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FORM10-K ☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGEACT OF 1934 For the fiscal year endedJanuary3, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period fromto Commission File Number:001-36040 Fox Factory Holding Corp.(Exact Name of Registrant as Specified in its Charter) 26-1647258 (I.R.S. Employer Identification No.) 2055 Sugarloaf Circle, Suite 300,DuluthGA30097(Address of Principal Executive Offices) (Zip Code)(831)274-6500(Registrant’s Telephone Number,Including Area Code) Securities registered pursuant to Section 12(g) of the Act:None Table of Contents Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesýNo¨ 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¨Noý Indicate by check mark whether the registrant: (1)has filed all reports required to be filed by Section13 or 15(d)of the SecuritiesExchange 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.YesýNo¨ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).YesýNo¨ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filerEmerging growth company ☒Acceleratedfiler☐Smallerreportingcompany☐ If any emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic 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 theregistrant 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-basedcompensation 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 Rule12b-2 of the Exchange Act). Yes☐Noý Based upon the closing price of the registrant's common stock on the NASDAQ Global Select Market on June28, 2024 (the lastbusiness day of the registrant’s most recently completed second fiscal quarter), the approximate aggregate market value of thecommon stock held by non-affiliates of the registrant was approximately $1,338,778,148. As of February20, 2025, there were41,683,905shares of the registrant’s common stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Definitive Proxy Statement for the 2024 Annual Meeting of Stockholders to be filed with the Securities andExchange Commission pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this AnnualReport on Form 10-K are incorporated by reference in Part III, Items 10-14 of this Annual Report on Form 10-K. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K includes forward-looking statements, which are subject to the “safe harbor” created by Section 27Aof the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended(the “Exchange Act”). We may make forward-looking statements in our United States (“U.S.”) Securities and Exchange Commission(“SEC”) filings, press releases, news articles, earnings presentations and when we are speaking on behalf of the Company. Forward-looking statements generally relate to future events or our future financial or operating performance that involve substantial risks anduncertainties. In some cases, you can identify forward-looking statements because they contain words such as “may,” “might,”“will,” “would,” “should,” “expect,” “plan,” “anticipate,” “