United States securities and exchange commission logo
December 6, 2022
David Callen
Executive Vice President and Chief Financial Officer
Sleep Number Corp
1001 Third Avenue South
Minneapolis, Minnesota 55404
Re: Sleep Number Corp
Form 10-K for the
year ended January 1, 2022
Form 10-Q for the
period ended October 1, 2022
File No. 0-25121
Dear David Callen:
We have limited our review of your filing to the financial
statements and related
disclosures and have the following comments. In some of our comments, we
may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-Q for the period ended October 1, 2022
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Non-GAAP Data Reconciliations
Return on Invested Capital (ROIC), page 23
1. We note you include
adjustments in arriving at net operating profit after taxes that appear
to remove your
operating lease rent expense under GAAP and replace it with estimated
depreciation and
include lease adjustments in arriving at average invested capital. As this
appears to be an
individually tailored revenue recognition measurement method, please
remove from your filing
or advise. Refer to Question 100.04 of the Non-GAAP Financial
Measures Compliance and
Disclosure Interpretations. This issue also applies to your
earnings release
included in Form 8-K filed on October 26, 2022.
Form 10-K for the period ended January 1, 2022
David Callen
Sleep Number Corp
December 6, 2022
Page 2
Management's Discussion and Analysis of Results of Operation and Financial
Condition
Comparison of 2021 and 2020, page 37
2. We note your discussion of multiple drivers for changes in Gross
Profit including a
partial offset comprised of "price increases to offset inflation
pressures, combined with a
more favorable sales mix of higher-margin products." In future
filings, where you describe
two or more factors that contributed to a material change in a
financial statement line item
between periods including offsetting factors, please quantify each
material factor that
contributed to the overall change in that line item. In addition, to
the extent that inflation
is a material driver, please also disclose actions planned or taken to
mitigate inflationary
pressure. Refer to Item 303 of Regulation S-K and Section III.D of SEC
Release No. 33-
6835. As part of your response, provide us with examples of your
intended disclosures
based on current financial results.
Revenue Recognition, page 63
3. We note from page 4 that you offer various product categories,
including 360 Smart Beds,
FlexFit adjustable bases, and Bedding, as well as other products.
Please tell us how you
considered the guidance in ASC 606-10-50-5 and ASC 606-10-55-89
through 55-91 when
evaluating whether to disclose disaggregated revenue by product
categories in addition to
revenue by sales channel in the notes to your financial statements.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Charles Eastman at (202) 551-3794 or Claire Erlanger at
(202) 551-
3301 with any questions.
FirstName LastNameDavid Callen Sincerely,
Comapany NameSleep Number Corp
Division of
Corporation Finance
December 6, 2022 Page 2 Office of
Manufacturing
FirstName LastName