("2022").
 Accounts Receivable
 Accounts receivable are carried at original invoice amount less estimated credit losses. Upon initial recognition of a receivable, we estimate credit losses over the contractual term of the receivable and establish an allowance for credit losses based on historical experience, current available information, and expectations of future economic conditions. We mitigate credit loss risk from accounts receivable by assessing customers for credit worthiness, including ongoing credit evaluations and their payment trends. Credit risk is limited due to ongoing monitoring, high geographic customer distribution, and low concentration of risk. As the risk of loss is determined to be similar based on the credit risk factors, we aggregate receivables on a collective basis when assessing credit losses. Accounts receivable are uncollateralized customer obligations due under normal trade terms typically requiring payment within 30 to 60 days of sale. Receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded to income when received. For both December 28, 2024 and December 30, 2023, one customer accounted for 12 % of our total accounts receivable, net, respectively. Our allowance for credit losses was $ 1.4 million as of December 28, 2024 and $ 0.5 million as of December 30, 2023, respectively.

 Advertising and Marketing Costs
 Marketing expenses, including advertising costs, are expensed as incurred and included in selling, general and administrative expenses in our consolidated statements of operations. Marketing expenses were $ 141.5 million, $ 126.9 million, and $ 111.0 million for 2024, 2023, and 2022, respectively. As of December 28, 2024 and December 30, 2023, prepaid advertising costs were $ 2.5 million and $ 0.5 million, respectively.
 Benefit Plan
 We provide a 401(k)-defined contribution plan covering substantially all our employees, which allows for employee contributions and provides for an employer match. Our contributions totaled approximately $ 2.4 million, $ 2.0 million, and $ 1.5 million for 2024, 2023, and 2022, respectively.

 Business Combinations
 We account for business combinations using the acquisition method of accounting. We allocate the purchase consideration to the identifiable assets acquired and liabilities assumed in a business combination based on their acquisition-date fair values. We use our best estimates and assumptions to determine the fair value of tangible and intangible assets acquired and liabilities assumed, as well as the uncertain tax positions and tax-related valuation allowances that are initially recorded in connection with a business combination. These estimates are reevaluated and adjusted, if needed, during the measurement period of up to one year from the acquisition date, and are recorded as adjustments to goodwill. Any adjustments to the acquired assets and liabilities assumed that are identified subsequent to the measurement period are recorded in earnings.

 Cash
 We maintain our cash in bank deposit accounts which, at times, may exceed federally insured limits. We have not historically experienced any losses in such accounts.
 Comprehensive Income
 Our comprehensive income is determined based on net income adjusted for gains and losses on foreign currency translation adjustments.
 Concentration of Risk
 We are exposed to risk due to our concentration of business activity with certain third-party contract manufacturers of our products. For coolers & equipment products, our two largest manufacturers comprised approximately 36 % of our production volume during 2024. For drinkware products, our two largest manufacturers comprised approximately 74 % of our production volume during 2024.
 Deferred Financing Fees
 Costs incurred upon the issuance of our debt instruments are capitalized and amortized over the life of the associated debt instrument on a straight-line basis, in a manner that approximates the effective interest method. If the debt instrument is retired before its scheduled maturity date, any remaining issuance costs associated with that debt instrument are expensed in the same period. Deferred financing fees related to our Credit Facility (as defined in Note 9) are reported in "Long-term debt, net of current portion" as a direct reduction of the carrying amount of our outstanding long-term debt. At each of December 28, 2024 and December 30, 2023, the amortization of deferred financing fees included in interest expense was $ 0.6 million.

 Fair Value of Financial Instruments
 For financial assets and liabilities recorded at fair value on a recurring or non-recurring basis, fair value is the price we would receive to sell an asset, or pay to transfer a liability, in an orderly transaction with a market participant at the measurement date. In the absence of such data, fair value is estimated using internal information consistent with what market participants would use in a hypothetical transaction. In determining fair value, observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions; preference is given to observable inputs. These two types of inputs create the following fair value hierarchy:
 Level 1: Quoted prices for identical instruments in active markets.
 Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

 Level 3: Significant inputs to the valuation model are unobservable.
 Our financial instruments consist principally of cash, accounts receivable, accounts payable, and bank indebtedness. The carrying amount of cash, accounts receivable, and accounts payable, approximates fair value due to the short-term maturity of these instruments. The carrying amount of our long-term bank indebtedness approximates fair value based on Level 2 inputs since the Credit Facility carries a variable interest rate that is based on the Secured Overnight Financing Rate ("SOFR").
 Foreign Currency Translation and Foreign Currency Transactions

 Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars are included in the foreign currency translation adjustment, a component of accumulated other comprehensive income.
 For consolidation purposes, the assets and liabilities of our subsidiaries whose functional currency is not the U.S. dollar are translated into U.S. dollars using the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates prevailing during the period. The gains and losses resulting from translation of financial statements of foreign subsidiaries are recorded as a separate component of accumulated other comprehensive income.
 Goodwill and Intangible Assets
 Goodwill and intangible assets are recorded at cost, or at their estimated fair values at the date of acquisition. We review goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter of each fiscal year or on an interim basis whenever events or changes in circumstances indicate the fair value of such assets may be below their carrying amount. In conducting our annual impairment test, we first review qualitative factors to determine whether it is more likely than not that the fair value of the asset is less than its carrying amount. If factors indicate that the fair value of the asset is less than its carrying amount, we perform a quantitative assessment of the asset, analyzing the expected present value of future cash flows to quantify the amount of impairment, if any. We perform our annual impairment tests in the fourth quarter of each fiscal year.
 For our annual goodwill impairment tests in the fourth quarters of 2024 and 2023, we performed a qualitative assessment to determine whether the fair value of goodwill was more likely than not less than the carrying value. Based on economic conditions and industry and market considerations, we determined that it was more likely than not that the fair value of goodwill was greater than its carrying value; therefore, the quantitative impairment test was not performed. Therefore, we did not record any goodwill impairment for the years 2024 and 2023.
 Our intangible assets consist of indefinite-lived intangible assets, including tradename, trademarks, trade dress, and definite-lived intangible assets such as tradename, customer relationships, trademarks, patents, and other intangibles assets, such as copyrights and domain name. We also capitalize the costs of acquired trademarks, trade dress, patents, other intangibles, such as copyrights and domain name assets, and patent and trademark defense costs. Definite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. See Note 7 for the estimated useful lives of our definite-lived intangible assets.
 External legal costs incurred in the defense of our patents and trademarks are capitalized when we believe that the future economic benefit of the intangible asset will be increased, and a successful defense is probable. In the event of a successful defense, the settlements received are netted against the external legal costs that were capitalized. Where the defense of the patent and trademark maintains rather than increases the expected future economic benefits from the asset, the costs are expensed as incurred. The external legal costs incurred and settlements received may not occur in the same period. Capitalized costs incurred during 2024, 2023, and 2022 primarily relate to external legal costs incurred in the defense of our patents and trademarks, net of settlements received. During 2024, we recorded additions to goodwill and intangible assets in connection with the acquisition of Mystery Ranch LLC, and recorded additions to intangible assets in connection with the acquisition of powered cooling technology patents. See Note 2 for additional information.
 Income Taxes
 We provide for income taxes at the enacted rate applicable for the appropriate tax jurisdictions. Deferred taxes are provided on an asset and liability method, which requires the recognition of deferred tax assets and liabilities for expected future consequences of temporary differences between the financial reporting and income tax bases of assets and liabilities using enacted tax rates. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized.
 Tax filing positions are evaluated, and we recognize the largest amount of tax benefit that is more likely than not to be sustained upon examination by the taxing authorities based on the technical merits of the tax position. Settlements with tax authorities, the expiration of statutes of limitations for particular tax positions, or obtaining new information on particular tax positions may cause a change to the effective tax rate. We recognize interest and penalties related to unrecognized tax benefits in the provision for income taxes in the consolidated statements of operations.

 Inventories
 Inventories, consisting primarily of finished goods and an immaterial level of component parts, are valued at the lower of cost or net realizable value. Cost is determined using weighted-average costs, including all costs incurred to deliver inventory to our distribution facilities, such as inbound freight, import duties and tariffs. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We make ongoing estimates relating to the net realizable value of inventories based upon our assumptions about future demand and market conditions. At December 28, 2024 and December 30, 2023, inventory reserves were $ 6.1 million and $ 2.2 million, respectively.
 Property and Equipment
 We record property and equipment at their original acquisition costs and we depreciate them based on a straight-line method over their estimated useful lives. We capitalize direct internal and external costs related to software used for internal purposes. Expenditures for repairs and maintenance are expensed as incurred, while asset improvements that extend the useful life are capitalized. The useful lives for property and equipment are as follows:

 Leasehold improvements

 lesser of 10 years, remaining lease term, or estimated useful life of the asset

 Molds and tooling

 3 - 5 years

 Furniture and equipment

 3 - 7 years

 Computers and software

 3 - 7 years

 Related-Party Agreements
 We lease warehouse and office facilities under various operating leases. One warehouse facility is leased from an entity owned by our founders, brothers Roy and Ryan Seiders. The warehouse facility lease, which is month-to-month and can be cancelled upon 30 days' written notice, requires monthly payments of $ 8,700 that are reflected in our consolidated statements of operations.
 Research and Development Costs
 Research and development costs are expensed as incurred and consist primarily of employee compensation, including non-cash stock-based compensation expense, and miscellaneous supplies. Research and development costs are recorded in selling, general, and administrative expenses. Research and development expenses were $ 21.1 million, $ 15.5 million, and $ 15.4 million, for 2024, 2023, and 2022, respectively.

 Revenue Recognition
 Revenue transactions associated with the sale of our products comprise a single performance obligation, which consists of the sale of products to customers either through wholesale or DTC channels. Revenue is recognized when performance obligations are satisfied through the transfer of control of promised goods to the customers, based on the terms of sale. The transfer of control typically occurs at a point in time based on consideration of when the customer has an obligation to pay for the goods, and physical possession of, legal title to, and the risks and rewards of ownership of the goods has been transferred, and the customer has accepted the goods. Revenue from wholesale transactions is generally recognized at the time products are shipped based on contractual terms with the customer. Revenue from our DTC channel is generally recognized at the point of sale in our retail stores and at the time products are shipped for e-commerce transactions and corporate sales based on contractual terms with the customer.
 Revenue is recognized net of estimates of variable consideration, including product returns, customer discounts and allowances, sales incentive programs, and miscellaneous claims from customers. We determine these estimates based on contract terms, evaluations of historical experience, anticipated trends, and other factors. The actual amount of customer returns and customer allowances, which is inherently uncertain, may differ from our estimates.
 The duration of contractual arrangements with our customers is typically less than 1 year. Payment terms with wholesale customers vary depending on creditworthiness and other considerations, with the most common being net 30 days. Payment is due at the time of sale for retail store transactions and at the time of shipment for e-commerce transactions.
 Certain products that we sell include a limited warranty which does not meet the definition of a performance obligation within the context of the contract. Product warranty costs are estimated based on historical and anticipated trends and are recorded as cost of goods sold at the time revenue is recognized.

 We elected to account for shipping and handling as fulfillment activities, and not as separate performance obligations. Shipping and handling fees billed to customers are included in net sales. All shipping and handling activity costs are recognized as selling, general and administrative expenses at the time the related revenue is recognized. Sales taxes collected from customers and remitted directly to government authorities are excluded from net sales and cost of goods sold.
 Our terms of sale provide limited return rights. We may accept, and have at times accepted, returns outside our terms of sale at our sole discretion. From time to time, we also, at our sole discretion, provide our retail partners with sales discounts and allowances. We record estimated sales returns, discounts, and miscellaneous customer claims as reductions to net sales at the time revenues are recorded. We base our estimates upon historical experience and trends, and upon approval of specific returns or discounts. Actual returns and discounts in any future period are inherently uncertain and thus may differ from our estimates. If actual or expected future returns and discounts were significantly greater or lower than the reserves we had established, we would record a reduction or increase to net sales in the period in which we made such determination.
 Segment Information
 We report operations as a single reportable segment. See Note 15 for further discussion on segment information.
 Shipping and Handling Costs

 Shipping and handling fees charged to our customers are included in net sales in our consolidated statements of operations. The cost of shipping products to our customers, costs to operate our third-party logistics and warehousing operations, outbound freight costs, costs of operating on third-party DTC marketplaces, and credit card processing fees, which we refer to collectively as distribution and fulfillment expenses, are included in selling, general and administrative expenses in our consolidated statements of operations. Distribution and fulfillment expenses were $ 323.0 million, $ 310.1 million, and $ 261.8 million for 2024, 2023, and 2022, respectively.

 Inbound freight charges for product delivery from our third-party contract manufacturers are included in our cost of goods sold.

 Stock-Based Compensation

 Stock-based compensation awards granted to employees and non-employee directors are measured at fair value. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period. Stock-based compensation expense equal to the fair value of performance-based awards that are expected to vest is estimated and recognized on a straight-line basis over the performance period of the awards. Compensation expense estimates are updated periodically. The vesting of the performance-based awards is also contingent upon the attainment of predetermined performance goals. Depending on the estimated probability of attainment of those performance goals, the compensation expense recognized related to the awards could increase or decrease over the remaining vesting period.

 The grant date fair value of restricted stock units, restricted stock awards, and deferred stock units is based on the closing price of our common stock on the award date. The grant date fair value of performance-based awards is estimated on the award date using a Monte Carlo simulation model. For certain of the awards granted, the grant date fair value was calculated using the Finnerty model, as the after-tax portion of these awards is subject to a holding period of one year after the vesting date. The grant date fair value of each stock option granted is estimated on the award date using the Black-Scholes model. The Monte Carlo simulation model, Finnerty model, and Black-Scholes model require various judgmental assumptions including volatility, forfeiture rates and expected option life. No stock options were granted in 2024, 2023, or 2022.

 Costs relating to stock-based compensation are recognized in selling, general, and administrative expenses in our consolidated statements of operations, and forfeitures are recognized as they occur. See Note 10 for further discussion.

 Supplier Finance Program Obligations

 During 2018, we entered into an agreement with a financial institution to facilitate a supplier finance program ("SFP") which provides certain suppliers the option, at their sole discretion, to participate in the program and sell their receivables due from us for early payment. Participating eligible suppliers negotiate the terms directly with the financial institution and we have no involvement in establishing those terms nor are we a party to these agreements. Our payments associated with the invoices from the suppliers participating in the SFP are made to the financial institution according to the original invoice. The outstanding payment obligations under the SFP recorded within accounts payable in our consolidated balance sheets at December 28, 2024 and December 30, 2023 were $ 63.1 million and $ 77.3 million, respectively. See Note 12 for further discussion.

 Valuation of Long-Lived Assets

 We assess the recoverability of our long-lived assets, which include property and equipment, operating lease right-of-use-assets, and definite-lived intangible assets, for impairment whenever events or changes in circumstances indicate the carrying amount of such assets may not be recoverable. An impairment loss on our long-lived assets exists when the estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. If the carrying amount exceeds the sum of the undiscounted cash flows, an impairment charge is recognized based on the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or estimated fair value less costs to sell.
 Warranty
 Warranty liabilities are recorded at the time of sale for the estimated costs that may be incurred under the terms of our limited warranty. We make and revise these estimates primarily based on the number of units under warranty, historical experience of warranty claims, and an estimated per unit replacement cost. The liability for warranties is included in accrued expenses and other current liabilities in our consolidated balance sheets. The specific warranty terms and conditions vary depending upon the product sold, but are generally warranted against defects in material and workmanship ranging from three to five years. Our warranty only applies to the original owner. If actual product failure rates or repair costs differ from estimates, revisions to the estimated warranty liabilities would be required and could materially affect our financial condition and operating results. Warranty reserves were $ 9.4 million and $ 9.8 million as of December 28, 2024 and December 30, 2023, respectively. Warranty costs included in costs of goods sold were $ 5.3 million, $ 6.3 million, and $ 5.8 million for 2024, 2023, and 2022, respectively.
 Recently Adopted Accounting Pronouncements
 In September 2022, the Financial Accounting Standards Board ("FASB") issued ASU 2022-04, Liabilities-Supplier Finance Programs (Topic 405-50) - Disclosure of Supplier Finance Program Obligations, which requires disclosures intended to enhance the transparency of supplier finance programs. The ASU requires buyers in a supplier finance program to disclose sufficient information about the program to allow a user of financial statements to understand the program's nature, activity during the period, changes from period to period, and potential magnitude. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, except for the amendment on rollforward information, which is effective for our Annual Report on Form 10-K for fiscal years beginning after December 15, 2023. We adopted provisions of this ASU in the first quarter of 2023, with the exception of the amendment on rollforward information, which we adopted for our Annual Report for fiscal year 2024. Adoption of the new standard did not have an impact on our consolidated financial statements.

 In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The new standard requires enhanced disclosures about significant segment expenses and other segment items and requires companies to provide all annual disclosures about segments in interim periods. All disclosure requirements under ASU 2023-07 are also required for public entities with a single reportable segment. The ASU is effective for the Company's Annual Report on Form 10-K for the fiscal year ending December 28, 2024, and subsequent interim periods, with early adoption permitted. We adopted this ASU for our Annual Report for fiscal year 2024. For additional information, see "Note 15. Segment Information."

 Recent Accounting Guidance Not Yet Adopted

 In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in this update are intended to enhance the transparency and decision usefulness of income tax disclosures primarily through changes to the rate reconciliation and income taxes paid information. This update is effective for annual periods beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the ASU to determine its impact on our consolidated financial statements and related disclosures.

 In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in this update are intended to improve disclosures about an entity's expenses and provide detailed information about the types of expenses, including purchases of inventory, employee compensation, depreciation, amortization, and depletion in commonly presented expense captions on the face of financial statements. This update is effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the ASU to determine its impact on our related disclosures.

 2. ACQUISITIONS
 Mystery Ranch Acquisition

 On February 2, 2024, we completed the acquisition of all of the equity interests of Mystery Ranch, LLC ("Mystery Ranch"), a designer and manufacturer of durable load-bearing backpacks, bags, and pack accessories. The total purchase price consideration was $ 36.2 million, net of a preliminary working capital adjustment and cash acquired of $ 2.1 million. We have integrated Mystery Ranch operations and products into our business to further expand our capabilities in our bags category. The acquisition was funded with cash on hand.

 We accounted for the acquisition as a business combination using the acquisition method of accounting which requires, among other things, assets acquired and liabilities assumed be recognized at fair value as of the acquisition date. The purchase price allocation is preliminary and based upon valuation information available to determine the fair value of certain assets and liabilities, including goodwill, and is subject to change, primarily for final adjustments to net working capital as additional information is obtained about the facts and circumstances that existed at the valuation date.

 The following table summarizes the preliminary amounts recorded for acquired assets and assumed liabilities at the acquisition date (in thousands):

 Cash
 $
 2,051

 Accounts receivable, net
 4,332

 Inventory (1)

 17,164

 Prepaid expenses and other current assets
 3,322

 Property and equipment

 Operating lease right-of-use assets
 1,087

 Goodwill
 18,264

 Intangible assets

 5,500

 Total assets acquired
 52,232

 Current liabilities
 ( 13,263)

 Non-current liabilities
 ( 753)

 Total liabilities assumed

 ( 14,016)

 Net assets acquired
 $
 38,216

 (1)Includes a $ 4.8 million step up of inventory to fair value, which will be expensed as the related inventory is sold.

 The goodwill recognized is attributable to the expansion of our backpack and bag offerings and expected synergies from integrating Mystery Ranch's products into our product portfolio. The goodwill will be deductible for income tax purposes. The intangible assets recognized consist of a tradename and customer relationships and have useful lives which range from 8 to 15 years.

 Pro forma results are not presented as the impact of this acquisition is not material to our consolidated financial results. The net sales and earnings impact of this acquisition was not material to our consolidated financial results for the year ended December 28, 2024.

 Other Acquisitions

 During the first quarter of 2024, we acquired substantially all of the assets of Butter Pat Industries, LLC ("Butter Pat"), a designer and manufacturer of cast iron cookware. The acquisition of Butter Pat expanded our capabilities in the cookware category, as shown by the launch of our new YETI-branded Cast Iron Skillet during the third quarter of 2024. This transaction was accounted for as an asset acquisition and is not material to our consolidated financial statements.

 During the fourth quarter of 2024, we acquired powered cooling technology patents for $ 32.5 million to develop a unique powered cooler platform. This transaction was accounted for as an asset acquisition.

 3. REVENUE
 Contract Balances
 Accounts receivable represent an unconditional right to receive consideration from a customer and are recorded at net invoiced amounts, less an estimated allowance for credit losses.
 Contract liabilities are recorded when the customer pays consideration before the transfer of a good to the customer and thus represent our obligation to transfer the good to the customer at a future date. Our contract liabilities include advance cash deposits received from customers for certain customized product orders and unredeemed gift card liabilities. As products are shipped and control transfers, we recognize contract liabilities as revenue.
 During the second quarter of 2023, we began issuing gift cards as remedies in connection with our voluntary product recalls. We recognize sales from gift cards as they are redeemed for products. As of December 28, 2024, $ 2.9 million of our contract liabilities represented unredeemed gift card liabilities. See Note 12 for further discussion of our product recalls.
 The following table provides information about accounts receivable and contract liabilities at the periods indicated (in thousands):

2023

 Accounts receivable, net
 $
 120,190
 $
 95,774

 Contract liabilities
 ( 10,462)
 ( 22,437)

 During the year ended December 28, 2024, we recognized $ 22.4 million of revenue that was previously included in the contract liability balance at the beginning of the period.

 Disaggregation of Revenue
 The following table disaggregates our net sales by channel, product category, and geography for the periods indicated (in thousands):

 2024(1)

 2023(1)

 2022(1)

 Net Sales by Channel:

 Wholesale
 $
 742,278
 $
 661,000
 $
 677,517

 Direct-to-consumer
 1,087,595
 997,713
 917,705

 Total net sales
 $
 $
 $

 Net Sales by Category:

 Coolers & Equipment
 $
 698,606
 $
 597,511
 $
 612,525

 Drinkware
 1,094,165
 1,022,982
 947,221

 Other
 37,102
 38,220
 35,476

 Total net sales
 $
 $
 $

 Net Sales by Geographic Region(2):

 United States
 $
 1,490,468
 $
 1,398,925
 $
 1,394,026

 International
 339,405
 259,788
 201,196

 Total net sales
 $
 $
 $

 _______________________________________
 (1)Includes the impact from the recall reserve adjustment. See Note 12 for further discussion of our product recalls.
 (2) Net sales by geographic region is based upon on end-consumer location.

 Customers that accounted for 10% or more of gross sales were as follows:

 2024
 2023
 2022

 Customer A
 *
 *
 11 %

 _______________________________________
 * Gross sales were less than 10% and no other customer exceeded 10% of gross sales.

 4. PREPAID EXPENSES AND OTHER CURRENT ASSETS
 Prepaid expenses and other current assets include the following (in thousands):

2024
2023

 Prepaid expenses
 $
 18,115
 $
 21,165

 Prepaid taxes
 14,278
 15,089

 Other
 5,330
 6,209

 Total prepaid expenses and other current assets
 $
 37,723
 $
 42,463

 5. PROPERTY AND EQUIPMENT
 Property and equipment consisted of the following at the dates indicated (in thousands):

2024
2023

 Production molds, tooling, and equipment

 $
 125,444
 $
 112,478

 Furniture, fixtures, and equipment

 22,303
 16,605

 Computers and software

 111,814
 100,803

 Leasehold improvements

 63,441
 55,556

 12,722
 11,361

 Property and equipment, gross
 335,724
 296,803

 Accumulated depreciation

 ( 209,454)
 ( 166,089)

 Property and equipment, net
 $
 126,270
 $
 130,714

 Depreciation expense was $ 42.8 million, $ 41.2 million, and $ 32.8 million for 2024, 2023, and 2022, respectively.

 Geographic Information

 Property and equipment, net by geographical region was as follows as of the dates indicated (in thousands):

2024
2023

 United States

 $
 82,780
 $
 84,564

 International

 43,490
 46,150

 Property and equipment, net
 $
 126,270
 $
 130,714

 6. LEASES
 We determine if an arrangement is or contains a lease at contract inception and determine its classification as an operating or finance lease at lease commencement. We lease certain retail locations, office space, distribution facilities, manufacturing space, and machinery and equipment. While the substantial majority of these leases are operating leases, certain machinery and equipment agreements are finance leases. As of December 28, 2024, the initial lease terms of the various leases range from one to 20 years. ROU lease assets and liabilities associated with leases with an initial term of twelve months or less are not recorded on the balance sheet.
 Operating lease assets represent the right to use an underlying asset for the lease term, and operating lease liabilities represent the obligation to make lease payments arising from the lease. These assets and liabilities are recognized based on the present value of future payments over the lease term at commencement date. We use our collateralized incremental borrowing rate based on the information available at commencement date, including lease term, in determining the present value of future payments. Our operating leases also typically require payment of real estate taxes, common area maintenance and insurance. These components comprise the majority of our variable lease cost and are excluded from the present value of our lease obligations. In instances where they are fixed, they are included due to our election to combine lease and non-lease components, with the exception of our distribution facilities. Operating lease assets include prepaid lease payments and initial direct costs and are reduced by lease incentives. Our lease terms generally do not include options to extend or terminate the lease unless it is reasonably certain that the option will be exercised. Fixed payments may contain predetermined fixed rent escalations. We recognize the related rent expense on a straight-line basis from the commencement date to the end of the lease term.

 The following table presents the assets and liabilities related to operating and finance leases (in thousands):

 Balance Sheet Location

 Assets:

 Operating lease assets
 Operating lease right-of-use assets
 $
 78,279
 $
 77,556

 Finance lease assets
 Property and equipment, net

 5,625
 6,295

 Total lease assets
 $
 83,904
 $
 83,851

 Liabilities:

 Current

 $
 19,621
 $
 14,726

 Finance lease liabilities
 Current maturities of long-term debt
 2,256
 2,360

 Non-current

 Operating lease liabilities, non-current
 73,586
 76,163

 Finance lease liabilities
 Long-term debt, net of current portion
 1,190
 3,445

 Total lease liabilities
 $
 96,653
 $
 96,694

 The following table presents the components of lease costs (in thousands):

 December 31, 2022

 Operating lease costs
 $
 19,623
 $
 14,889
 12,943

 Finance lease cost - amortization of right-of-use assets
 2,014
 1,862
 1,860

 Finance lease cost - interest on lease liabilities

 Short-term lease cost

 Variable lease cost
 4,897
 5,537
 4,645

 Sublease income
 ( 827)
 ( 747)
 ( 743)

 Total lease cost
 $
 26,172
 $
 21,925
 $
 18,954

 The following table presents lease terms and discount rates:

 Weighted average remaining lease term:

 Operating leases
 6.41 years
 6.38 years

 2.98 years
 4.01 years

 Weighted average discount rate:

 Operating leases
 5.24
 %
 4.87
 %

 2.39
 %
 2.50
 %

 The following table presents the minimum lease payment obligations of operating and finance lease liabilities (leases with terms in excess of one year) for the next five years and thereafter as of December 28, 2024 (in thousands):

 Operating Leases
 Finance Leases
 Total

 2025
 $
 24,034
 $
 2,315
 $
 26,349

 2026
 20,582
 21,555

 2027
 15,767
 15,909

 2028
 11,718
 11,824

 2029
 8,940
 —
 8,940

 Thereafter
 29,449
 —
 29,449

 Total lease payments
 110,490
 3,536
 114,026

 Less: Effect of discounting to net present value
 17,283
 17,373

 Present value of lease liabilities
 $
 93,207
 $
 3,446
 $
 96,653

 The following table presents supplemental cash flow information related to our leases (in thousands):

 December 31, 2022

 Cash paid for amounts included in measurement of liabilities:

 Operating cash flows used in operating leases
 $
 20,038
 $
 15,047
 $
 13,387

 Operating cash flows used in finance leases

 Financing cash flows used in finance leases
 3,719
 2,131
 2,063

 Right-of-use assets obtained in exchange for new lease liabilities:

 Operating leases
 16,670
 35,497
 12,083

 1,362

 7. INTANGIBLE ASSETS
 Intangible assets consisted of the following at the dates indicated below (dollars in thousands):

 Useful Life
 Gross Carrying Amount
 Accumulated Amortization
 Net Carrying Amount

 Tradename
 $
 31,363
 $
 —
 $
 31,363

 Trade dress
 25,573
 —
 25,573

 Trademarks
 36,989
 —
 36,989

 Tradename
 8 years
 3,500
 ( 401)
 3,099

 Customer relationships
 11 - 15 years

 44,205
 ( 42,327)
 1,878

 Trademarks
 6 - 30 years

 23,437
 ( 14,190)
 9,247

 Patents(1)

 4 - 25 years

 69,556
 ( 6,468)
 63,088

 Other intangibles
 15 years
 1,348
 ( 562)

 Total intangible assets
 $
 235,971
 $
 ( 63,948)
 $
 172,023

 _______________________________________
 (1)The gross carrying amount includes $ 32.5 million of powered cooling technology patents acquired in November 2024. The acquired patents have useful lives of 14 years.

 Useful Life

 Gross Carrying Amount

 Accumulated
 Amortization

 Net Carrying Amount

 Tradename
 $
 31,363
 $
 —
 $
 31,363

 Trade dress
 16,707
 —
 16,707

 Trademarks
 33,850
 —
 33,850

 Customer relationships
 11 years
 42,205
 ( 42,205)
 —

 Trademarks
 6 - 30 years

 22,323
 ( 11,939)
 10,384

 Patents
 4 - 25 years

 28,803
 ( 4,041)
 24,762

 Other intangibles
 15 years
 1,049
 ( 486)

 Total intangible assets
 $
 176,300
 $
 ( 58,671)
 $
 117,629

 Amortization expense was $ 5.3 million, $ 5.3 million, and $ 6.9 million, for 2024, 2023, and 2022, respectively. Amortization expense related to intangible assets is expected to be $ 7.7 million for 2025, $ 6.9 million for 2026, $ 6.3 million for 2027, $ 6.0 million for 2028, and $ 5.9 million for 2029.

 8. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
 Accrued expenses and other current liabilities consisted of the following at the dates indicated (in thousands):

2024
2023

 Accrued freight and distribution costs
 $
 44,953
 $
 45,228

 Product recall reserves(1)

 12,059
 13,090

 Contract liabilities
 10,462
 22,437

 Customer discounts, allowances, and returns
 11,989
 11,515

 Advertising and marketing
 9,218
 9,945

 Warranty reserve
 9,416
 9,808

 Accrued capital expenditures
 1,194

 Interest payable

 Other
 28,777
 17,254

 Total accrued expenses and other current liabilities
 $
 128,210
 $
 130,026

 _______________________________________
 (1)See Note 12 for further discussion of our product recall reserves.

 9. LONG-TERM DEBT

 Long-term debt consisted of the following at the dates indicated (in thousands):

2024
2023

 Term Loan A, due 2028

 $
 78,047
 $
 82,266

 Finance lease debt
 3,446
 5,805

 Total debt
 81,493
 88,071

 Current maturities of long-term debt
 ( 4,219)
 ( 4,219)

 Current maturities of finance lease debt
 ( 2,256)
 ( 2,360)

 Total long-term debt
 75,018
 81,492

 Unamortized deferred financing fees
 ( 2,197)
 ( 2,847)

 Total long-term debt, net
 $
 72,821
 $
 78,645

 At December 28, 2024, the future maturities of principal amounts of our debt obligations, excluding finance lease obligations, for the next five years and in total (see Note 6 for future maturities of finance lease obligations), consisted of the following (in thousands):

 Amount

 2025

 $
 4,219

 2026

 4,219

 2027

 4,219

 2028

 65,390

 2029

 —

 Total
 $
 78,047

 Credit Facility

 In May 2016, we entered into a senior secured credit agreement (as amended, the "Credit Agreement") that provided for: (a) a five-year $ 100.0 million revolving credit facility ("Revolving Credit Facility"); (b) a five-year $ 445.0 million term loan A ("Term Loan A"); and (c) a six-year $ 105.0 million term loan B ("Term Loan B") (together with amendments described below, the "Credit Facility"). During 2019, we voluntarily repaid in full the principal amount outstanding under Term Loan B.

 On July 15, 2017, we amended the Credit Facility to reset the net leverage ratio covenant for the period ending June 2017 and thereafter. On December 17, 2019, we further amended our Credit Facility which increased the remaining principal amount of Term Loan A from approximately $ 298.0 million to $ 300.0 million; increased the commitments under the Revolving Credit Facility from $ 100.0 million to $ 150.0 million; extended the maturity date of both Term Loan A and the Revolving Credit Facility to December 17, 2024; revised the leverage ratios and reduced the interest rates spreads and commitment fee payable on the average daily unused amount of the revolving commitment; and revised the scheduled quarterly principal payments of Term Loan A.
 On March 31, 2023, we amended the Credit Facility, leaving the material terms of the Credit Facility substantially unchanged, with the exception of certain changes to implement the replacement of LIBOR with SOFR.
 On June 22, 2023, we further amended the Credit Facility, which extended the maturity date of both the Term Loan A and the Revolving Credit Facility from December 17, 2024 to June 22, 2028; refinanced and replaced the existing Term Loan A in full with a new $ 84.4 million Term Loan A; and increased the commitments under the Revolving Credit Facility from $ 150.0 million to $ 300.0 million. As a result of the amendment, we recognized a $ 0.3 million loss on modification and extinguishment of debt and we capitalized $ 2.8 million of new lender and third-party fees in the second quarter of 2023.
 On February 26, 2024, we amended the Credit Facility, leaving the material terms of the Credit Facility substantially unchanged, with the exception of a definitional update and to permit a Hedging Agreement (as defined in the Credit Facility) entered into in connection with an accelerated share purchase program under the Credit Facility.
 Pursuant to the Credit Agreement, we are required to make quarterly principal payments equal to 1.25 % of the then-outstanding aggregate principal amount of the Term Loan A. As amended, the scheduled quarterly principal payments began on September 30, 2023 and are due each December 31, March 31, June 30 and September 30 thereafter, with the remaining principal balance due on the maturity date. Borrowings under the Term Loan A and the Revolving Credit Facility bear interest at Term SOFR or the Alternate Base Rate (each as defined in the Credit Agreement) plus an applicable rate ranging from 1.75 % to 2.50 % for Term SOFR-based loans and from 0.75 % to 1.50 % for Alternate Base Rate-based loans, depending upon our total Net Leverage Ratio (as defined in the Credit Agreement). Additionally, a commitment fee ranging from 0.200 % to 0.300 %, determined by reference to a pricing grid based on our net leverage ratio, is payable on the average daily unused amounts under the Revolving Credit Facility. As of December 28, 2024 and December 30, 2023, we had no borrowings outstanding under our Revolving Credit Facility.

 The Credit Facility also provides us with the ability to issue up to $ 40.0 million in letters of credit. While our issuance of letters of credit does not increase our borrowings outstanding under our Revolving Credit Facility, it does reduce the amount available. As of December 28, 2024, we had no outstanding letters of credit.
 The weighted average interest rate on borrowings outstanding under the Term Loan A at December 28, 2024 and December 30, 2023 was 7.09 % and 6.83 %, respectively.
 The Credit Facility includes customary financial and non-financial covenants limiting, among other things, mergers and acquisitions; investments, loans, and advances; affiliate transactions; changes to capital structure and the business; additional indebtedness; additional liens; the payment of dividends; and the sale of assets, in each case, subject to certain customary exceptions. The Credit Facility contains customary events of default, including payment defaults, breaches of representations and warranties, covenant defaults, defaults under other material debt, events of bankruptcy and insolvency, failure of any guaranty or security document supporting the Credit Facility to be in full force and effect, and a change of control of our business. At December 28, 2024, we were in compliance with the covenants under our Credit Facility.
 Term Loan A

 The Term Loan A is a $ 84.4 million term loan facility, maturing on June 22, 2028. Principal payments of $ 5.6 million were due quarterly during 2021 and through March 2023 and $ 1.1 million are due from September 2023 through March 2028, with any remaining unpaid balance due at maturity. In 2020, we made $ 150.0 million in voluntary payments on our Term Loan A from excess cash on hand, and as a result we recorded a $ 1.1 million loss on prepayments of debt.

 10. STOCK-BASED COMPENSATION

 We award stock-based compensation to employees and directors under the 2024 Equity and Incentive Compensation Plan ("2024 Plan"). The 2024 Plan was approved by the Company's stockholders in May 2024 and replaced the 2018 Equity and Incentive Compensation Plan (the "2018 Plan"). No new awards will be granted under the 2018 Plan. The 2018 Plan replaced the 2012 Equity and Performance Incentive Plan, as amended and restated on June 20, 2018 (the "2012 Plan"). Awards outstanding under the 2018 Plan or the 2012 Plan will continue to remain outstanding according to their terms. Shares subject to stock awards granted under the 2018 Plan or the 2012 Plan (a) that expire or terminate without being exercised or (b) that are forfeited under an award, return to the 2024 Plan.

 Subject to certain equitable adjustments and share counting rules, the 2024 Plan provides for up to 3.5 million shares of authorized stock to be awarded as stock options, appreciation rights, restricted stock ("RSAs"), restricted stock units ("RSUs"), performance shares, performance units, cash incentive awards, and certain other awards based on or related to shares of our common stock. The 2018 Plan provided for up to 4.8 million shares of authorized stock to be awarded as stock options, appreciation right, RSAs, RSUs, performance units, cash incentive awards, and certain other awards based on or related to shares of our common stock. The 2012 Plan provided for up to 8.8 million shares of authorized stock to be awarded as either stock options or RSUs.

 Stock options, RSUs, and RSAs granted to employees generally have a three-year vesting period and vest one-third on the first anniversary of the grant date, and an additional one-sixth vest on each of the first four six-month anniversaries of the initial vesting date. Stock options have a ten year term. Performance-based restricted stock awards ("PBRSs") and performance-based restricted stock unit awards ("PBRSUs") cliff vest based on the attainment of certain predetermined three-year cumulative performance goals over a three-year performance period subject to continued employment. Depending on the estimated probability of attainment of those performance goals, the compensation expense recognized related to the awards could increase or decrease over the remaining vesting period. Deferred stock units ("DSUs") are issued to non-employee directors in lieu of RSUs or certain cash compensation at the election of the grantee. DSUs and RSUs granted to non-employee directors generally vest one year from the grant date.

 We recognized non-cash stock-based compensation expense of $ 40.7 million, $ 29.8 million, and $ 17.8 million for 2024, 2023, and 2022, respectively. The related income tax benefits were $ 5.9 million, $ 5.1 million, and $ 3.8 million for 2024, 2023, and 2022, respectively. As of December 28, 2024, total unrecognized stock-based compensation expense of $ 52.0 million for all stock-based compensation plans is expected to be recognized over a weighted-average period of 1.8 years.

 Restricted Stock Units, Restricted Stock Awards, and Deferred Stock Units

 Stock-based activity, excluding options, for the year ended December 28, 2024 is summarized below (in thousands, except per share data):

 Performance-Based Restricted Stock Awards and Performance-Based Restricted Stock Units

 Restricted Stock Units, Restricted Stock Awards, and Deferred Stock Units

 Number of PBRSs and PBRSUs

 Weighted Average Grant Date Fair Value

 Number of RSUs, RSAs, and DSUs
 Weighted Average Grant Date Fair Value

 Nonvested, December 30, 2023

 $
 48.14
 1,312
 $
 41.99

 Granted
 41.29
 39.23

 Vested/released
 ( 48)
 79.66
 ( 569)
 43.84

 Performance adjustment(1)

 79.66
 —
 —

 Forfeited/expired
 ( 57)
 45.95
 ( 244)
 41.51

 Nonvested, December 28, 2024
 $
 42.92
 1,444
 $
 39.54

 (1)Represents additional performance-based awards issued as a result of the achievement of actual performance results above the performance targets at grant date.

 As of December 28, 2024, the weighted average remaining contractual term of PBRSs and PBRSUs was 1.5 years and the aggregate intrinsic value of PBRSs and PBRSUs expected to vest was $ 19.9 million. The weighted average remaining contractual term of RSUs, RSAs, and DSUs was 1.8 years and the aggregate intrinsic value of RSUs, RSAs, and DSUs was $ 56.8 million as of December 28, 2024.

 The following table summarizes additional information about PBRSs PBRSUs, RSUs, RSAs, and DSUs (in thousands, except per share data):

2024
2023
2022

 Weighted average grant date fair value per share of awards granted

 $
 39.60
 $
 38.74
 $
 52.42

 Total grant date fair value of awards vested

 $
 28,756
 $
 19,828
 $
 11,602

 Intrinsic value of awards vested

 $
 24,559
 $
 16,485
 $
 12,434

 Stock Options

 There have been no new grants of options since 2019 and all options outstanding as of December 30, 2023 and December 28, 2024 were exercisable. We had no unrecognized compensation cost related to stock options and no non-vested stock options as of December 28, 2024 or December 30, 2023. A summary of the stock options is as follows for the periods indicated (in thousands, except per share data):

 Number of
 Options

 Weighted
 Average Exercise
 Price

 Weighted
 Average
 Remaining
 Contractual
 Term (Years)

 Aggregate
 Intrinsic
 Value

 Balance, December 30, 2023
 $
 19.62
 4.89

 Exercised
 ( 19)
 16.63

 Balance, December 28, 2024
 $
 19.72
 3.93
 $
 10,975

 Exercisable, December 28, 2024
 $
 19.72
 3.93
 $
 10,975

 The total intrinsic value of stock options exercised was $ 0.4 million, $ 1.0 million, and $ 3.3 million for 2024, 2023, and 2022, respectively. The income tax benefits related to stock options exercised were $ 0.1 million, $ 0.2 million, and $ 0.8 million for 2024, 2023, and 2022, respectively. The total grant date fair value of stock options vested was $ 1.7 million for 2022.

 11. STOCKHOLDERS' EQUITY

 On February 27, 2022, the Board of Directors authorized a common stock repurchase program of up to $ 100.0 million. During the three months ended April 2, 2022, we repurchased 1,676,551 shares for an aggregate purchase price of $ 100.0 million, including fees and commissions, at an average repurchase price of $ 59.66 per share. Following the repurchases, no shares remained available for future repurchases under the program. All of the common stock repurchased is held as treasury stock.

 On February 1, 2024, our Board of Directors authorized the repurchase of up to $ 300.0 million of YETI's common stock (the "Share Repurchase Program"), excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. As of December 28, 2024, $ 100.0 million remained available under the Share Repurchase Program.

 As part of the Share Repurchase Program, on February 27, 2024, we entered into an accelerated share repurchase agreement (the "February ASR Agreement") with Goldman Sachs & Co. LLC ("Goldman Sachs") to repurchase $ 100.0 million of YETI's common stock. Pursuant to the February ASR Agreement, we made a payment of $ 100.00 million to Goldman Sachs and received an initial delivery of 1,998,501 shares of YETI's common stock (the "February Initial Shares"), representing 80 % of the total shares that we expected to receive under the February ASR Agreement based on the market price of $ 40.03 per share at the time of delivery of the February Initial Shares. The February ASR Agreement was accounted for as an equity transaction.

 On April 25, 2024, we settled the transactions contemplated by the February ASR Agreement, resulting in a final delivery of 642,674 shares (the "February Final Shares"). The total number of shares repurchased under the February ASR Agreement was 2,641,175 at an average cost per share of $ 37.86, based on the volume-weighted average share price of YETI's common stock during the calculation period under the February ASR Agreement.

 As part of the Share Repurchase Program, on November 12, 2024, we entered into a second accelerated share repurchase agreement (the "November ASR Agreement") with Goldman Sachs to repurchase an additional $ 100.0 million of YETI's common stock. Pursuant to the November ASR Agreement, we made a payment of $ 100.0 million to Goldman Sachs and received an initial delivery of 1,933,301 shares of YETI's common stock (the "November Initial Shares"), representing 80 % of the total shares that we expected to receive under the November ASR Agreement based on the market price of $ 41.38 per share at the time of delivery of the November Initial Shares. The November ASR Agreement was accounted for as an equity transaction. The fair value of the November Initial Shares of $ 80.0 million was recorded as a treasury stock transaction. The remaining $ 20.0 million was recorded as a reduction to additional paid-in capital.

 On January 6, 2025, we settled the transactions contemplated by the November ASR Agreement, resulting in a final delivery of 551,955 shares (the "November Final Shares"). The total number of shares repurchased under the November ASR Agreement was 2,485,256 at an average cost per share of $ 40.24, based on the volume-weighted average share price of YETI's common stock during the calculation period under the November ASR Agreement.

 At the time they each were received, the February Initial Shares, the February Final Shares, the November Initial Shares, and the November Final Shares resulted in an immediate reduction of the outstanding shares used to calculate the weighted average common shares calculation for basic and diluted earnings per share for the year ended December 28, 2024.

 During the first quarter of 2025, our Board of Directors approved a $ 350.0 million increase to the Share Repurchase Program authorization, excluding fees, commissions, and excise tax due under the Inflation Reduction Act of 2022. As of February 24, 2025, $ 450.0 million remained available under the Share Repurchase Program.

 12. COMMITMENTS AND CONTINGENCIES

 Future commitments under non-cancelable agreements at December 28, 2024 were as follows (in thousands):

 Fiscal Year

 Total

 2025

 2026

 2027

 2028

 2029

 Thereafter

 Non-cancelable agreements(1)

 $
 166,765
 $
 64,707
 $
 53,305
 $
 21,046
 $
 14,957
 $
 11,498
 $
 1,252

 (1)We have entered into commitments for service and maintenance agreements related to our management information systems, distribution contracts, advertising, sponsorships, and licensing agreements.

 As we are unable to reasonably predict the timing of settlement of liabilities related to unrecognized tax benefits and other noncurrent tax liabilities, the table above does not include $ 21.2 million, net, of such liabilities that are on our consolidated balance sheet as of December 28, 2024.

 We are involved in various claims and legal proceedings, some of which are covered by insurance. We believe that the existing claims and proceedings, and potential losses relating to such contingencies, will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.

 Supplier Finance Program Obligations

 We have a supplier finance program ("SFP") with a financial institution which provides certain suppliers the option, at their sole discretion, to participate in the program and sell their receivables due from us for early payment.
 The following table summarizes the activity of the SFP for the year ended December 28, 2024 (in thousands):

 Outstanding payment obligations as of December 30, 2023
 $
 77,254

 Invoices confirmed during the period
 415,238

 Confirmed invoices paid during the period
 ( 429,365)

 Outstanding payment obligations as of December 28, 2024
 $
 63,127

 Product Recall Reserves

 In January 2023, we notified the U.S. Consumer Product Safety Commission ("CPSC") of a potential safety concern regarding the magnet-lined closures of our Hopper M30 Soft Cooler, Hopper M20 Soft Backpack Cooler, and SideKick Dry gear case (the "affected products") and initiated a global stop sale of the affected products. In February 2023, we proposed a voluntary recall of the affected products to the CPSC, and other relevant global regulatory authorities, which we refer to as the "voluntary recalls" herein unless otherwise indicated. In conjunction with the stop sale, we determined that the affected products inventory held by us, our suppliers and our wholesale customers is unsalable, and notified our wholesale customers to return the affected products. In March 2023, we announced separate, voluntary recalls of the affected products in collaboration with the CPSC and subsequently began processing recall claims and returns.

 We establish reserves for the estimated costs of a product recall when circumstances giving rise to the recall become known and when such costs are probable and estimable. As a result of the voluntary recalls, we established a reserve as of December 31, 2022, for expected future returns and the estimated cost of recall remedies for consumers with affected products. The reserve for the estimated product recall expenses is included within accrued expenses and other current liabilities on our consolidated balance sheets. Estimating the cost of recall remedies required significant judgment and is primarily based on (i) expected consumer participation rates; and (ii) the estimated costs of the consumer's elected remedy in the recalls, including the estimated cost of either product replacements or gift card elections, logistics costs, and other recall-related costs. We reevaluate these assumptions each period, and the related reserves are adjusted when factors indicate that the reserve is either not sufficient to cover or exceeds the estimated product recall costs. The ultimate impact from the approved voluntary recalls could differ materially from these estimates.

 The reserve for the estimated product recall expenses was $ 12.1 million and $ 13.1 million as of December 28, 2024 and December 30, 2023, respectively.

 During the second quarter of 2023, we began processing recall-related claims and returns. Based on such experience and observed trends during 2023, we reevaluated our prior assumptions and adjusted our estimated product recall reserve. These trends included higher than anticipated elections by consumers to receive gift cards in lieu of product replacement remedies, lower than anticipated consumer recall participation rates, variations in individual product participation rates, and lower logistics costs than previously estimated. As a result, we updated our recall reserve assumptions throughout 2023, which increased the estimated recall expense reserve by $ 3.6 million during the year ended December 30, 2023.

 During 2024, we experienced higher than anticipated consumer recall participation rates. Based on such experience and trends, we reevaluated our prior assumptions and adjusted our estimated product recall reserve. As a result, we increased the estimated recall expense reserve by $ 9.9 million during the year ended December 28, 2024.

 The following table summarizes the activity in the reserve for the estimated product recall expenses (in thousands):

 Balance, December 30, 2023

 $
 13,090

 Actual product refunds, replacements and recall-related costs
 ( 3,803)

 Gift card issuances(1)

 ( 7,166)

 Reserve adjustment
 9,938

 Balance, December 28, 2024

 $
 12,059

 (1)For the year ended December 28, 2024, we recognized net sales of $ 8.8 million from redeemed recall-related gift cards. As of December 28, 2024, we had $ 2.9 million in unredeemed recall-related gift card liabilities, which are included in contract liabilities within accrued expenses and other current liabilities on our consolidated balance sheet.

 The product recalls, which include recall reserve adjustments and other incurred costs, had the following effect on our income before income taxes (in thousands):

 Decrease to net sales(1)

 $
 ( 8,832)
 $
 ( 21,700)

 Decrease (increase) to cost of goods sold(2)

 8,423

 Decrease to gross profit

 ( 8,097)
 ( 13,277)

 Decrease (increase) to selling, general and administrative expenses(3)

 ( 1,841)
 11,382

 Decrease to income before income taxes

 $
 ( 9,938)
 $
 ( 1,895)

 (1)For the year ended December 28, 2024, reflects the impact of an unfavorable recall reserve adjustment related to higher estimated consumer recall-related participation rates. For the year ended December 30, 2023, primarily reflects the unfavorable impact of a recall reserve adjustment mainly related to higher estimated future recall remedies (i.e., estimated gift card elections). Of the total net sales impact, $ 8.3 million and $ 0.6 million was allocated to our DTC and wholesale channels for the year ended December 28, 2024, and $ 7.3 million and $ 14.4 million was allocated to our DTC and wholesale channels for the year ended December 30, 2023. These amounts were allocated based on the historical channel sell-in basis of the affected products.
 (2)For the year ended December 28, 2024, reflects the impact of favorable recall reserve adjustments related to lower recall-related costs. For the year ended December 30, 2023, reflects the impact of favorable recall reserve adjustments primarily related to lower estimated costs of future product replacement remedy elections and logistics costs and lower recall-related costs.
 (3)For the year ended December 28, 2024, reflects the impact of unfavorable recall reserve adjustments primarily related to higher estimated other recall-related costs as a result of higher estimated consumer recall-related participation rates. For the year ended December 30, 2023, reflects the impact of favorable recall reserve adjustments primarily related to lower estimated other recall-related costs.

 The ultimate impact from the recalls may differ materially from our estimates, and may harm our business, financial condition, and results of operations. See Part I, Item 1A "Risk Factors - Risks Related to Our Business, Operations and Industry."

 13. INCOME TAXES

 The components of income before income taxes were as follows for the periods indicated (in thousands):

2024
2023
2022

 Domestic

 $
 219,941
 $
 215,490
 $
 107,578

 Foreign

 12,907
 10,456
 8,599

 Income before income taxes

 $
 232,848
 $
 225,946
 $
 116,177

 The components of income tax expense were as follows for the periods indicated (in thousands):

2024
2023
2022

 Current tax expense:

 U.S. federal

 $
 51,532
 $
 21,139
 $
 43,967

 State

 12,976
 7,659
 11,761

 Foreign

 3,844
 1,936
 3,372

 Total current tax expense

 68,352
 30,734
 59,100

 Deferred tax expense (benefit):

 U.S. federal

 ( 9,700)
 20,136
 ( 26,783)

 State

 ( 1,333)
 4,230
 ( 4,499)

 Foreign

 ( 160)
 ( 1,334)

 Total deferred tax expense (benefit)
 ( 11,193)
 25,327
 ( 32,616)

 Total income tax expense

 $
 57,159
 $
 56,061
 $
 26,484

 A reconciliation of income taxes computed at the federal statutory income tax rate of 21 % to the effective income tax rate is as follows for the periods indicated (in thousands):

2024
2023
2022

 Income taxes at the statutory rate

 $
 48,898
 $
 47,449
 $
 24,397

 Increase (decrease) resulting from:

 State income taxes, net of federal tax effect
 10,170
 8,532
 4,454

 Foreign-derived intangible income
 ( 4,166)
 ( 3,192)
 ( 2,878)

 Research and development tax credits

 ( 1,751)
 ( 681)
 ( 742)

 Tax expense (benefit) related to stock-based compensation

 1,054
 ( 472)

 Other

 2,954
 3,240
 1,725

 Income tax expense

 $
 57,159
 $
 56,061
 $
 26,484

 Deferred tax assets and liabilities consisted of the following for the periods indicated (in thousands):

2024
2023

 Deferred tax assets:

 Accrued liabilities

 $
 8,986
 $
 7,688

 Allowances and other reserves

 3,819
 3,450

 Inventory

 3,563
 2,974

 6,929
 5,857

 22,704
 22,280

 Capitalized research and development expenditures
 13,407
 9,276

 Other

 4,916
 2,647

 Total deferred tax assets

 $
 64,324
 $
 54,172

 Deferred tax liabilities:

 Operating lease assets
 $
 ( 19,022)
 $
 ( 19,047)

 Prepaid expenses

 ( 32)
 ( 1,279)

 Property and equipment

 ( 8,227)
 ( 11,469)

 Intangible assets

 ( 28,249)
 ( 24,645)

 Other

 ( 40)
 ( 60)

 Total deferred tax liabilities

 ( 55,570)
 ( 56,500)

 Net deferred tax liabilities
 $
 8,754
 $
 ( 2,328)

 Amounts included in the Consolidated Balance Sheets:

 Deferred income taxes
 $
 9,060
 $
 1,692

 Other liabilities
 ( 306)
 ( 4,020)

 Net deferred income tax liabilities
 $
 8,754
 $
 ( 2,328)

 We consider the undistributed earnings of our foreign subsidiaries to be indefinitely reinvested, and, accordingly, no taxes have been recognized on such earnings except for the transition tax recognized as part of the Tax Cuts and Jobs Act ("the Tax Act") during 2017. We continue to evaluate our plans for reinvestment or repatriation of unremitted foreign earnings. If we determine that all or a portion of our foreign earnings are no longer indefinitely reinvested, we may be subject to additional foreign withholding taxes and U.S. state income taxes. We believe it is not practicable to estimate the amount of additional taxes, which may be payable upon distribution of these earnings. At December 28, 2024, we had unremitted earnings of foreign subsidiaries of $ 51.0 million.

 The Tax Act introduced new provisions for U.S. taxation of certain global intangible low-taxed income ("GILTI"). We elected to account for the tax on GILTI as a period cost and therefore have not recorded deferred taxes related to GILTI on our foreign subsidiaries.

 As of December 28, 2024, we had Texas research and development tax credit carryforwards of approximately $ 2.3 million, which if not utilized will expire beginning in 2039.

 The following table summarizes the activity related to our unrecognized tax benefits for the periods indicated (excluding interest and penalties) (in thousands):

2024
2023

 Balance, beginning of year

 $
 14,336
 $
 12,591

 Gross increases related to current year tax positions
 2,924
 1,318

 Gross increases related to prior year tax positions
 1,060

 Gross decreases related to prior year tax positions
 ( 17)
 ( 141)

 Decreases as a result of settlements during the current period
 ( 9)
 —

 Lapse of statute of limitations
 ( 1,273)
 ( 492)

 Balance, end of year

 $
 16,857
 $
 14,336

 If our positions are sustained by the relevant taxing authorities, approximately $ 16.9 million (excluding interest and penalties) of uncertain tax position liabilities as of December 28, 2024 would favorably impact our effective tax rate in future periods. We do not anticipate that the balance of gross unrecognized tax benefits will change significantly during the next twelve months.

 We include interest and penalties related to unrecognized tax benefits in our current provision for income taxes in the accompanying consolidated statements of operations. As of December 28, 2024, we had recognized a liability of $ 4.3 million for interest and penalties related to unrecognized tax benefits.

 We file income tax returns in the United States and various state and foreign jurisdictions. The tax years 2021 through 2024 remain open to examination in the United States, and the tax years 2016 through 2024 remain open to examination in Texas. The tax years 2020 through 2024 remain open to examination in most other state and foreign jurisdictions.

 The Organization for Economic Co-operation and Development enacted model rules for a new global minimum tax framework, also known as Pillar Two, and certain governments globally have enacted, or are in the process of enacting, legislation to address Pillar Two. As of December 28, 2024, the impact of Pillar Two on our consolidated financial statements was not material.

 14. EARNINGS PER SHARE

 Basic income per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted income per share includes the effect of all potentially dilutive securities, which include dilutive stock options and awards.

 The following table sets forth the calculation of earnings per share and weighted-average common shares outstanding at the dates indicated (in thousands, except per share data):

2024
2023
2022

 $
 $
 $

 Weighted average common shares outstanding — basic
 84,935
 86,717
 86,521

 Effect of dilutive securities

 Weighted average common shares outstanding — diluted
 85,755
 87,403
 87,195

 Earnings per share

 Basic
 $
 2.07
 $
 1.96
 $
 1.04

 Diluted
 $
 2.05
 $
 1.94
 $
 1.03

 Outstanding stock-based awards representing 0.1 million, 0.2 million, and 0.5 million shares of common stock were excluded from the calculations of diluted earnings per share in 2024, 2023, and 2022, respectively, because the effect of their inclusion would have been antidilutive to those years.

 15. SEGMENT INFORMATION
 Our Chief Operating Decision Maker ("CODM"), who is our Chief Executive Officer, reviews financial information, makes operating decisions, evaluates operating performance, and allocates resources based on consolidated net income. We manage our business as one reportable operating segment that constitutes consolidated results. Our operational structure, which includes sales, research, product design, operations, marketing, and administrative functions, is focused on the entire product suite rather than individual product categories, channels, and geographies.
 The following table presents segment information for net sales, segment profit, and significant expenses (in thousands):

2024
2023
2022

 Net sales

 Cost of goods sold(1)

 766,589
 715,527
 831,821

 Gross profit
 1,063,284
 943,186
 763,401

 Selling, general, and administrative expenses

 Distribution and fulfillment
 322,957
 310,148
 261,803

 Compensation and benefits(2)

 193,366
 153,511
 109,954

 Marketing
 141,490
 126,894
 110,981

 General and administration(3)

 129,099
 108,710
 93,316

 Depreciation and amortization
 29,155
 29,847
 29,076

 Product recall(4)

 1,841
 ( 11,382)
 31,910

 Total selling, general and administrative expenses

 817,908
 717,728
 637,040

 Operating income
 245,376
 225,458
 126,361

 Interest income (expense), net

 ( 942)
 ( 4,466)

 Other (expense) income, net

 ( 13,188)
 1,430
 ( 5,718)

 Income before income taxes
 232,848
 225,946
 116,177

 Income tax expense
 ( 57,159)
 ( 56,061)
 ( 26,484)

 $
 $
 $

 (1)Includes depreciation expense of $ 19.0 million,, $ 16.6 million, and $ 10.8 million for the years ended December 28, 2024, December 30, 2023 and December 31, 2022.
 (2)Represents employee compensation and benefits, including non-cash stock-based compensation expense.
 (3)Includes information technology, corporate infrastructure costs, contract labor, professional fees and services, asset impairments, and organizational realignment costs.
 (4)Represents adjustments and charges associated with product recalls. Refer to Note 12 for further information.

 For net sales by geographic region, refer to Note 3. For long-lived asset by geographic region, refer to Note 5.

 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
 None.

 Item 9A. Controls and Procedures
 Evaluation of Disclosure Controls and Procedures

 Our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms and to ensure that information required to be disclosed is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosures. Our management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of December 28, 2024.

 Management's Annual Report on Internal Control Over Financial Reporting

 Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. Our internal control over financial reporting is designed to provide reasonable, but not absolute, assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America ("GAAP") and includes those policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with appropriate authorizations; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on our financial statements.

 Our management has conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 28, 2024, using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013) ("COSO"). Based on the results of this evaluation, management concluded that our internal control over financial reporting was effective as of December 28, 2024.

 Our independent registered public accounting firm, PricewaterhouseCoopers LLP, has audited our internal control over financial reporting. Their opinion on the effectiveness of our internal control over financial reporting as of December 28, 2024 appears in Part II, Item 8 of this Form 10-K.

 Changes in Internal Control over Financial Reporting
 There have been no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) or 15d-15(f) of the Exchange Act) that occurred during the fourth quarter of 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
 Inherent Limitations in Effectiveness of Controls
 Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures, or our internal controls, will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision making can be faulty, and that breakdowns can occur because of simple error or mistake or fraud. Additionally, controls can be circumvented by individuals or groups of persons or by an unauthorized override of the controls. Accordingly, because of the inherent limitations in our control system, misstatements in our public reports due to error or fraud may occur and not be detected.

 Item 9B. Other Information
 Insider Trading Arrangements
 During the three months ended December 28, 2024, none of our officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or constituted a "non Rule 10b5-1 trading arrangement."

 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Not applicable.

 Item 10. Directors, Executive Officers and Corporate Governance
 We adopted a written code of business conduct that applies to our directors, executive officers and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A current copy of the code is posted under "Governance" on the Investor Relations section of our website, www. YETI.com. To the extent required by applicable rules adopted by the SEC and the NYSE, we intend to disclose future amendments to certain provisions of the code, or waivers of such provisions granted to executive officers and directors, in this location on our website at www. YETI.com.
 The remaining information required by this item will be incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 28, 2024 or will be provided in an amendment to this Annual Report on Form 10-K in accordance with General Instruction G(3) to Form 10-K.

 Item 11. Executive Compensation
 The information required by this item will be incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 28, 2024 or will be provided in an amendment to this Annual Report on Form 10-K in accordance with General Instruction G(3) to Form 10-K.

 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
 The information required by this item will be incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 28, 2024 or will be provided in an amendment to this Annual Report on Form 10-K in accordance with General Instruction G(3) to Form 10-K.

 Item 13. Certain Relationships and Related Transactions, and Director Independence
 The information required by this item will be incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 28, 2024 or will be provided in an amendment to this Annual Report on Form 10-K in accordance with General Instruction G(3) to Form 10-K.

 Item 14. Principal Accounting Fees and Services
 The information required by this item will be incorporated by reference to our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 28, 2024 or will be provided in an amendment to this Annual Report on Form 10-K in accordance with General Instruction G(3) to Form 10-K.

 Item 15. Exhibits, Financial Statement Schedules
 (a) The following documents are filed as a part of this Report:
 (1) Financial Statements — See Part II, Item 8. "Financial Statements and Supplementary Data" of this Report.
 (2) Financial Statement Schedules — None.
 (3) Exhibits — The following is a list of exhibits filed or furnished as part of this Report or incorporated by reference herein to exhibits previously filed with the Securities and Exchange Commission.

 Exhibit Number
 Exhibit

 3.1
 Amended and Restated Certificate of Incorporation of YETI Holdings, Inc. (filed as Exhibit 3.1 to the Company's Current Report on Form 8-K on October 26, 2018 and incorporated herein by reference)

 3.2
 Amended and Restated Bylaws of YETI Holdings, Inc. (filed as Exhibit 3.1 to the Company's Current Report on Form 8-K on February 7, 2024 and incorporated herein by reference)

 4.1
 Description of Capital Stock of YETI Holdings, Inc (filed as Exhibit 4.5 to the Company's Annual Report on Form 10-K for the year ended December 28, 2019 on February 18, 2020 and incorporated herein by reference)

 10.1
 Amended and Restated Employment Agreement, dated as of October 9, 2018, by and between YETI Coolers, LLC and Matthew J. Reintjes (filed as Exhibit 10.3 to Amendment No. 1 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on October 15, 2018 and incorporated herein by reference)

 10.2
 YETI Holdings, Inc. 2012 Equity and Performance Incentive Plan (Amended and Restated June 20, 2018) (filed as Exhibit 10.9 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.3
 Form of Option Adjustment Letter, dated as of May 19, 2016 (filed as Exhibit 10.14 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.4

 Form of Restricted Stock Unit Agreement under the YETI Holdings, Inc. 2012 Equity and Performance Incentive Plan (Amended and Restated June 20, 2018) (filed as Exhibit 10.15 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.5

 YETI Coolers, LLC Senior Leadership Severance Benefits Plan (filed as Exhibit 10.16 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.6

 YETI Holdings, Inc. 2018 Equity and Incentive Compensation Plan (filed as Exhibit 10.17 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.7

 Form of Non-Employee Director Restricted Stock Unit Agreement under the 2018 Equity and Incentive Compensation Plan (filed as Exhibit 10.18 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.8

 Form of Non-Employee Director Deferred Stock Unit Agreement under the 2018 Equity and Incentive Compensation Plan (filed as Exhibit 10.19 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.9

 Form of Nonqualified Stock Option Agreement under the 2018 Equity and Incentive Compensation Plan (filed as Exhibit 10.20 to Amendment No. 1 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on October 15, 2018 and incorporated herein by reference)

 10.10
 Form of Time-Based Restricted Stock Award Agreement under the YETI Holdings, Inc. 2018 Equity and Performance Incentive Plan (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 27, 2020 filed August 6, 2020 and incorporated herein by reference)

 10.11
 Form of Performance-Based Restricted Stock Agreement under the YETI Holdings, Inc. 2018 Equity and Performance Incentive Plan (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 27, 2020 filed August 6, 2020 and incorporated herein by reference)

 10.12

 Form of Global Restricted Stock Unit Agreement under YETI Holdings, Inc. 2018 Equity and Performance Incentive Plan (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 2, 2022 filed May 11, 2022 and incorporated herein by reference)

 10.13

 Form of Global Performance-Based Restricted Stock Unit Grant Agreement under YETI Holdings, Inc. 2018 Equity and Performance Incentive Plan (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 2, 2022 filed May 11, 2022 and incorporated herein by reference)

 10.14

 YETI Holdings, Inc. Non-Employee Director Compensation Policy, effective December 31, 2023 (filed as Exhibit 10.14 to the Company's Annual Report on Form 10-K for the year ended December 30, 2023 on February 26, 2024 and incorporated herein by reference)

 10.15

 Form of Indemnification Agreement by and between the Company and each of its directors and executive officers (filed as Exhibit 10.21 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.16

 Credit Agreement, dated as of May 19, 2016, by and among YETI Holdings, Inc., the lenders from time to time party thereto, and Bank of America, N.A., as administrative agent (filed as Exhibit 10.22 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.17

 First Amendment to Credit Agreement, dated as of July 17, 2017, by and among YETI Holdings, Inc., the lenders from time to time party thereto, and Bank of America, N.A., as administrative agent (filed as Exhibit 10.23 to the Company's Registration Statement on Form S-1 (Registration No. 333-227578) on September 27, 2018 and incorporated herein by reference)

 10.18

 Second Amendment to Credit Agreement and Amendment to Collateral Agreement, dated as of December 17, 2019, by and among YETI Holdings, Inc., the Subsidiaries of YETI Holdings, Inc., party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agent (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K on December 18, 2019 and incorporated herein by reference)

 10.19
 Third Amendment to Credit Agreement, dated as of March 31, 2023, by and among YETI Holdings, Inc., the lenders from time to time party thereto and Bank of America, N.A., as administrative agent.(filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended April 1, 2023 filed May 11, 2023 and incorporated herein by reference)

 10.20
 Fourth Amendment to Credit Agreement, dated as of June 22, 2023, by and among YETI Holdings, Inc., the subsidiaries of YETI Holdings, Inc. party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K on June 26, 2023 and incorporated herein by reference)

 10.21
 Fifth Amendment to Credit Agreement, dated as of February 26, 2024, by and among YETI Holdings, Inc., the subsidiaries of YETI Holdings, Inc. party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent (filed as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 30, 2024 filed on May 9, 2024 and incorporated herein by reference)

 10.22

 YETI Holdings, Inc. 2024 Equity and Incentive Compensation Plan (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K on May 10, 2024 and incorporated herein by reference)

 10.23

 Form of Non-Employee Director Deferred Stock Unit Agreement under the 2024 Equity and Incentive Compensation Plan (filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 29, 2024 filed on August 8, 2024 and incorporated herein by reference)

 10.24

 Form of Non-Employee Director Restricted Stock Unit Agreement under the 2024 Equity and Incentive Compensation Plan (filed as Exhibit 10.3 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 29, 2024 filed on August 8, 2024 and incorporated herein by reference)

 10.25

 Form of Global Restricted Stock Unit Agreement under the 2024 Equity and Incentive Compensation Plan (filed as Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 29, 2024 filed on August 8, 2024 and incorporated herein by reference)

 10.26

 Form of Global Performance-Based Restricted Stock Unit Agreement under the 2024 Equity and Incentive Compensation Plan (filed as Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 29, 2024 filed on August 8, 2024 and incorporated herein by reference)

 10.27*

 Master Confirmation, dated as of November 12, 2024, between YETI Holdings, Inc. and Goldman Sachs & Co. LLC

 19.1*

 YETI Holdings, Inc. Insider Trading Policy

 21.1*

 Subsidiaries of YETI Holdings, Inc.

 23.1*

 Consent of PricewaterhouseCoopers LLP

 31.1*

 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 31.2*

 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 32.1**

 Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 YETI Holdings, Inc. Policy Regarding the Recoupment of Certain Compensation Payments (filed as Exhibit 97 to the Company's Annual Report on Form 10-K for the year ended December 30, 2023 and incorporated herein by reference)

 104*

 * Filed herewith.
 ** Furnished herewith.
 Indicates a management contract or compensation plan or arrangement.

 Item 16. Form 10-K Summary
 None.

 SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 YETI Holdings, Inc.

 By:
 /s/ Matthew J. Reintjes

 Matthew J. Reintjes

 President and Chief Executive Officer

 POWER OF ATTORNEY
 Each person whose signature appears below constitutes and appoints Matthew J. Reintjes and Michael J. McMullen, and each of them, acting individually, as his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, to execute for him or her and in his or her name, place, and stead, in any and all capacities, any and all amendments to this Annual Report on Form 10-K as the attorney-in-fact and to file or cause to be filed the same, with all exhibits thereto, and other documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents and their substitutes, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated and on the dates indicated.

 By:
 /s/ Matthew J. Reintjes

 Matthew J. Reintjes

 President and Chief Executive Officer, Director
(Principal Executive Officer)

 By:
 /s/ Michael J. McMullen

 Michael J. McMullen

 Senior Vice President, Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)

 By:
 /s/ Robert K. Shearer

 Robert K. Shearer

 Chair and Director

 By:
 /s/ Elizabeth L. Axelrod

 Elizabeth L. Axelrod

 By:
 /s/ Alison Dean

 Alison Dean

 By:
 /s/ Frank D. Gibeau

 Frank D. Gibeau

 By:
 /s/ Robert A. Katz

 Robert A. Katz

 By:
 /s/ Mary Lou Kelley

 Mary Lou Kelley

 By:
 /s/ Dustan E. McCoy

 Dustan E. McCoy