Item 1.01. Entry into a Material Definitive Agreement.

First Amendment to Amended and Restated Credit Agreement.

On April 28, 2023, Smith & Wesson Brands, Inc. (the "Company") entered into an amendment (the "Amendment") among the Company, certain of the Company's subsidiaries, certain Guarantors party thereto, certain lenders party thereto, and TD Bank, N.A., as administrative agent and Swingline Lender, to that certain Amended and Restated Credit Agreement, dated August 24, 2020, among the Company, certain of its direct and indirect Domestic Subsidiaries, certain lenders, TD Bank, N.A., as administrative agent, TD Securities (USA) LLC and Regions Bank, as joint lead arrangers and joint bookrunners, and Regions Bank, as syndication agent (the "Credit Agreement" and, as the Credit Agreement is amended by the Amendment, the "Amended Credit Agreement"). Capitalized terms used in this Item 1.01 but not otherwise defined in this Item 1.01 have the meanings set forth in the Amended Credit Agreement.

The Amended Credit Agreement (i) replaces LIBOR with SOFR as the interest rate benchmark, (ii) amends the definition of "Consolidated Fixed Charge Coverage Ratio" to provide that unfinanced Capital Expenditures made by the Loan Parties in connection with the relocation of the Company's headquarters and significant elements of its operations to Maryville, Tennessee will be excluded for purposes of calculating certain unfinanced Capital Expenditures during the five consecutive fiscal quarter testing period commencing with the fiscal quarter ended April 30, 2023 and ending on the fiscal quarter ended April 30, 2024 and (iii) includes other updates, including technical, ministerial and conforming changes.

The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions, covenants, and agreements contained in the Amended Credit Agreement, and is subject to and qualified in its entirety by reference to the full text of the Amended Credit Agreement, which is attached hereto as Exhibit 10.128(a) and incorporated by reference herein.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an


           Off-Balance Sheet Arrangement of a Registrant.

The disclosure set forth in Item 1.01 with respect to the Amended Credit Agreement is hereby incorporated by reference into this Item 2.03 insofar as it relates to the creation of a direct financial obligation.

Item 9.01. Financial Statements and Exhibits.




(d)  Exhibits.

 Exhibit
   No.

10.128(a)       First Amendment to Amended and Restated Credit Agreement and
              Exhibit A and Exhibit B thereto.

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses