Abercrombie & Fitch 2015 Annual Report Download - page 75

Table of Contents
75
Exhibit No. Document
3.1 Amended and Restated Certificate of Incorporation of A&F as filed with the Delaware Secretary of State on
August 27, 1996, incorporated herein by reference to Exhibit 3.1 to A&F’s Quarterly Report on Form 10-Q for the
quarterly period ended November 2, 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 Exhibit 3.2 to A&F’s Annual Report on
Form 10-K for the fiscal year ended January 30, 1999 (File No. 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&F’s 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 Abercrombie & Fitch Co.
as filed with the Delaware Secretary of State on June 16, 2011, incorporated herein by reference to Exhibit 3.1 to
A&F’s 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&F’s Quarterly Report on Form 10-Q for
the quarterly period ended July 30, 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 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&F’s Current Report on Form 8-K dated and filed June 16, 2009
(File No. 001-12107).
3.7 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&F’s Current
Report on Form 8-K dated and filed June 16, 2009 (File No. 001-12107).
3.8 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&F’s Current Report on Form 8-K dated and filed November 21, 2011 (File
No. 001-12107).
3.9 Amended and Restated Bylaws of A&F reflecting amendments through the date of this Annual Report in Form 10-
K, incorporated herein by reference to Exhibit 3.2 to A&F’s Quarterly Report on Form 10-Q for the quarterly period
ended October 29, 2011 (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.
10.1* Abercrombie & Fitch Co. Incentive Compensation Performance Plan, incorporated herein by reference to Exhibit
10.1 to A&F’s Current Report on Form 8-K dated and filed June 18, 2012 (File No. 001-12107).
10.2* 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&F's Annual Report on Form 10-K for the fiscal
year ended February 1, 2003 (File No. 001-12107).
10.3* Abercrombie & Fitch Co. 2002 Stock Plan for Associates (as amended and restated May 22, 2003), incorporated
herein by reference to Exhibit 10.4 to A&F’s Quarterly Report on Form 10-Q for the quarterly period ended May
3, 2003 (File No. 001-12107).
10.4* Amended and Restated Employment Agreement, entered into effective 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&F’s 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.]
10.5* 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&F’s Quarterly Report on Form 10-Q for the quarterly
period ended May 3, 2003 (File No. 001-12107).