Nordstrom Inc. Watch

from 8-K 4 pages Whereas, the Board of Directors of the Company (The “Board”) Has Formed a Special Committee of the Board (The “Special Committee”) and Authorized the Special Committee To, Among Other Things, Take Actions With Respect to the Amendment of the Rights Agreement; Whereas, the Special Committee Has Determined That It Is in the Best Interests of the Company and Its Shareholders to Amend Certain Definitions in the Rights Agreement; Whereas, Pursuant to Section 27 of the Rights Agreement, Prior to the Share Acquisition Date, the Company and the Rights Agent May Supplement or Amend the Rights Agreement, Without the Approval of Any Holders of Rights, in Any Respect; Whereas, the Share Acquisition Date Has Not Yet Occurred; and Whereas, in Compliance With Section 27 of the Rights Agreement, the Company Has Delivered to the Rights Agent a Certificate From an Authorized Officer of the Company That States That This Amendment Complies With the Terms of the Rights Agreement. Now, Therefore, in Consideration of the Foregoing and for Other Good and Valuable Consideration, the Parties Hereby Agree as Follows: Section 1. Amendments to the Rights Agreement. (A) the Definition of “Bid Group” in Section 1 of the Rights Agreement Is Hereby Deleted and Replaced Entirely With the Following Definition

from DEFA14A 4 pages Whereas, the Board of Directors of the Company (The “Board”) Has Formed a Special Committee of the Board (The “Special Committee”) and Authorized the Special Committee To, Among Other Things, Take Actions With Respect to the Amendment of the Rights Agreement; Whereas, the Special Committee Has Determined That It Is in the Best Interests of the Company and Its Shareholders to Amend Certain Definitions in the Rights Agreement; Whereas, Pursuant to Section 27 of the Rights Agreement, Prior to the Share Acquisition Date, the Company and the Rights Agent May Supplement or Amend the Rights Agreement, Without the Approval of Any Holders of Rights, in Any Respect; Whereas, the Share Acquisition Date Has Not Yet Occurred; and Whereas, in Compliance With Section 27 of the Rights Agreement, the Company Has Delivered to the Rights Agent a Certificate From an Authorized Officer of the Company That States That This Amendment Complies With the Terms of the Rights Agreement. Now, Therefore, in Consideration of the Foregoing and for Other Good and Valuable Consideration, the Parties Hereby Agree as Follows: Section 1. Amendments to the Rights Agreement. (A) the Definition of “Bid Group” in Section 1 of the Rights Agreement Is Hereby Deleted and Replaced Entirely With the Following Definition

from 8-K 4 pages Second Amendment to the Shareholder Rights Agreement

from 8-K 3 pages First Amendment to the Shareholder Rights Agreement

from 8-A12B 59 pages Shareholder Rights Agreement Nordstrom, Inc. and Computershare Trust Company, N.A., as Rights Agent Dated as of September 19, 2022

from 10-Q 14 pages Nordstrom, Inc. 4.250% Senior Note Due 2031

from 10-Q 14 pages Nordstrom, Inc. 2.300% Senior Note Due 2024

from S-4 41 pages Nordstrom, Inc. 2.300% Senior Notes Due 2024 4.250% Senior Notes Due 2031 Registration Rights Agreement

from S-4 14 pages Nordstrom, Inc. 4.250% Senior Note Due 2031

from S-4 14 pages Nordstrom, Inc. 2.300% Senior Note Due 2024

from 10-Q >50 pages Nordstrom, Inc., as Issuer, the Guarantors Party Hereto and Wells Fargo Bank, National Association, as Trustee $600,000,000 8.750% Senior Secured Notes Due 2025 Indenture Dated as of April 16, 2020 Contents

from S-8 68 pages Nordstrom 401(k) Plan 2019 Restatement

from 8-K 11 pages Nordstrom, Inc. 4.375% Senior Note Due 2030

from 8-K 11 pages Nordstrom, Inc. 5.00% Senior Note Due 2044

from 8-K 11 pages Nordstrom, Inc. 4.000% Senior Note Due 2027

from S-8 14 pages Trunk Club Newco, Inc. 2010 Equity Incentive Plan

from S-4/A 85 pages Nordstrom, Inc., as Issuer to Wells Fargo Bank, National Association, as Trustee Indenture Dated as of December 3, 2007 Debt Securities Reconciliation and Tie Between Trust Indenture Act of 1939 (The “Trust Indenture Act”) and Indenture

from S-4 54 pages Nordstrom, Inc. 5.00% Senior Notes Due 2044 Registration Rights Agreement

from S-4 12 pages Regulation S Global Note

from S-4 12 pages Rule 144a Global Note