SLEEP NUMBER CORP: Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation under a Registrant’s Off-Balance Sheet Arrangement (Form 8-K)

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

At December 3, 2021, Sleep number company, a Minnesota company (“Sleep Number”), has entered into a Sixth Amendment (the “Sixth Amendment”) amending and supplementing the Amended and Restated Credit and Guarantee Agreement, dated February 14, 2018 (as amended, supplemented or otherwise amended from time to time, including by the Sixth Amendment, the “Credit Agreement”), between National Association of American Banks, as administrative agent, Swing Line lender and the issuing lender, and certain other financial institutions that are parties to it. Sleep number has also entered into various ancillary agreements related to the credit agreement, including certain additional security documents.

The Sixth Amendment, among others, (a) adds a term loan facility up to an aggregate commitment of $ 200 million with a five-year term and another $ 25 million commitment to prior disclosure $ 600 million revolving loan commitment for a total total commitment of up to $ 825 million under the credit agreement, (b) increases the swing line loans available under the revolving credit facility of $ 75 million To $ 100 million, (c) increase the accordion option under the credit agreement by $ 200 million To $ 400 million, (d) adds an opportunity for Sleep number contract unsecured debts with the support of an administrative agent as long as Sleep number the leverage ratio for the senior secured debt is not greater than 3.25 immediately after the issuance of the unsecured debt and continues to have a permanent total leverage ratio not exceeding 4.5, and (e) redefine the maturity date of the outstanding credit facilities to five years from closure.

The foregoing description of the Sixth Amendment is qualified in its entirety by reference to the full terms of the Sixth Amendment, which Sleep number will file as an exhibit in its next annual report on Form 10-K.

ITEM 2.03         CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
                  OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

The information under Item 1.01 above is incorporated by reference in this Item 2.03.

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