BURLINGTON STORES, INC. Shares of Common Stock Underwriting AgreementUnderwriting Agreement • April 28th, 2014 • Burlington Stores, Inc. • Retail-department stores • New York
BURLINGTON STORES, INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 12, 2023 1.25% Convertible Senior Notes due 2027Indenture • September 18th, 2023 • Burlington Stores, Inc. • Retail-department stores • New York
INDENTURE, dated as of September 12, 2023 between BURLINGTON STORES, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
BURLINGTON STORES, INC. 12,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • January 16th, 2015 • Burlington Stores, Inc. • Retail-department stores • New York
Certain stockholders named in Schedule 1 hereto (the “Selling Stockholders”) of Burlington Stores, Inc., a Delaware corporation (the “Company”), propose to issue and sell to J.P. Morgan Securities LLC (the “Underwriter”), an aggregate of 12,500,000 shares of common stock, par value $0.0001 per share, of the Company (the “Shares”). The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 10th, 2013 • Burlington Stores, Inc. • Retail-department stores • Delaware
This Indemnification Agreement (this “Agreement”) is made as of [ ], 2013 by and between Burlington Stores, Inc., a Delaware corporation (the “Corporation”), in its own name and on behalf of its direct and indirect subsidiaries, and [ ], an individual (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2020 • Burlington Stores, Inc. • Retail-department stores • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of March 23, 2011, by and between Burlington Coat Factory Warehouse Corporation, a Delaware corporation (the “Company”), and John Crimmins (“Executive”).
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 22nd, 2021 • Burlington Stores, Inc. • Retail-department stores • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 2, 2011 (as amended on August 13, 2014, as further amended on June 29, 2018, and as further amended on December 22, 2021), among:
Exchange AgreementExchange Agreement • March 16th, 2022 • Burlington Stores, Inc. • Retail-department stores • New York
The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange (the “Exchange”), with Burlington Stores, Inc., a Delaware corporation (the “Company”), certain 2.25% Convertible Senior Notes due 2025, CUSIP 122017 AB2 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). Capitalized terms used but not defined in this Agreement have the respective meanings set forth in the indenture with respect to the Notes, dated as of April 16, 2020, between the Company and Wilmington Trust, National Association, as Trustee (the “Indenture”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • September 6th, 2013 • Burlington Holdings, Inc. • Retail-department stores • New York
This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of Oct. 31, 2012, by Burlington Coat Factory Warehouse Corporation, a Delaware corporation (the “Company”) and Fred Hand (“Executive”).
AMENDMENT NO. 11, dated as of September 24, 2024 (this “Amendment”), to the Credit Agreement dated as of February 24, 2011, as amended by that certain Amendment No. 1 dated as of May 16, 2012, as further amended by that certain Amendment No. 2 dated...Credit Agreement • September 26th, 2024 • Burlington Stores, Inc. • Retail-department stores • New York
CREDIT AGREEMENT dated as of February 24, 2011 (as amended on May 16, 2012, February 15, 2013 and, May 17, 2013, August 13, 2014, July 29, 2016, November 17, 2017, November 2, 2018, February 26, 2020, June 24, 2021 and, May 11, 2023, and September 24, 2024) among:
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 2nd, 2018 • Burlington Stores, Inc. • Retail-department stores • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of September 2, 2011, and2011 (as amended throughon August 13, 2014, and as further amended on June 29, 2018), among:
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON STORES, INC. 2013 OMNIBUS INCENTIVE PLANRestricted Stock Grant Agreement • May 22nd, 2017 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AWARD AGREEMENT (the “Award Agreement”) is entered into as of _________________between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”).
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON HOLDINGS, INC. 2006 MANAGEMENT INCENTIVE PLANRestricted Stock Grant Agreement • March 15th, 2016 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of _________________between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”).
AMENDMENT No. 6, dated as of November 17, 2017 (this “Amendment”), to the Credit Agreement dated as of February 24, 2011, as amended by that certain Amendment No. 1 dated as of May 16, 2012, as further amended by that certain Amendment No. 2 dated as...Credit Agreement • November 21st, 2017 • Burlington Stores, Inc. • Retail-department stores • New York
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION (in such capacity, the “Borrower”), a corporation organized under the laws of the State of Delaware, with its principal executive offices at 1830 Route 130, Burlington, New Jersey 08016;
EMPLOYMENT AGREEMENTEmployment Agreement • May 26th, 2022 • Burlington Stores, Inc. • Retail-department stores • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of May 24, 2022, by and between Burlington Stores, Inc., a Delaware corporation (the “Company”), and Kristin Wolfe (“Executive”).
AMENDMENT No. 9, dated as of June 24, 2021 (this “Amendment”), to the Credit Agreement dated as of February 24, 2011, as amended by that certain Amendment No. 1 dated as of May 16, 2012, as further amended by that certain Amendment No. 2 dated as of...Credit Agreement • June 25th, 2021 • Burlington Stores, Inc. • Retail-department stores • New York
CREDIT AGREEMENT dated as of February 24, 2011 (as amended on May 16, 2012, February 15, 2013 and May 17, 2013, August 13, 2014, July 29, 2016, November 17, 2017, November 2, 2018 and, February 26, 2020 and June 24, 2021) among:
Burlington Stores, Inc. Non-Qualified Stock Option AgreementNon-Qualified Stock Option Agreement • May 22nd, 2017 • Burlington Stores, Inc. • Retail-department stores • Delaware
This Award Agreement (the “Award Agreement”) evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Award Agreement, the “Grant Date” shall mean _____________. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
Burlington Stores, Inc. Non-Qualified Stock Option AgreementNon-Qualified Stock Option Agreement • March 15th, 2016 • Burlington Stores, Inc. • Retail-department stores • Delaware
This agreement evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Agreement, the “Grant Date” shall mean _____________. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON STORES, INC.Restricted Stock Grant Agreement • May 22nd, 2017 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AWARD AGREEMENT (the “Award Agreement”) is entered into as of _________________between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”).
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON HOLDINGS, INC.Restricted Stock Grant Agreement • March 25th, 2015 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of January 12, 2015 between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and Marc Katz (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”).
BURLINGTON STORES, INC. AMENDED AND RESTATED STOCKHOLDERS AGREEMENT AMONG BURLINGTON STORES, INC. AND THE INVESTORS AND MANAGERS NAMED HEREIN DATED AS OF MARCH 13, 2014Stockholders Agreement • March 31st, 2014 • Burlington Stores, Inc. • Retail-department stores • Delaware
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON STORES, INC. 2013 OMNIBUS INCENTIVE PLANRestricted Stock Grant Agreement • May 22nd, 2017 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AWARD AGREEMENT (the “Award Agreement”) is entered into as of _________________between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”).
AMENDMENT No. 4, dated as of August 13, 2014 (this “Amendment”), to the Credit Agreement dated as of February 24, 2011 as amended by that certain Amendment No. 1 dated as of May 16, 2012 as further amended by that certain Amendment No. 2 dated as of...Credit Agreement • August 18th, 2014 • Burlington Stores, Inc. • Retail-department stores • New York
BURLINGTON COAT FACTORY WAREHOUSE CORPORATION (in such capacity, the “Borrower”), a corporation organized under the laws of the State of Delaware, with its principal executive offices at 1830 Route 130, Burlington, New Jersey 08016;
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON HOLDINGS, INC.Restricted Stock Grant Agreement • March 25th, 2015 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”).
Exchange AgreementExchange Agreement • March 8th, 2023 • Burlington Stores, Inc. • Retail-department stores • New York
The undersigned investor (the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Investor holds contractual and investment authority (each, including the Investor if it is a party exchanging Notes (as defined below), an “Exchanging Investor”), hereby agrees to exchange (the “Exchange”), with Burlington Stores, Inc., a Delaware corporation (the “Company”), certain 2.25% Convertible Senior Notes due 2025, CUSIP 122017 AB2 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (the “Agreement”). Capitalized terms used but not defined in this Agreement have the respective meanings set forth in the indenture with respect to the Notes, dated as of April 16, 2020, between the Company and Wilmington Trust, National Association, as Trustee (the “Indenture”).
Burlington Holdings, Inc. BURLINGTON STORES, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • March 25th, 2015 • Burlington Stores, Inc. • Retail-department stores
This agreement evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Agreement, the “Grant Date” shall mean _____________. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
Burlington Stores, Inc. Non-Qualified Stock Option AgreementNon-Qualified Stock Option Agreement • March 15th, 2016 • Burlington Stores, Inc. • Retail-department stores • Delaware
This agreement evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Agreement, the “Grant Date” shall mean _____________. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
AMENDMENT NO. 1 TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • September 11th, 2014 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Stockholders Agreement, dated as of March 13, 2014 (the “Stockholders Agreement”), by and among Burlington Stores, Inc., a Delaware corporation, and the Investors and Managers named therein, is made and entered into as of this 22 day of May, 2014. Capitalized terms used herein and not defined shall have the meanings specified in the Stockholders Agreement.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • April 16th, 2020 • Burlington Stores, Inc. • Retail-department stores • New York
INTELLECTUAL PROPERTY SECURITY AGREEMENT (this “Agreement”), dated as of April 16, 2020, by and among Burlington Coat Factory Warehouse Corporation, a Florida corporation (the “Company”), the entities listed on Schedule I hereto and each of the other entities that may become a party hereto as provided herein (each of the foregoing, together with the Company, a “Grantor” and collectively, the “Grantors”), and Wilmington Trust, National Association, in its capacity as collateral agent for the Secured Parties (in such capacity and together with any successors in such capacity, the “Collateral Agent”), in consideration of the mutual covenants contained herein and benefits to be derived herefrom.
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2021 • Burlington Stores, Inc. • Retail-department stores • New York
This AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of March 12, 2021 by Burlington Coat Factory Warehouse Corporation, a Florida corporation (the “Company”), and Jennifer Vecchio (“Executive”).
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON HOLDINGS, INC.Restricted Stock Grant Agreement • March 25th, 2015 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”).
Burlington Stores, Inc. Non-Qualified Stock Option AgreementNon-Qualified Stock Option Agreement • May 22nd, 2017 • Burlington Stores, Inc. • Retail-department stores • Delaware
This Award Agreement (the “Award Agreement”) evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Stores, Inc. 2013 Omnibus Incentive Plan (the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Award Agreement, the “Grant Date” shall mean _____________. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO BURLINGTON HOLDINGS, INC. 2006 MANAGEMENT INCENTIVE PLANRestricted Stock Grant Agreement • March 15th, 2016 • Burlington Stores, Inc. • Retail-department stores • Delaware
THIS AGREEMENT (the “Agreement”) is entered into as of _________________between Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms not otherwise defined herein shall have the meaning set forth in the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”).
BURLINGTON HOLDINGS, INC. THIS AWARD AND ANY SECURITIES ISSUED UPON EXERCISE OF THIS OPTION ARE SUBJECT TO RESTRICTIONS ON TRANSFER AND REQUIREMENTS OF SALE AND OTHER PROVISIONS AS SET FORTH HEREIN AND IN THE AMENDED AND RESTATED STOCKHOLDERS...Non-Qualified Stock Option Agreement • March 31st, 2014 • Burlington Stores, Inc. • Retail-department stores
This agreement evidences a stock option granted by Burlington Stores, Inc. (formerly Burlington Holdings, Inc.), a Delaware corporation (the “Company”), to the undersigned (the “Employee”), pursuant to, and subject to the terms of the Burlington Holdings, Inc. 2006 Management Incentive Plan (as amended and restated, the “Plan”), which is incorporated herein by reference and of which the Employee hereby acknowledges receipt. For the purpose of this Agreement, the “Grant Date” shall mean . Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENTEmployment Agreement • December 9th, 2014 • Burlington Stores, Inc. • Retail-department stores • New York
This AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of December 8, 2014 by Burlington Coat Factory Warehouse Corporation, a Delaware corporation (the “Company”), Burlington Coat Factory Holdings, LLC, a Delaware limited liability company (“Parent”), Burlington Stores, Inc., a Delaware corporation, and Thomas Kingsbury (“Executive”).
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • April 16th, 2020 • Burlington Stores, Inc. • Retail-department stores • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of April 16, 2020, by and among (a) BANK OF AMERICA, N.A. (in its individual capacity, “Bank of America”), in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “ABL Agent”) for the financial institutions party from time to time to the Original ABL Credit Agreement referred to below (such financial institutions, together with their successors, assigns and transferees, the “ABL Credit Agreement Lenders” and, together with affiliates thereof and certain other specified hedging parties, in their capacity as ABL Bank Products Affiliates or ABL Hedging Affiliates (in each case, as hereinafter defined), the “ABL Lenders”), (b) JPMORGAN CHASE BANK, N.A. (AS SUCCESSOR IN INTEREST TO BEAR STEARNS CORPORATE LENDING INC.) (in its ind
