Fox Factory Holding Corp. Enters Material Agreement

TL;DR

FOXF just signed a big deal, creating new financial obligations.

AI Summary

On October 24, 2025, Fox Factory Holding Corp. entered into a material definitive agreement, likely related to financing or a significant operational change. This event also triggered the creation of a direct financial obligation or an off-balance sheet arrangement for the company. The filing includes financial statements and exhibits related to this event.

Why It Matters

This filing indicates a significant new financial commitment or strategic move by Fox Factory Holding Corp., which could impact its future financial obligations and operational structure.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and strategic uncertainties for a company.

Key Players & Entities

• FOX FACTORY HOLDING CORP (company) — Registrant
• October 24, 2025 (date) — Date of Report
• Delaware (jurisdiction) — State of Incorporation
• 2055 Sugarloaf Circle, Suite 300 Duluth, GA 30097 (address) — Principal Executive Offices
• 831-274-6500 (phone_number) — Registrant's Telephone Number

FAQ

Key Financial Figures

• $0.001 — ich Registered Common Stock, par value $0.001 per share FOXF The NASDAQ Stock Market
• $537.5 million — in the aggregate outstanding amount of $537.5 million (the "Term Loan"), which will be repaid
• $6,718,750 — quarterly installments in the amount of $6,718,750, (ii) revolving loans in an aggregate a
• $500.0 m — g loans in an aggregate amount of up to $500.0 million, with subfacilities for swing lin
• $25.0 million — e loans in an aggregate amount of up to $25.0 million and letters of credit in an aggregate a
• $175.0 million — eement, in an aggregate amount of up to $175.0 million plus an unlimited amount so long as aft
• $75.0 m — on of a Permitted Acquisition exceeding $75.0 million, and (ii) a Consolidated Interest
• $710 million — ith the Amendment, the Company borrowed $710 million under the Amended Credit Agreement cons
• $172.5 million — ing of the $537.5 million Term Loan and $172.5 million under the Revolving Credit Facility, wh

Filing Documents

• foxf-20251024.htm (8-K) — 35KB
• exhibit101fifthamendmentto.htm (EX-10.1) — 1621KB
• foxf-20251024_g1.gif (GRAPHIC) — 14KB
• 0001424929-25-000086.txt ( ) — 2067KB
• foxf-20251024.xsd (EX-101.SCH) — 2KB
• foxf-20251024_lab.xml (EX-101.LAB) — 22KB
• foxf-20251024_pre.xml (EX-101.PRE) — 12KB
• foxf-20251024_htm.xml (XML) — 3KB

01 Entry into Material Definitive Agreement

Item 1.01 Entry into Material Definitive Agreement. Fifth Amendment to Credit Agreement and Second Amendment to Guaranty and Security Agreement On October 24, 2025, Fox Factory Holding Corp., a Delaware corporation (the "Company"), entered into the Fifth Amendment to Credit Agreement and Second Amendment to Guaranty and Security Agreement (the "Amendment") among the Company, certain subsidiaries of the Company, Wells Fargo Bank, National Association, as administrative agent, swingline lender and L/C issuer (the "Agent"), and a group of lenders party thereto. The Amendment amends the Credit Agreement, dated as of April 5, 2022 (as amended prior to the Amendment, the "Credit Agreement" and, as amended by the Amendment, the "Amended Credit Agreement"), and the Guaranty and Security Agreement, dated as of April 5, 2022, as amended prior to the Amendment, which secures the obligations under the Credit Agreement in favor of the Agent for the benefit of the lenders and other secured parties. Terms not otherwise defined below will have the meaning as set forth in the Amended Credit Agreement. The Amendment, among other things, amends the Credit Agreement to replace the existing loans provided under the Credit Agreement with (i) a term loan in the aggregate outstanding amount of $537.5 million (the "Term Loan"), which will be repaid by the Company in quarterly installments in the amount of $6,718,750, (ii) revolving loans in an aggregate amount of up to $500.0 million, with subfacilities for swing line loans in an aggregate amount of up to $25.0 million and letters of credit in an aggregate amount of up to $25.0 million (the "Revolving Credit Facility"), and (iii) an incremental loan facility, subject to additional terms set forth in the Amended Credit Agreement, in an aggregate amount of up to $175.0 million plus an unlimited amount so long as after giving effect to the incurrence of such incremental loans, on a pro forma basis, the Consolidated Net Leverage Ratio is les

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits The following exhibit is filed herewith: Exhibit Number Description 10.1 Fifth Amendment to Credit Agreement and Second Amendment to Guaranty and Security Agreement, dated October 24, 2025, among Fox Factory Holding Corp. and certain of its subsidiaries, Wells Fargo Bank, National Association, and other financial institutions party thereto. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Fox Factory Holding Corp. Date: October 27, 2025 By: /s/ Michael C. Dennison Michael C. Dennison Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR