ANF 10-K Annual Report Jan. 29, 2022 | Alphaminr
ABERCROMBIE & FITCH CO /DE/
ALPHAMINR

ANF 10-K Fiscal year ended Jan. 29, 2022

Balance Sheet
Cash Flow
Income Statement
Debt
ABERCROMBIE & FITCH CO /DE/
10-Ks and 10-Qs
10-Q
 		Quarter ended Nov. 2, 2024
10-Q
 		Quarter ended Aug. 3, 2024
10-Q
 		Quarter ended May 4, 2024
10-K
 		Fiscal year ended Feb. 3, 2024
10-Q
 		Quarter ended Oct. 28, 2023
10-Q
 		Quarter ended July 29, 2023
10-Q
 		Quarter ended April 29, 2023
10-K
 		Fiscal year ended Jan. 28, 2023
10-Q
 		Quarter ended Oct. 29, 2022
10-Q
 		Quarter ended July 30, 2022
10-Q
 		Quarter ended April 30, 2022
10-K
 		Fiscal year ended Jan. 29, 2022
10-Q
 		Quarter ended Oct. 30, 2021
10-Q
 		Quarter ended July 31, 2021
10-Q
 		Quarter ended May 1, 2021
10-K
 		Fiscal year ended Jan. 30, 2021
10-Q
 		Quarter ended Oct. 31, 2020
10-Q
 		Quarter ended Aug. 1, 2020
10-Q
 		Quarter ended May 2, 2020
10-K
 		Fiscal year ended Feb. 1, 2020
10-Q
 		Quarter ended Nov. 2, 2019
10-Q
 		Quarter ended Aug. 3, 2019
10-Q
 		Quarter ended May 4, 2019
10-K
 		Fiscal year ended Feb. 2, 2019
10-Q
 		Quarter ended Nov. 3, 2018
10-Q
 		Quarter ended Aug. 4, 2018
10-Q
 		Quarter ended May 5, 2018
10-K
 		Fiscal year ended Feb. 3, 2018
10-Q
 		Quarter ended Oct. 28, 2017
10-Q
 		Quarter ended July 29, 2017
10-Q
 		Quarter ended April 29, 2017
10-K
 		Fiscal year ended Jan. 28, 2017
10-Q
 		Quarter ended Oct. 29, 2016
10-Q
 		Quarter ended July 30, 2016
10-Q
 		Quarter ended April 30, 2016
10-K
 		Fiscal year ended Jan. 30, 2016
10-Q
 		Quarter ended Oct. 31, 2015
10-Q
 		Quarter ended Aug. 1, 2015
10-Q
 		Quarter ended May 2, 2015
10-K
 		Fiscal year ended Jan. 31, 2015
10-Q
 		Quarter ended Nov. 1, 2014
10-Q
 		Quarter ended Aug. 2, 2014
10-Q
 		Quarter ended May 3, 2014
10-K
 		Fiscal year ended Feb. 1, 2014
10-Q
 		Quarter ended Nov. 2, 2013
10-Q
 		Quarter ended Aug. 3, 2013
10-Q
 		Quarter ended May 4, 2013
10-K
 		Fiscal year ended Feb. 2, 2013
10-Q
 		Quarter ended Oct. 27, 2012
10-Q
 		Quarter ended July 28, 2012
10-Q
 		Quarter ended April 28, 2012
10-K
 		Fiscal year ended Jan. 28, 2012
10-Q
 		Quarter ended Oct. 29, 2011
10-Q
 		Quarter ended July 30, 2011
10-Q
 		Quarter ended April 30, 2011
10-K
 		Fiscal year ended Jan. 29, 2011
10-Q
 		Quarter ended Oct. 30, 2010
10-Q
 		Quarter ended July 31, 2010
10-Q
 		Quarter ended May 1, 2010
10-K
 		Fiscal year ended Jan. 30, 2010
PROXIES
DEF 14A
 		Filed on April 29, 2024
DEF 14A
 		Filed on April 24, 2023
DEF 14A
 		Filed on April 25, 2022
DEF 14A
 		Filed on April 26, 2021
DEF 14A
 		Filed on April 7, 2020
DEF 14A
 		Filed on April 29, 2019
DEF 14A
 		Filed on April 30, 2018
DEF 14A
 		Filed on April 26, 2017
DEF 14A
 		Filed on May 2, 2016
DEF 14A
 		Filed on May 14, 2015
DEF 14A
 		Filed on May 13, 2014
DEF 14A
 		Filed on May 16, 2013
DEF 14A
 		Filed on May 11, 2012
DEF 14A
 		Filed on May 16, 2011
DEF 14A
 		Filed on Jan. 20, 2011
DEF 14A
 		Filed on May 10, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Amended and Restated Certificate of Incorporation of A&F as filed with the Delaware Secretary of State on August27, 1996, incorporated herein by reference to Exhibit 3.1 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended November2, 1996 (File No. 001-12107). 3.2 Certificate of Designation of Series A Participating Cumulative Preferred Stock of A&F as filed with the Delaware Secretary of State on July 21, 1998, incorporated herein by reference to Exhibit3.2 to A&Fs Annual Report on Form 10-K for the fiscal year ended January 30, 1999 (FileNo.001-12107). 3.3 Certificate of Decrease of Shares Designated as Class B Common Stock as filed with the Delaware Secretary of State on July 30, 1999, incorporated herein by reference to Exhibit 3.3 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 31, 1999 (File No. 001-12107). 3.4 Certificate of Amendment of the Amended and Restated Certificate of Incorporation of A&F, as filed with the Delaware Secretary of State on June 16, 2011, incorporated herein by reference to Exhibit 3.1 to A&Fs Current Report on Form 8-K dated and filed June 17, 2011 (File No. 001-12107). 3.5 Amended and Restated Certificate of Incorporation of A&F, reflecting amendments through the date of this Annual Report on Form 10-K, incorporated herein by reference to Exhibit 3.2 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July30, 2011 (File No. 001-12107). [This document represents the Amended and Restated Certificate of Incorporation of Abercrombie& Fitch Co. in compiled form incorporating all amendments. This compiled document has not been filed with the Delaware Secretary of State.] 3.6 Amended and Restated Bylaws of A&F (reflecting amendments through May 20, 2004), incorporated herein by reference to Exhibit 3.7 to A&F's Quarterly Report on Form 10-Q for the quarterly period ended May 1, 2004 (File No. 001-12107). 3.7 Certificate regarding Approval of Amendment to Section 2.03 of Amended and Restated Bylaws of Abercrombie & Fitch Co. by Stockholders of Abercrombie & Fitch Co. at Annual Meeting of Stockholders held on June 10, 2009, incorporated herein by reference to Exhibit 3.1 to A&Fs Current Report on Form 8-K dated and filed June 16, 2009 (File No. 001-12107). 3.8 Certificate regarding Approval of Addition of New Article IX of Amended and Restated Bylaws by Board of Directors of Abercrombie & Fitch Co. on June 10, 2009, incorporated herein by reference to Exhibit 3.2 to A&Fs Current Report on Form 8-K dated and filed June 16, 2009 (FileNo.001-12107). 3.9 Certificate regarding Approval of Amendments to Sections 1.09 and 2.04 of Amended and Restated Bylaws of Abercrombie & Fitch Co. by Board of Directors of Abercrombie & Fitch Co. on November 15, 2011, incorporated herein by reference to Exhibit 3.1 to A&Fs Current Report on Form 8-K dated and filed November 21, 2011 (File No. 001-12107). 3.10 Certificate regarding Adoption of Amendments to Section 2.04 of Amended and Restated Bylaws of Abercrombie & Fitch Co. by Board of Directors of Abercrombie & Fitch Co. on February 23, 2018, incorporated herein by reference to Exhibit 3.1 to A&F's Current Report on Form 8-K dated and filed February 27, 2018 (File No. 001-12107). 3.11 Amended and Restated Bylaws of Abercrombie & Fitch Co. reflecting amendments through the date of this Annual Report on Form 10-K, incorporated herein by reference to Exhibit 3.10 to A&F's Annual Report on Form 10-K for the fiscal year ended February 3, 2018 (File No. 001-12107). [This document represents the Amended and Restated Bylaws of Abercrombie & Fitch Co. in compiled form incorporating all amendments.] 4.1 Agreement to furnish instruments and agreements defining rights of holders of long-term debt. 4.2 Description of Abercrombie & Fitch Co.s Securities Registered under Section 12 of the Securities Exchange Act of 1934. incorporated herein by reference to Exhibit 4.2 to A&Fs Annual Report on Form 10 K for the fiscal year ended January 30, 2021 (File No. 001 12107). 4.3 Indenture, dated as of July 2, 2020, by and among Abercrombie & Fitch Management Co., Abercrombie & Fitch Co., as Parent, the other Guarantors party thereto and U.S. Bank National Association, as Trustee, Registrar, Paying Agent, and Notes Collateral Agent, incorporated herein by reference to Exhibit 4.1 to A&Fs Current Report on Form 8-K dated and filed on July 9, 2020 (File No. 001-12107). 4.4 Form of 8.75% Senior Secured Notes due 2025 (included in Exhibit 4.3), incorporated herein by reference to Exhibit 4.2 (which is in turn included in Exhibit 4.1) to A&Fs Current Report on Form 8-K dated and filed on July 9, 2020 (File No. 001-12107). 4.5 Intercreditor Agreement, entered into as of July 2, 2020, among Wells Fargo Bank, National Association, in its capacity as ABL Agent, U.S. Bank National Association, in its capacity as First Lien Notes Collateral Agent, and each other "Additional Notes Agent" from time to time party thereto., incorporated herein by reference to Exhibit 4.5 to A&Fs Annual Report on Form 10-K for the fiscal year ended January 30, 2021 (File No. 001-12107). 10.1* 1998 Restatement of the Abercrombie & Fitch Co. 1996 Stock Plan for Non-Associate Directors (reflects amendments through January 30, 2003 and the two-for-one stock split distributed June 15, 1999 to stockholders of record on May 25, 1999), incorporated herein by reference to Exhibit 10.3 to A&Fs Annual Report on Form 10-K for the fiscal year ended February 1, 2003 (File No. 001-12107). 10.2* Amended and Restated Employment Agreement, entered into as of August 15, 2005, by and between A&F and Michael S. Jeffries, including as Exhibit A thereto the Abercrombie & Fitch Co. Supplemental Executive Retirement Plan (Michael S. Jeffries) effective February 2, 2003, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed August 26, 2005 (File No. 001-12107). [NOTE: Only the Abercrombie & Fitch Co. Supplemental Executive Retirement Plan (Michael S. Jeffries) is still in effect.] 10.3* Abercrombie & Fitch Co. Directors Deferred Compensation Plan (as amended and restated May 22, 2003) as authorized by the Board of Directors of A&F on December 17, 2007, to become one of two plans following the division of said Abercrombie & Fitch Co. Directors Deferred Compensation Plan (as amended and restated May 22, 2003) into two separate plans effective January 1, 2005 and to be named the Abercrombie & Fitch Co. Directors Deferred Compensation Plan (Plan I) [terms to govern amounts deferred (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) in taxable years beginning before January 1, 2005 and any earnings thereon], incorporated herein by reference to Exhibit 10.7 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 3, 2003 (File No. 001-12107). 10.4* Abercrombie & Fitch Nonqualified Savings and Supplemental Retirement Plan (January 1, 2001 Restatement) as authorized by the Compensation Committee (now known as the Compensation and Human Capital Committee) of the A&F Board of Directors on August 14, 2008, to become one of two sub-plans following the division of said Abercrombie & Fitch Nonqualified Savings and Supplemental Retirement Plan (January 1, 2001 Restatement) into two sub-plans effective immediately before January 1, 2009 and to be named the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan I [terms to govern amounts deferred (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) before January 1, 2005, and any earnings thereon], incorporated herein by reference to Exhibit 10.9 to A&Fs Annual Report on Form 10-K for the fiscal year ended February 1, 2003 (File No. 001-12107). 10.5* First Amendment to the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan I (Plan I) (January 1, 2001 Restatement), as authorized by the Compensation Committee (now known as the Compensation and Human Capital Committee) of the A&F Board of Directors on August 14, 2008 and executed on behalf of A&F on September 3, 2008, incorporated herein by reference to Exhibit 10.13 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended August 2, 2008 (File No. 001-12107). 10.6* Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan (II), as amended and restated effective as of January 1, 2014 [governing amounts deferred (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) in taxable years beginning on or after January 1, 2005, and any earnings thereon], incorporated herein by reference to Exhibit 10.3 to A&Fs Current Report on Form 8-K dated and filed October 19, 2015 (File No. 001-12107). 10.7* Abercrombie & Fitch Co. 2005 Long-Term Incentive Plan, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed June 17, 2005 (FileNo.001-12107). 10.8* Certificate regarding Approval of Amendment of Section 3(b) of the Abercrombie & Fitch Co. 2005 Long-Term Incentive Plan by Board of Directors of Abercrombie & Fitch Co. on August 20, 2014, incorporated herein by reference to Exhibit 10.11 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.9* Trust Agreement, made as of October 16, 2006, between A&F and Wilmington Trust Company, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form8-K dated and filed October 17, 2006 (File No. 001-12107). 10.10* Amended and Restated Abercrombie & Fitch Co. 2007 Long-Term Incentive Plan, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed June 17, 2011 (File No. 001-12107). 10.11* Certificate regarding Approval of Amendment of Section 3(b) of the Abercrombie & Fitch Co. Amended and Restated 2007 Long-Term Incentive Plan by Board of Directors of Abercrombie & Fitch Co. on August 20, 2014, incorporated herein by reference to Exhibit 10.12 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.12* Abercrombie & Fitch Co. Directors Deferred Compensation Plan (Plan II) as authorized by the Board of Directors of A&F on December 17, 2007, to become one of two plans following the division of the Abercrombie & Fitch Co. Directors Deferred Compensation Plan (as amended and restated May 22, 2003) into two separate plans effective January 1, 2005 and to be named Abercrombie & Fitch Co. Directors Deferred Compensation Plan (Plan II) [terms to govern amounts deferred (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) in taxable years beginning on or after January 1, 2005 and any earnings thereon], incorporated herein by reference to Exhibit 10.50 to A&Fs Annual Report on Form 10-K for the fiscal year ended January 31, 2009 (File No. 001-12107). 10.13* Form of Stock Appreciation Right Agreement used to evidence the grant of stock appreciation rights to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2005 Long-Term Incentive Plan on or after March 26, 2013 and prior to August 20, 2013, incorporated herein by reference to Exhibit 10.2 to A&Fs Current Report on Form 8-K dated and filed April 29, 2013 (File No. 001-12107). 10.14* Form of Stock Appreciation Right Award Agreement used for grants of awards after August20, 2013 and prior to June 16, 2016 under the Amended and Restated Abercrombie& Fitch Co. 2007 Long-Term Incentive Plan [For associates (employees); grant of award not associated with execution of Non-Competition and Non-Solicitation Agreement], incorporated herein by reference to Exhibit10.2 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended November2, 2013 (File No. 001-12107). 10.15* Form of Stock Appreciation Right Award Agreement used for grants of awards after August20, 2013 and prior to June 16, 2016 under the Abercrombie& Fitch Co. 2005 Long-Term Incentive Plan [For associates (employees); grant of award not associated with execution of Non-Competition and Non-Solicitation Agreement], incorporated herein by reference to Exhibit10.9 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended November2, 2013 (File No. 001-12107). 10.16 Amended and Restated Credit Agreement, dated as of April 29, 2021, among Abercrombie & Fitch Management Co., as Lead Borrower; the other Borrowers and Guarantors party thereto; Wells Fargo Bank, National Association, as administrative agent for the lenders, a L/C Issuer and Swing Line Lender; the other lenders party thereto; Citizens Business Capital, as a L/C Issuer; Citizens Bank, N.A., as Syndication Agent; JPMorgan Chase Bank, N.A., asDocumentation Agent and a L/C Issuer; and Wells Fargo Bank, National Association, Citizens Bank, N.A. and JPMorgan Chase Bank, N.A., as Joint Lead Arrangers and Joint Bookrunners, incorporated herein by reference to Exhibit 10.3 to A&Fs Quarterly Report on Form 10 Q for the quarterly period ended May 1, 2021 (File No. 001 12107). 10.17 Guaranty, dated as of August 7, 2014, made by Abercrombie & Fitch Co., as guarantor, and certain of its wholly-owned subsidiaries, each as a guarantor, in favor of Wells Fargo Bank, National Association, as administrative agent and collateral agent for its own benefit and the benefit of the other Credit Parties (as defined in the 2014 ABL Credit Agreement), and the Credit Parties, incorporated herein by reference to Exhibit 10.5 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended August 2, 2014 (File No. 001-12107). 10.18 Security Agreement, dated as of August 7, 2014, made by Abercrombie & Fitch Management Co., as lead borrower for itself and the other Borrowers (as defined in the 2014 ABL Credit Agreement), Abercrombie & Fitch Co. and certain of its wholly-owned subsidiaries, in their respective capacities as a guarantor, and the other borrowers and guarantors from time to time party thereto, in favor of Wells Fargo Bank, National Association, as administrative agent and collateral agent for the Credit Parties (as defined in the 2014 ABL Credit Agreement), incorporated herein by reference to Exhibit 10.7 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended August 2, 2014 (File No. 001-12107). 10.19 Confirmation, Ratification and Amendment of Ancillary Loan Documents, made as of April 29, 2021, among Abercrombie & Fitch Co., for itself and as Lead Borrower; the other Borrowers from time to time party thereto; the Guarantors from time to time party thereto; and Wells Fargo Bank, National Association, as Administrative Agent and Collateral Agent. 10.20* Employment Offer, accepted October 9, 2014, between Fran Horowitz and A&F, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed October 15, 2014 (File No. 001-12107). 10.21* Form of Director and Officer Indemnification Agreement, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed October 21, 2014 (File No. 001-12107). 10.22* Retirement Agreement, dated December 8, 2014, between Michael S. Jeffries and A&F, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed December 9, 2014 (File No. 001-12107). 10.23* First Amendment to the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan (II), as approved on October 14, 2015, incorporated herein by reference to Exhibit 10.4 to A&Fs Current Report on Form 8-K dated and filed October 19, 2015 (File No. 001-12107). 10.24* Second Amendment to the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan (II), as approved on December 16, 2019, incorporated herein by reference to Exhibit 10.33 to A&F's Annual Report on Form 10-K for the fiscal year ended February 1, 2020 (File No. 001-12107). 10.25* Letter, dated December 16, 2015, from Abercrombie & Fitch Management Co. to Fran Horowitz setting forth terms of employment as President and Chief Merchandising Officer, and accepted by Fran Horowitz on December 19, 2015, incorporated herein by reference to Exhibit 10.74 to A&Fs Annual Report on Form 10-K for the fiscal year ended January 30, 2016 (File No. 001-12107). 10.26* Offer Letter from Abercrombie & Fitch to Kristin Scott, executed by Ms. Scott on May 15, 2016, incorporated herein by reference to Exhibit 10.3 to A&Fs Current Report on Form 8-K dated and filed May 23, 2016 (File No. 001-12107). 10.27* Form of Restricted Stock Unit Award Agreement used to evidence the grant of restricted stock units to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates after June 16, 2016, incorporated herein by reference to Exhibit 10.6 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.28* Form of Restricted Stock Unit Award Agreement used to evidence the grant of restricted stock units to associates (employees) of A&F and its subsidiaries, subject to special non-competition and non-solicitation agreements, under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates after June 16, 2016, incorporated herein by reference to Exhibit 10.7 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.29* Form of Performance Share Award Agreement used to evidence the grant of performance shares to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates after June 16, 2016 and prior to March 27, 2018, incorporated herein by reference to Exhibit 10.8 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.30* Form of Restricted Stock Unit Award Agreement used to evidence the grant of restricted stock units to non-associate directors of A&F under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors on and after June 16, 2016, incorporated herein by reference to Exhibit 10.10 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2016 (File No. 001-12107). 10.31* Form of Agreement entered into between Abercrombie & Fitch Management Co. and Fran Horowitz as of May10, 2017, the execution date by Abercrombie & Fitch Management Co., incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed May 12, 2017 (File No. 001-12107). 10.32* Form of Agreement entered into between Abercrombie & Fitch Management Co. and Kristin Scott as of May 10, 2017, the execution date by Abercrombie & Fitch Management Co., incorporated herein by reference to Exhibit 10.2 to A&Fs Current Report on Form 8-K dated and filed May 12, 2017 (File No. 001-12107). 10.33* Form of Director and Officer Indemnification Agreement entered into by Abercrombie & Fitch Co. with directors and officers of international subsidiaries and other key individuals on or after May 11, 2017, incorporated herein by reference to Exhibit 10.3 to A&F's Quarterly Report on Form 10-Q/A for the quarterly period ended April 29, 2017 (File No. 001-12107). 10.34* Abercrombie & Fitch Co. Short-Term Cash Incentive Compensation Performance Plan, effective from June 15, 2017 to March 20, 2021, incorporated herein by reference to Exhibit 10.1 to A&F's Current Report on Form 8-K dated and filed June 15, 2017 (File No. 001-12107). 10.35* Abercrombie & Fitch Co. Long-Term Cash Incentive Compensation Performance Plan, incorporated herein by reference to Exhibit 10.2 to A&F's Current Report on Form 8-K dated and filed June 15, 2017 (File No. 001-12107). 10.36* Offer Letter from Abercrombie & Fitch to Scott Lipesky, executed by Mr. Lipesky on August 29, 2017, incorporated herein by reference to Exhibit 10.1 to A&F's Current Report on Form 8-K dated and filed September 6, 2017 (File No. 001-12107). 10.37* Agreement entered into between Abercrombie & Fitch Management Co. and Scott Lipesky, effective as of September 7, 2017, the execution date by Abercrombie & Fitch Management Co., incorporated herein by reference to Exhibit 10.2 to A&F's Quarterly Report on Form 10-Q for the quarterly period ended October 28, 2017 (File No. 001-12107). 10.38 Abercrombie & Fitch Co. Associate Stock Purchase Plan (October 1, 2007 Restatement, reflecting amendment and restatement effective as of October 1, 2007 of Associate Stock Purchase Plan which was originally adopted effective July 1, 1998), incorporated herein by reference to Exhibit 10.6 to A&F's Quarterly Report on Form 10-Q for the quarterly period ended October 28, 2017 (File No. 001-12107) 10.39* Form of Performance Share Award Agreement used to evidence the grant of performance shares to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on or after March 27, 2018 and prior to March 26, 2019, incorporated herein by reference to Exhibit 10.67 to A&Fs Annual Report on Form 10-K for the fiscal year ended February 3, 2018 (File No. 001-12107). 10.40* Form of Performance Share Award Agreement used to evidence the grant of performance shares to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on or after March 26, 2019, and prior to August 28, 2020 incorporated herein by reference to Exhibit 10.1 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 4, 2019 (File No. 001-12107). 10.41* Offer Letter from Abercrombie & Fitch to Gregory J. Henchel, executed by Mr. Henchel on September 3, 2018, incorporated herein by reference to Exhibit 10.1 to A&F's Quarterly Report on Form 10-Q for the quarterly period ended November 3, 2018 (File No. 001-12107). 10.42* Agreement entered into between Abercrombie & Fitch Management Co. and Gregory J. Henchel, effective as of September 13, 2018, the execution date by Abercrombie & Fitch Management Co., incorporated herein by reference to Exhibit 10.2 to A&F's Quarterly Report on Form 10-Q for the quarterly period ended November 3, 2018 (File No. 001-12107). 10.43* Summary of Annual Compensation Structure for Non-Associate Directors of Abercrombie & Fitch Co. for Fiscal 2019, incorporated herein by reference to Exhibit 10.2 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 4, 2019 (File No. 001-12107). 10.44* Summary of terms of the Annual Restricted Stock Unit Grants made and to be made to the Non-Associate Directors of Abercrombie & Fitch Co. under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors in Fiscal 2019, incorporated herein by reference to Exhibit 10.3 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 4, 2019 (File No. 001-12107). 10.45* Form of Restricted Stock Unit Award Agreement used to evidence the grant of restricted stock units to associates (employees) of Abercrombie & Fitch Co. and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on and after March 26, 2019, incorporated herein by reference to Exhibit 10.1 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 2, 2020 (File No. 001-12107). 10.46* Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors (as amended on May 20, 2020), incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed on May 21, 2020 (File No. 001-12107). 10.47* Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates (as amended on June 9, 2021), incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed on June 10, 2021 (File No. 001-12107). 10.48* Summary of Compensation Structure for Non-Associate Directors of Abercrombie & Fitch Co. for Fiscal 2020, incorporated herein by reference to Exhibit 10.4 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 2, 2020 (File No. 001-12107). 10.49* Summary of Terms of the Annual Restricted Stock Unit Grants made and to be made to the Non-Associate Directors of Abercrombie & Fitch Co. under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors in Fiscal 2020, incorporated herein by reference to Exhibit 10.5 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 2, 2020 (File No. 001-12107). 10.50* Form of Retention Restricted Stock Unit Award Agreement, made to be effective as of August 28, 2020, between Abercrombie & Fitch Co. and each of Scott Lipesky, Kristin Scott and Gregory J. Henchel, incorporated herein by reference to Exhibit 10.1 to A&Fs Current Report on Form 8-K dated and filed on September 2, 2020 (File No. 001-12107). 10.51* Form of Performance Share Award Agreement used to evidence the grant of performance shares to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on or after August 28, 2020 and prior to March 23, 2021, incorporated herein by reference to Exhibit 10.1 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended October 31, 2020 (File No. 001-12107). 10.52* Amended and Restated Abercrombie & Fitch Co. Short-Term Cash Incentive Compensation Performance Plan, effective beginning March 21, 2021, incorporated herein by reference to Exhibit 10.1 to A&F's Current Report on Form 8-K dated and filed March 24, 2021 (File No. 001-12107). 10.53* Form of Performance Share Award Agreement used to evidence the grant of performance share awards to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on or after March 23, 2021, incorporated herein by reference to Exhibit 10.2 to A&Fs Quarterly Report on Form 10 Q for the quarterly period ended May 1, 2021 (File No. 001-12107). 10.54* Summary of Compensation Structure for Non-Associate Directors of Abercrombie & Fitch Co. for Fiscal 2021, incorporated herein by reference to Exhibit 10.4 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 1, 2021 (File No. 001-12107). 10.55* Summary of Terms of the Annual Restricted Stock Unit Grants for the Non-Associate Directors of Abercrombie & Fitch Co. under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Directors in Fiscal 2021, incorporated herein by reference to Exhibit 10.5 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended May 1, 2021 (File No. 001-12107). 10.56* Offer Letter from A&F to Samir Desai (including as Exhibit A thereto the Agreement entered into between Abercrombie & Fitch Management Co. and Samir Desai, effective as of May 20, 2021, the execution date by Abercrombie & Fitch Management Co.), executed by Mr. Desai on May 24, 2021, incorporated herein by reference to Exhibit 10.2 to A&Fs Quarterly Report on Form 10-Q for the quarterly period ended July 31, 2021 (File No. 001-12107). 10.57* Non-Compete Amendment entered into between Abercrombie & Fitch Management Co. and Fran Horowitz, effective as of November 5, 2021 (the date of execution by Abercrombie & Fitch Management Co.), together with Schedule identifying executive officers of A&F party to substantially identical Non-Compete Agreements with Abercrombie & Fitch Management Co., incorporated herein by reference to Exhibit 10.1 to A&Fs Quarterly Report on Form 10Q for the quarterly period ended October 30, 2021 (File No. 00112107). 21.1 List of Subsidiaries of A&F. 23.1 Consent of Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP. 24.1 Powers of Attorney. 31.1 Certifications by Chief Executive Officer (Principal Executive Officer) pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.2 Certifications by Executive Vice President and Chief Financial Officer (Principal Financial Officer) pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32.1 Certifications by Chief Executive Officer (Principal Executive Officer) and Executive Vice President and Chief Financial Officer (Principal Financial Officer) pursuant to 18 U.S.C. Section1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of 2002.**