Genesco(GCO) - 2025 Q1 - Quarterly Report

FORM 10-Q Filing Information](index=1&type=section&id=FORM%2010-Q) This section details Genesco Inc.'s Form 10-Q filing information, including registrant identification and stock exchange listing Registrant Information This section provides Genesco Inc.'s identification details for the Form 10-Q, including legal name, jurisdiction, and stock exchange Registrant Details | Detail | Value | | :--- | :--- | | Exact name of registrant | Genesco Inc. | | State or other jurisdiction of incorporation | Tennessee | | I.R.S. Employer Identification No. | 62-0211340 | | Principal executive offices | 535 Marriott Drive, Nashville, Tennessee 37214 | | Registrant's telephone number | (615) 367-7000 | | Title of each class | Common Stock, $1.00 par value | | Trading Symbol(s) | GCO | | Name of each exchange on which registered | New York Stock Exchange | - Genesco Inc. is an accelerated filer and is not a large accelerated filer, non-accelerated filer, smaller reporting company, or emerging growth company[3][4] - As of May 31, 2024, there were 11,626,195 shares of the registrant's common stock outstanding[4] Cautionary Notice Regarding Forward-Looking Statements](index=3&type=section&id=CAUTIONARY%20NOTICE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This notice warns that forward-looking statements are subject to risks and uncertainties, advising reliance on the 10-K Risk Factors Forward-Looking Statements Disclaimer This section advises that forward-looking statements carry risks, directing readers to the 10-K for a full discussion of factors - Actual results could differ materially from forward-looking statements due to factors such as weakness in store traffic, operational restrictions, supply chain disruptions (e.g., Red Sea), consumer spending, promotional activity, tariffs, and unfavorable trends in costs[7] - Additional factors include the effectiveness of omnichannel initiatives, wage pressures, labor shortages, inflation, regulatory changes, intellectual property protection, competition, and risks related to IT systems and litigation[7] - Readers should not place undue reliance on forward-looking statements, which speak only as of their date, and are advised to consult Item 1A, "Risk Factors" in the Annual Report on Form 10-K for a comprehensive discussion of risks[7] Part I. Financial Information](index=5&type=section&id=Part%20I.%20Financial%20Information) This part presents Genesco Inc.'s unaudited condensed consolidated financial statements and management's discussion and analysis Item 1. Financial Statements (unaudited) This section presents Genesco Inc.'s unaudited condensed consolidated financial statements, including balance sheets and cash flows Condensed Consolidated Balance Sheets The balance sheet shows a slight decrease in total assets and equity from February 3, 2024, to May 4, 2024 Consolidated Balance Sheet Summary (In thousands) | (In thousands) | May 4, 2024 | February 3, 2024 | April 29, 2023 | | :--- | :--- | :--- | :--- | | Assets | | | | | Total current assets | $508,040 | $507,351 | $598,942 | | Property and equipment, net | $233,601 | $240,266 | $239,120 | | Operating lease right of use assets | $420,133 | $436,896 | $477,962 | | Goodwill | $9,417 | $9,565 | $37,928 | | Total Assets | $1,307,417 | $1,329,890 | $1,495,312 | | Liabilities and Equity | | | | | Total current liabilities | $308,185 | $319,537 | $351,636 | | Long-term debt | $59,444 | $34,682 | $118,151 | | Total liabilities | $758,964 | $758,688 | $912,687 | | Total equity | $548,453 | $571,202 | $582,625 | | Total Liabilities and Equity | $1,307,417 | $1,329,890 | $1,495,312 | - Cash decreased from $35.155 million at February 3, 2024, to $19.247 million at May 4, 2024. Inventories increased from $378.967 million to $392.671 million in the same period[11] - Long-term debt increased significantly from $34.682 million at February 3, 2024, to $59.444 million at May 4, 2024[11] Condensed Consolidated Statements of Operations Genesco Inc. reported a larger net loss for Q1 Fiscal 2025 due to decreased net sales and increased operating loss Consolidated Statements of Operations Summary (In thousands, except per share amounts) | (In thousands, except per share amounts) | Three Months Ended May 4, 2024 | Three Months Ended April 29, 2023 | | :--- | :--- | :--- | | Net sales | $457,597 | $483,332 | | Gross margin | $216,281 | $228,808 | | Operating loss | $(32,128) | $(22,997) | | Loss from continuing operations before income taxes | $(33,127) | $(24,740) | | Net Loss | $(24,347) | $(18,890) | | Basic loss per common share | $(2.23) | $(1.60) | | Diluted loss per common share | $(2.23) | $(1.60) | | Weighted average shares outstanding (Basic) | 10,930 | 11,818 | - Net sales decreased by 5.3% from $483.332 million in Q1 Fiscal 2024 to $457.597 million in Q1 Fiscal 2025[13] - Operating loss increased by 39.7% from $(22.997) million to $(32.128) million year-over-year[13] Condensed Consolidated Statements of Comprehensive Loss The company reported an increased comprehensive loss for Q1 Fiscal 2025, driven by higher net loss and negative currency adjustments Consolidated Statements of Comprehensive Loss Summary (In thousands) | (In thousands) | Three Months Ended May 4, 2024 | Three Months Ended April 29, 2023 | | :--- | :--- | :--- | | Net loss | $(24,347) | $(18,890) | | Postretirement liability adjustments, net of tax | $38 | $29 | | Foreign currency translation adjustments | $(973) | $445 | | Total other comprehensive income (loss) | $(935) | $474 | | Comprehensive Loss | $(25,282) | $(18,416) | - Total other comprehensive income shifted from a gain of $474 thousand in Q1 Fiscal 2024 to a loss of $(935) thousand in Q1 Fiscal 2025, mainly due to foreign currency translation adjustments[15] Condensed Consolidated Statements of Cash Flows Cash used in operating activities decreased, while cash provided by financing activities reduced, leading to a net cash decrease Consolidated Statements of Cash Flows Summary (In thousands) | (In thousands) | Three Months Ended May 4, 2024 | Three Months Ended April 29, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | $(33,744) | $(60,445) | | Net cash used in investing activities | $(6,377) | $(17,148) | | Net cash provided by financing activities | $24,242 | $61,783 | | Net decrease in cash | $(15,908) | $(16,204) | | Cash at end of period | $19,247 | $31,786 | - Net cash used in operating activities improved by $26.7 million, from $(60.445) million in Q1 Fiscal 2024 to $(33.744) million in Q1 Fiscal 2025[18][77] - Net cash provided by financing activities decreased by $37.5 million, from $61.783 million in Q1 Fiscal 2024 to $24.242 million in Q1 Fiscal 2025[18][77] Condensed Consolidated Statements of Equity Total equity decreased due to net loss and other comprehensive loss, partially offset by share-based compensation expense Consolidated Statements of Equity Summary (In thousands) | (In thousands) | February 3, 2024 | May 4, 2024 | | :--- | :--- | :--- | | Total Equity | $571,202 | $548,453 | | Net loss | $(24,347) | | Other comprehensive loss | $(935) | | Share-based compensation expense | $3,307 | | Restricted shares withheld for taxes | $(773) | - The net loss of $(24.347) million and other comprehensive loss of $(935) thousand were the primary drivers of the decrease in total equity during the quarter[21] Notes to Condensed Consolidated Financial Statements (unaudited) These notes provide additional detail to the financial statements, covering accounting policies, assets, debt, and segment performance Note 1 Summary of Significant Accounting Policies This note outlines the basis of presentation, Genesco's business segments, and accounting for expenses and vendor allowances - Genesco Inc. operates four reportable business segments: Journeys Group, Schuh Group, Johnston & Murphy Group, and Genesco Brands Group, encompassing retail stores and e-commerce in the U.S., Puerto Rico, Canada, U.K., and ROI, as well as wholesale distribution[25][26] Selected Selling and Administrative Expenses (In thousands) | Expense Type | Q1 Fiscal 2025 (in thousands) | Q1 Fiscal 2024 (in thousands) | | :--- | :--- | :--- | | Wholesale costs of distribution | $2,400 | $3,500 | | Retail occupancy costs | $75,500 | $76,400 | | Advertising costs | $23,700 | $23,600 | | Vendor reimbursements (reduction of S&A) | $1,900 | $4,700 | - No new accounting pronouncements or interpretations are expected to have a significant impact on financial reporting as of May 4, 2024[31] Note 2 Goodwill and Other Intangible Assets Goodwill for Journeys Group slightly decreased due to foreign currency, while other intangibles consist primarily of trademarks Goodwill and Other Intangible Assets (Net) (In thousands) | (In thousands) | Total Goodwill | | :--- | :--- | | Balance, February 3, 2024 | $9,565 | | Effect of foreign currency exchange rates | $(148) | | Balance, May 4, 2024 | $9,417 | Goodwill and Other Intangible Assets (Net) (In thousands) | (In thousands) | Trademarks (Net) | Customer Lists (Net) | Other (Net) | Total Net Other Intangibles | | :--- | :--- | :--- | :--- | :--- | | May 4, 2024 | $24,270 | $2,644 | $0 | $26,914 | | Feb. 3, 2024 | $24,464 | $2,786 | $0 | $27,250 | Note 3 Inventories Total inventories increased from February 3, 2024, to May 4, 2024, driven by retail merchandise, offset by wholesale finished goods Inventories Breakdown (In thousands) | (In thousands) | May 4, 2024 | February 3, 2024 | | :--- | :--- | :--- | | Wholesale finished goods | $44,268 | $57,678 | | Retail merchandise | $348,403 | $321,289 | | Total Inventories | $392,671 | $378,967 | - Retail merchandise increased by $27.114 million, while wholesale finished goods decreased by $13.410 million[35] Note 4 Fair Value The fair value of U.S. Revolver Borrowings was determined using discounted cash flow analysis, classified as Level 2 Fair Value of Long-Term Debt (In thousands) | (In thousands) | May 4, 2024 Carrying Amount | May 4, 2024 Fair Value | February 3, 2024 Carrying Amount | February 3, 2024 Fair Value | | :--- | :--- | :--- | :--- | :--- | | U.S. Revolver Borrowings | $59,444 | $59,595 | $34,682 | $34,638 | | Total Long-Term Debt | $59,444 | $59,595 | $34,682 | $34,638 | - Debt fair values are classified in Level 2 of the fair value hierarchy[39] - As of May 4, 2024, the company had $0.7 million in long-lived assets measured using Level 3 inputs and $6.5 million in investments measured using Level 1 inputs[40] Note 5 Long-Term Debt Genesco Inc. had $59.4 million in revolver borrowings outstanding, in compliance with terms, with $200.1 million excess availability - Revolver borrowings outstanding totaled $59.4 million as of May 4, 2024, comprising $56.3 million U.S. revolver borrowings and $3.1 million (C$4.3 million) related to GCO Canada ULC[41] - The company was in compliance with all Credit Facility terms and conditions[41] - Excess availability under the Credit Facility was $200.1 million at May 4, 2024[41] Note 6 Earnings Per Share Weighted-average shares for EPS remained consistent, with common stock equivalents excluded due to anti-dilutive effects Weighted-Average Shares Outstanding for EPS (Shares in thousands) | (Shares in thousands) | Three Months Ended May 4, 2024 | Three Months Ended April 29, 2023 | | :--- | :--- | :--- | | Weighted-average number of shares - basic | 10,930 | 11,818 | | Weighted-average number of shares - diluted | 10,930 | 11,818 | - Common stock equivalents of 0.2 million shares were excluded from diluted EPS calculations for both periods due to the loss from continuing operations being anti-dilutive[43] - No shares were repurchased in Q1 Fiscal 2025, but 255,000 shares were repurchased in Q1 Fiscal 2024 for $9.2 million. As of May 4, 2024, $52.1 million remains under the share repurchase authorization[44] Note 7 Legal Proceedings Genesco Inc. has legacy environmental obligations of $2.0 million, not expected to materially affect financial condition - The company has legacy environmental obligations from former sites in Garden City, New York, and Whitehall, Michigan[46] Accrued Environmental Contingencies (In thousands) | (In thousands) | May 4, 2024 | February 3, 2024 | April 29, 2023 | | :--- | :--- | :--- | :--- | | Accrued environmental contingencies | $2,000 | $2,000 | $1,700 | - Management does not believe current environmental obligations will have a material effect on consolidated financial condition or results of operations, but acknowledges inherent uncertainties in legal proceedings[46][47] Note 8 Commitments Genesco Brands Group is committed to cover inventory sales below historical cost for Samsung C&T America, Inc - Genesco is committed to pay Samsung C&T America, Inc. the difference if inventory is sold below Samsung's historical cost[48] - As of May 4, 2024, Samsung-owned inventory had a historical cost of $7.8 million[48] - The company believes it has appropriately accounted for any fair value differences related to this commitment[48] Note 9 Business Segment Information This note breaks down net sales, operating income, and assets for Genesco's four segments, with North America dominating sales Business Segment Performance (In thousands) | (In thousands) | Journeys Group | Schuh Group | Johnston & Murphy Group | Genesco Brands Group | Corporate & Other | Consolidated | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Q1 Fiscal 2025 (May 4, 2024) | | | | | | | | Net sales to external customers | $259,445 | $92,349 | $79,207 | $26,596 | $0 | $457,597 | | Segment operating income (loss) | $(18,822) | $(5,896) | $2,355 | $(986) | $(8,201) | $(31,550) | | Total assets | $653,489 | $209,372 | $153,890 | $54,716 | $235,950 | $1,307,417 | | Depreciation and amortization | $8,612 | $1,869 | $1,382 | $314 | $1,060 | $13,237 | | Capital expenditures | $3,491 | $733 | $1,715 | $231 | $207 | $6,377 | | Q1 Fiscal 2024 (April 29, 2023) | | | | | | | | Net sales to external customers | $272,190 | $93,105 | $82,627 | $35,410 | $0 | $483,332 | | Segment operating income (loss) | $(18,362) | $(1,790) | $4,806 | $(32) | $(7,311) | $(22,689) | | Total assets | $765,064 | $212,579 | $187,247 | $78,313 | $252,109 | $1,495,312 | | Depreciation and amortization | $7,347 | $1,561 | $1,120 | $203 | $1,055 | $11,286 | | Capital expenditures | $13,019 | $2,151 | $1,205 | $455 | $405 | $17,235 | - North America accounted for 80% of net sales and the U.K. (including ROI) for 20% in Q1 Fiscal 2025[51] - Journeys Group and Schuh Group reported increased operating losses, while Johnston & Murphy Group's operating income decreased significantly. Genesco Brands Group's operating loss also increased[51][52] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses Q1 Fiscal 2025 financial performance, highlighting decreased sales, increased loss, and liquidity Summary of Results of Operations Net sales decreased by 5.3% to $457.6 million, leading to an increased net loss of $24.3 million Key Financial Metrics (In millions) | Metric | Q1 Fiscal 2025 (in millions) | Q1 Fiscal 2024 (in millions) | % Change | | :--- | :--- | :--- | :--- | | Net sales | $457.6 | $483.3 | (5.3)% | | Gross margin | $216.3 | $228.8 | (5.5)% | | Gross margin as % of net sales | 47.3% | 47.3% | 0.0 ppt | | Selling and administrative expenses | $247.8 | $251.5 | (1.5)% | | Operating loss | $(32.1) | $(23.0) | (39.6)% | | Operating margin | (7.0)% | (4.8)% | (2.2) ppt | | Net Loss | $(24.3) | $(18.9) | (28.6)% | | Diluted loss per share | $(2.23) | $(1.60) | (39.4)% | - The sales decrease was primarily due to declining store sales in all retail businesses and decreased wholesale sales, partially offset by a 3% increase in comparable e-commerce sales and a $2.5 million favorable foreign exchange impact[55] - The flat gross margin as a percentage of net sales reflects lower markdowns at Journeys due to disciplined inventory management and a greater mix of direct-to-consumer sales, offset by decreased gross margin at Schuh and Genesco Brands (due to a $1.6 million inventory provision)[56] Critical Accounting Estimates This section refers to critical accounting estimates in the Annual Report on Form 10-K, with no significant changes - Critical accounting estimates and significant accounting policies are discussed in Item 7 and Note 1 of the Annual Report on Form 10-K for Fiscal 2024[61][62] - There have been no significant changes in the definition of significant accounting policies or critical accounting estimates since the end of Fiscal 2024[63] Key Performance Indicators Genesco Inc. uses comparable sales, net sales, gross margin, and operating income as key performance indicators - Key performance indicators include comparable sales, net sales, gross margin, operating income, and operating margin[64] - Comparable sales are defined as sales from stores open longer than one year ("same store sales") and sales from websites/direct mail catalogs operated longer than one year ("comparable e-commerce sales")[65] - Comparable sales are crucial for leveraging costs (occupancy, selling salaries, depreciation) and directly impact total net revenue, cash, and working capital[65] Results of Operations – First Quarter of Fiscal 2025 Compared to First Quarter of Fiscal 2024 This section details segment performance, showing declines in sales and operating income across most segments Journeys Group Journeys Group's net sales decreased by 4.7% due to lower comparable sales and store count, increasing operating loss Journeys Group Performance (In thousands) | Metric | Q1 Fiscal 2025 (in thousands) | Q1 Fiscal 2024 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Net sales | $259,445 | $272,190 | (4.7)% | | Operating loss | $(18,822) | $(18,362) | (2.5)% | | Operating margin | (7.3)% | (6.7)% | | - Total comparable sales decreased by 5%, driven by decreased store sales, partially offset by increased e-commerce sales[67] - The group closed 17 stores in Q1 Fiscal 2025 and plans to evaluate up to 50 Journeys store closures in Fiscal 2025. Journeys Group operated 1,047 stores at the end of Q1 Fiscal 2025, down from 1,115 stores in Q1 Fiscal 2024[67] Schuh Group Schuh Group's net sales decreased by 0.8% with a 7% comparable sales drop, widening the operating loss significantly Schuh Group Performance (In thousands) | Metric | Q1 Fiscal 2025 (in thousands) | Q1 Fiscal 2024 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Net sales | $92,349 | $93,105 | (0.8)% | | Operating loss | $(5,896) | $(1,790) | (229.4)% | | Operating margin | (6.4)% | (1.9)% | | - Total comparable sales decreased by 7%, driven by decreased store and e-commerce sales, partially offset by a $2.5 million favorable foreign exchange impact[69] - Schuh's e-commerce business accounted for approximately 40% of its sales in Q1 Fiscal 2025[69] Johnston & Murphy Group Johnston & Murphy Group's net sales decreased by 4.1%, with operating income falling 51.0% due to lower sales Johnston & Murphy Group Performance (In thousands) | Metric | Q1 Fiscal 2025 (in thousands) | Q1 Fiscal 2024 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Net sales | $79,207 | $82,627 | (4.1)% | | Operating income | $2,355 | $4,806 | (51.0)% | | Operating margin | 3.0% | 5.8% | | - Comparable sales decreased by 3%, reflecting lower store and e-commerce sales, and wholesale sales also declined[71] - Retail operations accounted for 74.0% of Johnston & Murphy Group's sales in Q1 Fiscal 2025, up from 72.9% in Q1 Fiscal 2024[71] Genesco Brands Group Genesco Brands Group's net sales decreased by 24.9% due to repositioning, widening the operating loss to $1.0 million Genesco Brands Group Performance (In thousands) | Metric | Q1 Fiscal 2025 (in thousands) | Q1 Fiscal 2024 (in thousands) | % Change | | :--- | :--- | :--- | :--- | | Net sales | $26,596 | $35,410 | (24.9)% | | Operating loss | $(986) | $(32) | NM | | Operating margin | (3.7)% | (0.1)% | | - The sales decrease was primarily driven by the repositioning of the business to a more refined portfolio of licenses, partially offset by increased Dockers footwear sales[73] - The increased operating loss was due to decreased net sales and a $1.6 million inventory provision for a distribution model transition, impacting gross margin as a percentage of net sales[74] Corporate, Interest Expenses and Other Charges Corporate and other expenses increased to $8.8 million, while net interest expense decreased by 46.1% due to lower borrowings Corporate and Interest Expenses (In millions) | Metric | Q1 Fiscal 2025 (in millions) | Q1 Fiscal 2024 (in millions) | % Change | | :--- | :--- | :--- | :--- | | Corporate and other expense | $8.8 | $7.6 | 15.8% | | Net interest expense | $0.9 | $1.7 | (46.1)% | - Corporate expense in Q1 Fiscal 2025 included a $0.6 million charge for severance and asset impairments, compared to $0.3 million for asset impairments in Q1 Fiscal 2024[75] - The decrease in net interest expense was primarily due to decreased average borrowings[75] Liquidity and Capital Resources Genesco's liquidity is supported by cash flow, cash on hand, and credit facilities, with sufficient funds expected for Fiscal 2025 Working Capital Genesco's business is seasonal, with working capital peaking in summer and fall, and cash flows generated in Q4 - The business is seasonal, with working capital investment peaking in summer and fall for back-to-school and holiday seasons[76] - Historically, cash flows from operations are typically generated in the fourth quarter of each fiscal year[76] Cash Flow Changes Cash used in operating activities decreased by $26.7 million, while financing cash decreased by $37.5 million Cash Flow Summary (In thousands) | (in thousands) | May 4, 2024 | April 29, 2023 | Increase (Decrease) | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(33,744) | $(60,445) | $26,701 | | Net cash used in investing activities | $(6,377) | $(17,148) | $10,771 | | Net cash provided by financing activities | $24,242 | $61,783 | $(37,541) | | Net decrease in cash | $(15,908) | $(16,204) | $296 | - The $26.7 million decrease in cash used in operating activities was driven by a $16.9 million increase from accounts receivable and a $9.9 million increase from prepaids and other assets/liabilities, partially offset by a $6.2 million decrease from accounts payable and a $5.5 million decrease in net earnings[77][78] - Cash used in investing activities was $10.8 million lower due to decreased capital expenditures, mainly in retail stores and omni-channel capabilities[78] Sources of Liquidity and Future Capital Needs Primary liquidity sources are cash flow, cash on hand, and credit facilities, deemed sufficient for future needs - Primary liquidity sources are cash flow from operations, cash on hand, and credit facilities[79] - As of May 4, 2024, $56.3 million U.S. revolver borrowings and $3.1 million (C$4.3 million) related to GCO Canada ULC were outstanding, with the company in compliance with all credit facility terms[79] - An anticipated $29 million net tax refund from CARES Act strategies is currently under IRS audit, extending its timing, and has been recorded as non-current prepaid income taxes[81] Contractual Obligations Contractual obligations increased by 1% due to higher long-term debt, partially offset by decreased lease obligations - Contractual obligations increased by 1% at May 4, 2024, compared to February 3, 2024[82] - The increase was primarily due to increased long-term debt, offset by decreased lease obligations and purchase obligations[82] Capital Expenditures Total capital expenditures for Fiscal 2025 are projected at $52-57 million, focused on stores and omni-channel capabilities - Total capital expenditures for Fiscal 2025 are expected to be approximately $52 million to $57 million[83] - Approximately 61% of capital expenditures are for new stores and remodels, and 39% for computer hardware, software, and warehouse enhancements to drive traffic and omni-channel capabilities[83] Common Stock Repurchases No shares were repurchased in Q1 Fiscal 2025, with $52.1 million remaining under the share repurchase authorization - No shares were repurchased during the first quarter of Fiscal 2025[84] - The company has $52.1 million remaining under its expanded share repurchase authorization as of May 4, 2024[84] - In Q1 Fiscal 2024, 255,000 shares were repurchased at a cost of $9.2 million, or $35.96 per share[84] Environmental and Other Contingencies This section refers to environmental proceedings and other legal matters detailed in Note 7 of the financial statements - The company is subject to loss contingencies related to environmental proceedings and other legal matters[85] - Further details are disclosed in Item 1, Note 7, "Legal Proceedings", to the Condensed Consolidated Financial Statements[85] New Accounting Pronouncements This section refers to descriptions of new accounting pronouncements in Note 1 of the financial statements - Descriptions of recently issued and adopted accounting pronouncements are included in Note 1 to the Condensed Consolidated Financial Statements[86] Item 3. Quantitative and Qualitative Disclosures about Market Risk This section incorporates market risk disclosures from the Form 10-K, noting no material changes to market risk exposure - Information regarding market risk is incorporated by reference from Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" under "Financial Market Risk" in the Annual Report on Form 10-K for Fiscal 2024[87] - There have been no material changes to the company's exposure to market risks since the Fiscal 2024 Form 10-K filing[87] Item 4. Controls and Procedures This section confirms the effectiveness of disclosure controls and procedures, with no material changes to internal control Evaluation of Disclosure Controls and Procedures Disclosure controls and procedures were effective as of May 4, 2024, ensuring timely reporting of required information - Disclosure controls and procedures are designed to ensure information required for SEC reports is made known to certifying officers and senior management[88] - As of May 4, 2024, the principal executive officer and principal financial officer concluded that disclosure controls and procedures were effective[89] Changes in Internal Control Over Financial Reporting No material changes occurred in internal control over financial reporting during Q1 Fiscal 2025 - No changes in internal control over financial reporting occurred during Q1 Fiscal 2025 that materially affected or are reasonably likely to materially affect internal control over financial reporting[89] Part II. Other Information](index=26&type=section&id=Part%20II.%20Other%20Information) This part includes legal proceedings, risk factors, equity sales, other information, and exhibits for the Form 10-Q Item 1. Legal Proceedings This section incorporates legal proceedings information from Note 7 to the Condensed Consolidated Financial Statements - Information regarding legal proceedings is incorporated by reference from Item 1, Note 7, "Legal Proceedings," in the Condensed Consolidated Financial Statements[92] Item 1A. Risk Factors This section refers to risk factors in the Annual Report on Form 10-K, noting potential adverse impacts on the business - Readers should carefully consider risk factors discussed in Part I, "Item 1A. Risk Factors" in the Annual Report on Form 10-K for Fiscal 2024[93] - The risks described are not exhaustive, and additional unknown or immaterial risks may also adversely affect the business[93] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section details equity security repurchases, including shares withheld for taxes, with $52.1 million remaining for buybacks Equity Security Repurchases (In thousands) | Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs | | :--- | :--- | :--- | :--- | :--- | | February 2024 (2-4-24 to 3-2-24) | — | $— | — | $52,109 | | March 2024 (3-3-24 to 3-30-24) | 8,357 | $27.33 | — | $52,109 | | April 2024 (3-31-24 to 5-4-24) | 20,730 | $26.27 | — | $52,109 | | Total | 29,087 | $26.57 | — | $52,109 | - Shares withheld for taxes (29,087 shares in total for March and April 2024) represent shares from vested restricted stock to satisfy minimum withholding requirements for federal and state taxes[96][97] - As of May 4, 2024, $52.1 million remains under the share repurchase program authorized by the Board of Directors[96] Item 5. Other Information No director or Section 16 officer adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements in Q1 Fiscal 2025 - No director or Section 16 officer adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the first quarter of Fiscal 2025[98] Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including executive compensation plans and SOX certifications - Exhibits include the Genesco Inc. Executive Severance Plan, Performance Share Unit Agreement, and certifications from the CEO and CFO (Sections 302 and 906 of Sarbanes-Oxley Act)[100] - The financial statements (Balance Sheets, Statements of Operations, Comprehensive Loss, Cash Flows, Equity, and Notes) are provided in Inline XBRL format as Exhibit 101[101] Signature](index=29&type=section&id=SIGNATURE) This section confirms the official signing of the Form 10-Q report by Genesco Inc.'s Chief Financial Officer Report Signature The Form 10-Q report was signed by Thomas A. George, Senior Vice President - Finance and Chief Financial Officer, on June 13, 2024 - The report was signed by Thomas A. George, Senior Vice President - Finance and Chief Financial Officer, on June 13, 2024[103]