JWN 10-K Annual Report Feb. 1, 2025 | Alphaminr

JWN 10-K Fiscal year ended Feb. 1, 2025

NORDSTROM INC
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PROXIES
DEF 14A
Filed on April 11, 2024
DEF 14A
Filed on April 28, 2023
DEF 14A
Filed on April 7, 2022
DEF 14A
Filed on April 8, 2021
DEF 14A
Filed on April 7, 2020
DEF 14A
Filed on April 12, 2019
DEF 14A
Filed on April 19, 2018
DEF 14A
Filed on April 5, 2017
DEF 14A
Filed on April 8, 2016
DEF 14A
Filed on March 26, 2015
DEF 14A
Filed on March 27, 2014
DEF 14A
Filed on April 1, 2013
DEF 14A
Filed on March 30, 2012
DEF 14A
Filed on March 31, 2011
DEF 14A
Filed on April 8, 2010
TABLE OF CONTENTS
Part IprintItem 1. BusinessprintItem 1A. Risk FactorsprintItem 1B. Unresolved Staff CommentsprintItem 1C. CybersecurityprintItem 2. PropertiesprintItem 3. Legal ProceedingsprintItem 4. Mine Safety DisclosuresprintPart IIprintItem 5. Market For Registrant S Common Equity, Related Shareholder Matters and Issuer Purchases Of Equity SecuritiesprintItem 6. [reserved]printItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsprintNote 6: Debt and Credit Facilities in Item 8)printNote 2: Canada Wind-downprintNote 5: LeasesprintNote 6: Debt and Credit FacilitiesprintNote 8: Self-insuranceprintNote 9: Supplemental Executive Retirement PlanprintNote 12: Income TaxesprintNote 13: Commitments and ContingenciesprintItem 7A. Quantitative and Qualitative Disclosures About Market RiskprintItem 8: Financial Statements and Supplementary DataprintNote 1: Nature Of Operations and Summary Of Significant Accounting PoliciesprintNote 3: RevenueprintNote 4: Land, Property and EquipmentprintNote 7: Fair Value MeasurementsprintNote 10: Stock-based CompensationprintNote 11: Shareholders EquityprintNote 14: Earnings Per ShareprintNote 15: Segment ReportingprintItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureprintItem 9A. Controls and ProceduresprintItem 9B. Other InformationprintItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsprintPart IIIprintItem 10. Directors, Executive Officers and Corporate GovernanceprintItem 11. Executive CompensationprintItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Shareholder MattersprintItem 13. Certain Relationships and Related Transactions, and Director IndependenceprintItem 14. Principal Accountant Fees and ServicesprintPart IVprintItem 15. Exhibit and Financial Statement Schedulesprint

Exhibits

2.1 Agreement and Plan of Merger, dated as of December 22, 2024, by and among Norse Holdings, Inc., Navy Acquisition Co. Inc. and Nordstrom, Inc. 8-K 2.1 December 23, 2024 3.2 Bylaws, as amended and restated on September 20, 2023 8-K 3.1 September 21, 2023 4.3 Indenture dated December 3, 2007, between the Company and Wells Fargo Bank, National Association S-4/A 4.1 April 29, 2014 4.4 Form of 5.00% Global Note due 2044 S-4 4.2 March 28, 2014 4.5 Form of 5.00% Rule 144A Global Note due 2044 S-4 4.3 March 28, 2014 4.6 Form of 5.00% Regulation S Global Note due 2044 S-4 4.4 March 28, 2014 4.7 Form of 7.00% Note due January 2038 8-K 4.2 December 3, 2007 4.8 Form of 4.00% Note due 2027 8-K 4.1 March 9, 2017 4.9 Form of 5.00% Note due 2044 8-K 4.2 March 9, 2017 4.10 Form of 4.375% Note due 2030 8-K 4.1 November 6, 2019 4.11 Form of 2.300% Global Note due 2024 10-Q 4.2 September 3, 2021 4.12 Form of 4.250% Global Note due 2031 10-Q 4.3 September 3, 2021 4.13 * Trunk Club Newco, Inc. 2010 Equity Incentive Plan S-8 4.1 August 27, 2014 4.14 Shareholder Rights Agreement, dated as of September 19, 2022, by and between the Company and Computershare Trust Company, N.A., as rights agent (which includes the Form of Rights Certificate as Exhibit A thereto). 8-K 4.1 September 20, 2022 4.15 First Amendment to the Shareholder Rights Agreement, dated as of August21, 2023, by and between Nordstrom, Inc. and Computershare Trust Company, N.A., as rights agent 8-K 4.1 August 21, 2023 4.16 Second Amendment to the Shareholder Rights Agreement, dated as of September 3, 2024, by and between Nordstrom, Inc. and Computershare Trust Company, N.A., as rights agent 8-K 4.1 September 4, 2024 4.17 Third Amendment to the Shareholder Rights Agreement, dated as of December 22, 2024, by and between Nordstrom, Inc. and Computershare Trust Company, N.A., as rights agent 8-K 4.1 December 23, 2024 10.1 * Nordstrom, Inc. 2019 Equity Incentive Plan (2020 Amendment) DEF 14A Appendix B April 7, 2020 10.2 * Nordstrom, Inc. 2019 Equity Incentive Plan (2023 Amendment) DEF 14A Appendix B April 28, 2023 10.3 * Nordstrom, Inc. Employee Stock Purchase Plan (2023 Amendment) DEF 14A Appendix C April 28, 2023 10.4 * Nordstrom 401(k) Plan (2024 Restatement) 10-Q 10.1 September 5, 2024 10.5 * Amended and Restated Nordstrom, Inc. Executive Management Bonus Plan 10-K 10.2 March 10, 2023 10.6 * Nordstrom Deferred Compensation Plan (2024 Restatement) 10-Q 10.2 September 5, 2024 10.7 * Form of the 2015 Nonqualified Stock Option Grant Agreement 8-K 10.1 February 19, 2015 10.8 * Form of the 2016 Nonqualified Stock Option Grant Agreement 8-K 10.1 March 1, 2016 10.9 * Form of 2016 Nonqualified Stock Option Grant Agreement, Supplemental Award 10-Q 10.2 August 30, 2016 10.10 * Form of the 2017 Nonqualified Stock Option Grant Agreement 8-K 10.1 February 23, 2017 10.11 * Form of 2019 Nonqualified Stock Option Award Agreement 8-K 10.1 March 4, 2019 10.12 * Form of 2019 Nonqualified Stock Option Award Agreement, Supplemental Award 8-K 10.2 March 4, 2019 10.13 * Form of 2020 Nonqualified Stock Option Award Agreement 8-K 10.1 March 3, 2020 10.14 * Form of 2020 Nonqualified Stock Option Award Agreement, Supplemental Award 10-Q 10.5 June 10, 2020 10.15 * Form of 2023 Nonqualified Stock Option Award Agreement 8-K 10.1 March 6, 2023 10.16 * Nordstrom, Inc. 2010 Equity Incentive Plan DEF 14A Appendix A April 8, 2010 10.17 * Nordstrom, Inc. 2010 Equity Incentive Plan as amended February 27, 2013 DEF 14A Appendix A April 1, 2013 10.18 * Nordstrom, Inc. 2010 Equity Incentive Plan as amended and restated February 26, 2014 8-K 10.4 March 4, 2014 10.19 * Nordstrom, Inc. 2010 Equity Incentive Plan as amended and restated February 16, 2017 DEF 14A Appendix A April 5, 2017 10.20 * Nordstrom Executive Severance Plan (2024 Restatement) 10-Q 10.4 September 5, 2024 10.21 * Form of 2022 Performance Share Unit Award Agreement 8-K 10.2 February 28, 2022 10.22 * Form of 2023 Performance Share Unit Award Agreement 8-K 10.2 March 6, 2023 10.23 * Form of 2024 Performance Share Unit Award Agreement 8-K 10.2 March 5, 2024 10.24 * Form of 2025 Performance Share Unit Award Agreement 10.25 Nordstrom Directors Deferred Compensation Plan (2024 Restatement) 10-Q 10.3 September 5, 2024 10.26 * Nordstrom Retiree Health Plan (2024 Restatement) 10-Q 10.5 September 5, 2024 10.27 * Nordstrom Supplemental Executive Retirement Plan (2024 Restatement) 10.28 2010 Form of Independent Director Indemnification Agreement 10-K 10.78 March 18, 2011 10.29 2023 Form of Independent Director Indemnification Agreement 10-Q 10.1 December 1, 2023 10.30 * Form of Restricted Stock Unit Award (Supplemental Award) under the 2019 Equity Incentive Plan 8-K 10.1 May 20, 2022 10.31 * Form of 2023 Restricted Stock Unit AgreementSupplemental Award under the 2019 Equity Incentive Plan 8-K 10.1 May 10, 2023 10.32 * Form of 2024 Restricted Stock Unit Award Agreement 8-K 10.1 March 5, 2024 10.33 Revolving Credit Agreement dated May 6, 2022 between Registrant and each of the initial lenders named therein as lenders; Wells Fargo Bank, National Association as administrative agent; and Bank of America, N. A. and U.S. Bank, National Association as co-syndication agents 10-Q 10.2 June 3, 2022 10.34 First Amendment to Revolving Credit Agreement 10-K 10.30 March 10, 2023 10.35 Rollover, Voting and Support Agreement, dated as of December 22, 2024, by and among the shareholders party thereto, Norse Holdings, Inc., and Nordstrom, Inc. 8-K 10.1 December 23, 2024 10.36 Rollover, Voting and Support Agreement, dated as of December 22, 2024, by and among El Puerto de Liverpool, S.A.B. de C.V., Norse Holdings, Inc., and Nordstrom, Inc. 8-K 10.2 December 23, 2024 10.37 Consent under the Revolving Credit Agreement, dated as of December 22, 2024, by and among Nordstrom, Inc., Wells Fargo Bank, National Association, the Lenders party thereto, and the Guarantors party thereto 8-K 10.3 December 23, 2024 19.1 Amended and Restated Nordstrom Insider Trading Policy 10-K 19.1 March 19, 2024 21.1 Significant subsidiaries of the Registrant 31.1 Certification of Chief Executive Officer required by Section 302(a) of the Sarbanes-Oxley Act of 2002 31.2 Certification of Chief Financial Officer required by Section 302(a) of the Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1 Nordstrom, Inc. Clawback Policy 10-K 97.1 March 19, 2024 99.1 Nondisclosure Confidentiality Agreement, dated as of April 17, 2024 8-K 99.2 April 18, 2024