Exhibit 99.1 Rent the Runway, Inc. Announces Second Quarter 2025 Results Announced Transformative Recapitalization Plan to Strengthen the Balance Sheet and Inject Capital into the Business Continued Growth of the Business with July Ending Active Subscribers + 13.4% YoY Achieved Q2 Subscription Net Promoter Score +77% YoY NEW YORK, September 11, 2025 - Rent the Runway, Inc. ("Rent the Runway" or "RTR") (NASDAQ: RENT), the company transforming the way women get dressed, today reported financial results for th ...

[Executive Summary](index=1&type=section&id=Executive%20Summary) [Key Announcements and Strategic Highlights](index=1&type=section&id=Key%20Announcements%20and%20Strategic%20Highlights) Adobe announced record Q3 FY25 revenue and raised its FY25 Digital Media ARR growth, total revenue, and EPS targets, driven by strong AI product innovation and execution - Adobe raised its FY25 Digital Media ARR Growth, Total Revenue, and EPS Targets[1](index=1&type=chunk) - AI-influenced ARR surpassed **$5 billion**, and AI-first ARR already exceeded the **$250 million** year-end target[2](index=2&type=chunk) - The company reported record Q3 revenue and Remaining Performance Obligations (RPO) surpassed **$20 billion**, accelerating to **13%** year-over-year growth[1](index=1&type=chunk)[2](index=2&type=chunk) [Third Quarter Fiscal Year 2025 Financial Performance](index=1&type=section&id=Third%20Quarter%20Fiscal%20Year%202025%20Financial%20Performance) [Consolidated Financial Highlights (Q3 FY25)](index=1&type=section&id=Third%20Quarter%20Fiscal%20Year%202025%20Financial%20Highlights) Adobe achieved record revenue of $5.99 billion in Q3 FY25, representing 11% year-over-year growth, alongside strong GAAP and non-GAAP earnings, operating income, net income, and cash flows Q3 FY25 Consolidated Financial Highlights | Metric | Value | YoY Growth (Reported) | YoY Growth (Constant Currency) | | :--------------------------------- | :---------------- | :-------------------- | :----------------------------- | | **Revenue** | | | | | Total Revenue | $5.99 billion | 11% | 10% | | **Profitability** | | | | | GAAP Diluted EPS | $4.18 | - | - | | Non-GAAP Diluted EPS | $5.31 | - | - | | GAAP Operating Income | $2.17 billion | - | - | | Non-GAAP Operating Income | $2.77 billion | - | - | | GAAP Net Income | $1.77 billion | - | - | | Non-GAAP Net Income | $2.25 billion | - | - | | **Cash Flow & Obligations** | | | | | Cash Flows from Operations | $2.20 billion | - | - | | Remaining Performance Obligations (RPO) | $20.44 billion | 13% | - | | Current Remaining Performance Obligations (cRPO) | 67% | - | - | | **Shareholder Returns** | | | | | Shares Repurchased | ~8.0 million | - | - | [Business Segment Performance (Q3 FY25)](index=1&type=section&id=Third%20Quarter%20Fiscal%20Year%202025%20Business%20Segment%20Highlights) Both Digital Media and Digital Experience segments demonstrated solid growth in Q3 FY25, with Digital Media revenue up 12% and ARR reaching $18.59 billion, and Digital Experience revenue increasing 9% Q3 FY25 Business Segment Performance | Segment | Revenue | YoY Growth (Reported) | YoY Growth (Constant Currency) | | :-------------------------------- | :---------------- | :-------------------- | :----------------------------- | | Digital Media Segment Revenue | $4.46 billion | 12% | 11% | | Digital Media ARR (exiting quarter) | $18.59 billion | 11.7% | - | | Digital Experience Segment Revenue | $1.48 billion | 9% | 9% | | Digital Experience Subscription Revenue | $1.37 billion | 11% | 11% | [Customer Group Performance (Q3 FY25)](index=2&type=section&id=Customer%20Group%20Supplemental%20Disclosure) In Q3 FY25, both customer groups reported strong subscription revenue growth, with Business Professionals and Consumers up 15% and Creative and Marketing Professionals up 11% Q3 FY25 Customer Group Subscription Revenue | Customer Group | Subscription Revenue | YoY Growth (Reported) | YoY Growth (Constant Currency) | | :-------------------------------------- | :------------------- | :-------------------- | :----------------------------- | | Business Professionals and Consumers Group | $1.65 billion | 15% | 14% | | Creative and Marketing Professionals Group | $4.12 billion | 11% | 10% | [Financial Outlook and Targets](index=2&type=section&id=Financial%20Targets) [Fourth Quarter Fiscal Year 2025 Targets](index=2&type=section&id=Fourth%20Quarter%20Fiscal%20Year%202025%20Targets) Adobe provided its financial targets for Q4 FY25, projecting total revenue between $6.075 billion and $6.125 billion, with GAAP EPS from $4.27 to $4.32 and non-GAAP EPS from $5.35 to $5.40 Q4 FY25 Financial Targets | Metric | Target Range | | :-------------------------------- | :----------------------------- | | Total Revenue | $6.075 billion to $6.125 billion | | Digital Media Segment Revenue | $4.53 billion to $4.56 billion | | Digital Experience Segment Revenue | $1.495 billion to $1.515 billion | | Digital Experience Subscription Revenue | $1.395 billion to $1.410 billion | | GAAP Earnings Per Share | $4.27 to $4.32 | | Non-GAAP Earnings Per Share | $5.35 to $5.40 | | Non-GAAP Operating Margin | ~45.5% | | Non-GAAP Tax Rate | ~18.5% | | Diluted Share Count | ~418 million | [Full Fiscal Year 2025 Targets](index=2&type=section&id=Full%20Fiscal%20Year%202025%20Targets) The company updated its full FY25 targets, forecasting total revenue between $23.65 billion and $23.70 billion, with Digital Media ending ARR growth at 11.3% and non-GAAP EPS between $20.80 and $20.85 Full FY25 Financial Targets | Metric | Target Range | | :-------------------------------- | :----------------------------- | | Total Revenue | $23.65 billion to $23.70 billion | | Digital Media Segment Revenue | $17.56 billion to $17.59 billion | | Digital Media Ending ARR Growth | 11.3% year over year | | Digital Experience Segment Revenue | $5.84 billion to $5.86 billion | | Digital Experience Subscription Revenue | $5.39 billion to $5.41 billion | | GAAP Earnings Per Share | $16.53 to $16.58 | | Non-GAAP Earnings Per Share | $20.80 to $20.85 | | Non-GAAP Operating Margin | ~46% | | Non-GAAP Tax Rate | ~18.5% | | Diluted Share Count | ~427 million | [GAAP Financial Statements](index=5&type=section&id=GAAP%20Financial%20Statements) [Condensed Consolidated Statements of Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) This section presents Adobe's unaudited condensed consolidated statements of income for the three and nine months ended August 29, 2025, compared to the same periods in the prior fiscal year Condensed Consolidated Statements of Income (GAAP) | (In millions, except per share data; unaudited) | Three Months Ended Aug 29, 2025 | Three Months Ended Aug 30, 2024 | Nine Months Ended Aug 29, 2025 | Nine Months Ended Aug 30, 2024 | | :-------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | **Revenue:** | | | | | | Subscription | $5,791 | $5,180 | $16,915 | $15,156 | | Product | 68 | 82 | 251 | 305 | | Services and other | 129 | 146 | 409 | 438 | | **Total revenue** | **5,988** | **5,408** | **17,575** | **15,899** | | **Cost of revenue:** | | | | | | Subscription | 510 | 413 | 1,505 | 1,324 | | Product | 5 | 6 | 17 | 19 | | Services and other | 127 | 135 | 380 | 399 | | **Total cost of revenue** | **642** | **554** | **1,902** | **1,742** | | **Gross profit** | **5,346** | **4,854** | **15,673** | **14,157** | | **Operating expenses:** | | | | | | Research and development | 1,088 | 1,022 | 3,196 | 2,945 | | Sales and marketing | 1,639 | 1,431 | 4,760 | 4,228 | | General and administrative | 408 | 366 | 1,152 | 1,073 | | Acquisition termination fee | — | — | — | 1,000 | | Amortization of intangibles | 38 | 43 | 120 | 127 | | **Total operating expenses** | **3,173** | **2,862** | **9,228** | **9,373** | | **Operating income** | **2,173** | **1,992** | **6,445** | **4,784** | | **Non-operating income (expense), net** | **14** | **50** | **25** | **156** | | **Income before income taxes** | **2,187** | **2,042** | **6,470** | **4,940** | | **Provision for income taxes** | **415** | **358** | **1,196** | **1,063** | | **Net income** | **$1,772** | **$1,684** | **$5,274** | **$3,877** | | Basic net income per share | $4.18 | $3.78 | $12.28 | $8.63 | | Diluted net income per share | $4.18 | $3.76 | $12.26 | $8.58 | [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section provides Adobe's unaudited condensed consolidated balance sheets as of August 29, 2025, compared to November 29, 2024, detailing assets, liabilities, and stockholders' equity Condensed Consolidated Balance Sheets (GAAP) | (In millions; unaudited) | August 29, 2025 | November 29, 2024 | | :-------------------------------------- | :---------------- | :---------------- | | **ASSETS** | | | | Current assets: | | | | Cash and cash equivalents | $4,982 | $7,613 | | Short-term investments | 958 | 273 | | Trade receivables, net | 2,093 | 2,072 | | Prepaid expenses and other current assets | 1,379 | 1,274 | | **Total current assets** | **9,412** | **11,232** | | Property and equipment, net | 1,908 | 1,936 | | Operating lease right-of-use assets, net | 307 | 281 | | Goodwill | 12,862 | 12,788 | | Other intangibles, net | 555 | 782 | | Deferred income taxes | 2,092 | 1,657 | | Other assets | 1,618 | 1,554 | | **Total assets** | **$28,754** | **$30,230** | | **LIABILITIES AND STOCKHOLDERS' EQUITY** | | | | Current liabilities: | | | | Trade payables | $337 | $361 | | Accrued expenses and other current liabilities | 2,289 | 2,336 | | Debt | — | 1,499 | | Deferred revenue | 6,385 | 6,131 | | Income taxes payable | 154 | 119 | | Operating lease liabilities | 74 | 75 | | **Total current liabilities** | **9,239** | **10,521** | | Long-term liabilities: | | | | Debt | 6,200 | 4,129 | | Deferred revenue | 149 | 128 | | Income taxes payable | 502 | 548 | | Operating lease liabilities | 362 | 353 | | Other liabilities | 532 | 446 | | **Total liabilities** | **16,984** | **16,125** | | **Stockholders' equity:** | | | | Additional paid-in capital | 14,968 | 13,419 | | Retained earnings | 43,516 | 38,470 | | Accumulated other comprehensive income (loss) | (341) | (201) | | Treasury stock, at cost | (46,373) | (37,583) | | **Total stockholders' equity** | **11,770** | **14,105** | | **Total liabilities and stockholders' equity** | **$28,754** | **$30,230** | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section presents Adobe's unaudited condensed consolidated statements of cash flows for the three months ended August 29, 2025, compared to August 30, 2024, detailing cash flows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (GAAP) | (In millions; unaudited) | Three Months Ended Aug 29, 2025 | Three Months Ended Aug 30, 2024 | | :-------------------------------------------------------------------------------- | :------------------------------ | :------------------------------ | | **Cash flows from operating activities:** | | | | Net income | $1,772 | $1,684 | | Adjustments to reconcile net income to net cash provided by operating activities | | | | Depreciation, amortization and accretion | 208 | 213 | | Stock-based compensation | 497 | 474 | | Other non-cash adjustments | (101) | (91) | | Changes in deferred revenue | 200 | 220 | | Changes in other operating assets and liabilities | (378) | (479) | | **Net cash provided by operating activities** | **2,198** | **2,021** | | **Cash flows from investing activities:** | | | | Purchases, sales and maturities of short-term investments, net | (169) | 86 | | Purchases of property and equipment | (72) | (57) | | Purchases and sales of long-term investments, intangibles and other assets, net | (21) | (76) | | Acquisitions, net of cash acquired | (17) | — | | **Net cash used for investing activities** | **(279)** | **(47)** | | **Cash flows from financing activities:** | | | | Repurchases of common stock | (2,057) | (2,500) | | Proceeds from treasury stock re-issuances, net of taxes paid related to net share settlement of equity awards | 142 | 96 | | Other financing activities, net | 39 | (49) | | **Net cash used for financing activities** | **(1,876)** | **(2,453)** | | Effect of exchange rate changes on cash and cash equivalents | 8 | 12 | | **Net change in cash and cash equivalents** | **51** | **(467)** | | Cash and cash equivalents at beginning of period | 4,931 | 7,660 | | **Cash and cash equivalents at end of period** | **$4,982** | **$7,193** | [Non-GAAP Financial Information and Reconciliation](index=8&type=section&id=Non-GAAP%20Financial%20Information%20and%20Reconciliation) [Third Quarter Fiscal Year 2025 Non-GAAP Results](index=8&type=section&id=Non-GAAP%20Results) This section provides a reconciliation of Adobe's GAAP results to non-GAAP results for Q3 FY25, covering operating income, net income, diluted EPS, and effective income tax rate Q3 FY25 GAAP to Non-GAAP Reconciliation | (In millions, except per share data) | Aug 29, 2025 | Aug 30, 2024 | May 30, 2025 | | :---------------------------------- | :----------- | :----------- | :----------- | | **Operating income:** | | | | | GAAP operating income | $2,173 | $1,992 | $2,109 | | Stock-based and deferred compensation expense | 521 | 485 | 482 | | Amortization of intangibles | 79 | 83 | 83 | | Loss contingency (reversal) | — | (45) | — | | **Non-GAAP operating income** | **$2,773** | **$2,515** | **$2,674** | | **Net income:** | | | | | GAAP net income | $1,772 | $1,684 | $1,691 | | Stock-based and deferred compensation expense | 521 | 485 | 482 | | Amortization of intangibles | 79 | 83 | 83 | | Loss contingency (reversal) | — | (45) | — | | Investment (gains) losses, net | (23) | (12) | (2) | | Income tax adjustments | (97) | (115) | (83) | | **Non-GAAP net income** | **$2,252** | **$2,080** | **$2,171** | | **Diluted net income per share:** | | | | | GAAP diluted net income per share | $4.18 | $3.76 | $3.94 | | Stock-based and deferred compensation expense | 1.23 | 1.08 | 1.12 | | Amortization of intangibles | 0.19 | 0.19 | 0.19 | | Loss contingency (reversal) | — | (0.10) | — | | Investment (gains) losses, net | (0.05) | (0.03) | — | | Income tax adjustments | (0.24) | (0.25) | (0.19) | | **Non-GAAP diluted net income per share** | **$5.31** | **$4.65** | **$5.06** | | Shares used to compute diluted net income per share | 424 | 448 | 429 | Q3 FY25 GAAP to Non-GAAP Effective Income Tax Rate | Metric | Third Quarter Fiscal 2025 | | :-------------------------------------- | :------------------------ | | GAAP effective income tax rate | 19.0 % | | Income tax adjustments | 1.5 | | Stock-based and deferred compensation expense | (1.8) | | Amortization of intangibles | (0.3) | | Investment gains (losses), net | 0.1 | | **Non-GAAP effective income tax rate** | **18.5 %** | [Reconciliation of Fourth Quarter Fiscal Year 2025 Financial Targets](index=9&type=section&id=Reconciliation%20of%20GAAP%20to%20Non-GAAP%20Financial%20Targets%20and%20Assumptions%20(Q4%20FY25)) This section reconciles Adobe's GAAP financial targets to non-GAAP financial targets for Q4 FY25, including diluted net income per share, operating margin, and effective income tax rate Q4 FY25 GAAP to Non-GAAP Financial Targets Reconciliation | (Shares in millions) | Low (GAAP) | High (GAAP) | Non-GAAP (Low) | Non-GAAP (High) | | :---------------------------------- | :--------- | :---------- | :------------- | :-------------- | | **Diluted net income per share:** | | | | | | GAAP diluted net income per share | $4.27 | $4.32 | - | - | | Stock-based and deferred compensation expense | 1.22 | 1.22 | - | - | | Amortization of intangibles | 0.14 | 0.14 | - | - | | Income tax adjustments | (0.28) | (0.28) | - | - | | **Non-GAAP diluted net income per share** | - | - | **$5.35** | **$5.40** | | Shares used to compute diluted net income per share | 418 | 418 | 418 | 418 | | Metric | GAAP Operating Margin | Non-GAAP Operating Margin | | :---------------------------------- | :-------------------- | :------------------------ | | Operating margin: | 36.0 % | - | | Stock-based and deferred compensation expense | 8.5 | - | | Amortization of intangibles | 1.0 | - | | **Non-GAAP operating margin** | - | **45.5 %** | | Metric | GAAP Effective Income Tax Rate | Non-GAAP Effective Income Tax Rate | | :---------------------------------- | :----------------------------- | :--------------------------------- | | Effective income tax rate: | 18.0 % | - | | Stock-based and deferred compensation expense | (2.2) | - | | Amortization of intangibles | (0.3) | - | | Income tax adjustments | 3.0 | - | | **Non-GAAP effective income tax rate** | - | **18.5 %** | [Reconciliation of Full Fiscal Year 2025 Financial Targets](index=10&type=section&id=Reconciliation%20of%20GAAP%20to%20Non-GAAP%20Financial%20Targets%20and%20Assumptions%20(FY25)) This section provides the reconciliation of Adobe's updated annual GAAP financial targets to non-GAAP financial targets for FY25, including diluted net income per share, operating margin, and effective income tax rate Full FY25 GAAP to Non-GAAP Financial Targets Reconciliation | (Shares in millions) | Low (GAAP) | High (GAAP) | Non-GAAP (Low) | Non-GAAP (High) | | :---------------------------------- | :--------- | :---------- | :------------- | :-------------- | | **Diluted net income per share:** | | | | | | GAAP diluted net income per share | $16.53 | $16.58 | - | - | | Stock-based and deferred compensation expense | 4.55 | 4.55 | - | - | | Amortization of intangibles | 0.72 | 0.72 | - | - | | Income tax adjustments | (1.00) | (1.00) | - | - | | **Non-GAAP diluted net income per share** | - | - | **$20.80** | **$20.85** | | Shares used to compute diluted net income per share | 427 | 427 | 427 | 427 | | Metric | GAAP Operating Margin | Non-GAAP Operating Margin | | :---------------------------------- | :-------------------- | :------------------------ | | Operating margin: | 36.0 % | - | | Stock-based and deferred compensation expense | 8.7 | - | | Amortization of intangibles | 1.3 | - | | **Non-GAAP operating margin** | - | **46.0 %** | | Metric | GAAP Effective Income Tax Rate | Non-GAAP Effective Income Tax Rate | | :---------------------------------- | :----------------------------- | :--------------------------------- | | Effective income tax rate: | 18.4 % | - | | Stock-based and deferred compensation expense | (2.1) | - | | Amortization of intangibles | (0.3) | - | | Income tax adjustments | 2.5 | - | | **Non-GAAP effective income tax rate** | - | **18.5 %** | [Use of Non-GAAP Financial Information](index=10&type=section&id=Use%20of%20Non-GAAP%20Financial%20Information) Adobe provides non-GAAP financial measures to offer greater transparency into its ongoing operations and for internal planning, believing these metrics are useful for investors to evaluate performance - Adobe uses non-GAAP financial information to evaluate ongoing operations and for internal planning and forecasting, believing it provides greater transparency for investors[29](index=29&type=chunk) - Non-GAAP measures exclude items such as stock-based and deferred compensation expenses, amortization of intangibles, investment gains and losses, and income tax adjustments, which are not considered part of Adobe's ongoing operations[30](index=30&type=chunk) [Additional Information](index=2&type=section&id=Additional%20Information) [Conference Call Details](index=2&type=section&id=Adobe%20to%20Host%20Conference%20Call) Adobe will host a webcast of its Q3 FY25 earnings conference call on September 11, 2025, at 2:00 p.m. Pacific Time, accessible via its investor relations website - Adobe will webcast its Q3 FY25 earnings conference call on Sept. 11, 2025, at **2:00 p.m. Pacific Time** from its investor relations website[7](index=7&type=chunk) - Earnings documents, including prepared remarks and an investor datasheet, are posted to Adobe's Investor Relations Website in advance of the call[7](index=7&type=chunk) [Forward-Looking Statements and Risk Factors](index=2&type=section&id=Forward-Looking%20Statements,%20Non-GAAP%20and%20Other%20Disclosures) This section contains standard disclosures regarding forward-looking statements, emphasizing that actual results may differ materially due to various risks and uncertainties, including those related to innovation, AI, competition, and macroeconomic conditions - This press release contains forward-looking statements subject to risks, uncertainties, and assumptions that could cause actual results to differ materially[8](index=8&type=chunk) - Factors that might cause differences include failure to innovate effectively, issues relating to AI development and use, competition, damage to reputation, service interruptions, security incidents, and adverse macroeconomic conditions[8](index=8&type=chunk) - Undue reliance should not be placed on forward-looking financial information, which reflects estimates and may differ from actual reported amounts in Adobe's upcoming Quarterly Report on Form 10-Q[11](index=11&type=chunk) [About Adobe](index=4&type=section&id=About%20Adobe) Adobe is a company dedicated to transforming the world through personalized digital experiences - Adobe is changing the world through personalized digital experiences[13](index=13&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-41422 HEARTSCIENCES INC. (Exact Name of Registrant as Specified in its Charter) | TEXAS | 26-1344466 | | --- | --- | | ( State or other jurisdiction of | (I.R.S. Em ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41655 NioCorp Developments Ltd. (Exact name of registrant as specified in its charter) British Columbia, Canada 98-1262185 (State or ot ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________________________________ FORM 10-K _____________________________________ (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _ to _ Commission File Number: 001-38413 ZSCALER, INC. (Exact Name of Registrant as Specifi ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-23406 SOUTHERN MISSOURI BANCORP, INC. (Exact name of registrant as specified in its charter) | Missouri | 43-1665523 | | --- | --- | | (State or other jurisdiction o ...

Part I. Financial Information (unaudited) This section presents the unaudited condensed consolidated financial statements and management's analysis of financial condition and results [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements and notes, highlighting growth in key financial metrics [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Condensed Consolidated Balance Sheet Highlights (Amounts in Thousands) | Metric | August 2, 2025 | February 1, 2025 | | :-------------------------------- | :------------- | :--------------- | | **ASSETS** | | | | Cash and cash equivalents | $297,811 | $266,929 | | Inventory | $142,486 | $120,789 | | Total current assets | $493,302 | $439,209 | | Total assets | $1,028,632 | $913,173 | | **LIABILITIES AND STOCKHOLDERS' EQUITY** | | | | Accounts payable | $72,630 | $45,982 | | Total current liabilities | $229,554 | $213,932 | | Total liabilities | $552,477 | $489,369 | | Total stockholders' equity | $476,155 | $423,804 | [Condensed Consolidated Statements of Income](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income) Condensed Consolidated Statements of Income Highlights (Amounts in Thousands, Except Per Share) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | SALES, Net | $305,737 | $282,392 | $577,858 | $544,872 | | Gross profit | $145,009 | $132,534 | $271,985 | $253,231 | | INCOME FROM OPERATIONS | $56,341 | $48,260 | $99,887 | $90,656 | | NET INCOME | $45,006 | $39,255 | $80,199 | $74,098 | | EARNINGS PER SHARE: Basic | $0.90 | $0.79 | $1.60 | $1.49 | | EARNINGS PER SHARE: Diluted | $0.89 | $0.78 | $1.59 | $1.48 | [Condensed Consolidated Statements of Stockholders' Equity](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity) Stockholders' Equity Changes (Amounts in Thousands) | Metric | Fiscal 2025 (26 Weeks Ended Aug 2, 2025) | Fiscal 2024 (26 Weeks Ended Aug 3, 2024) | | :--------------------------------------- | :--------------------------------------- | :--------------------------------------- | | Balance, Beginning of Period | $423,804 | $413,220 | | Net income | $80,199 | $74,098 | | Dividends paid on common stock | ($35,810) | ($35,543) | | Amortization of non-vested stock grants | $7,962 | $6,869 | | Balance, End of Period | $476,155 | $458,644 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Condensed Consolidated Statements of Cash Flows Highlights (Amounts in Thousands) | Metric | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | | Net cash flows from operating activities | $89,412 | $77,488 | | Net cash flows from investing activities | ($22,720) | ($22,892) | | Net cash flows from financing activities | ($35,810) | ($35,543) | | NET INCREASE IN CASH AND CASH EQUIVALENTS | $30,882 | $19,053 | | CASH AND CASH EQUIVALENTS, End of period | $297,811 | $287,266 | [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [1. Basis of Presentation](index=7&type=section&id=1.%20Basis%20of%20Presentation) - The unaudited condensed consolidated financial statements are prepared in accordance with GAAP for interim financial information and do not include all footnotes required for complete financial statements. Due to the seasonal nature of the business, interim results are not necessarily indicative of a full year's operations[13](index=13&type=chunk) [2. Revenues](index=7&type=section&id=2.%20Revenues) - The Company operates as a single reportable segment, retailing casual apparel, footwear, and accessories through 440 stores in 42 states and an e-Commerce platform[15](index=15&type=chunk) Online Revenues as Percentage of Net Sales | Period | August 2, 2025 | August 3, 2024 | | :----------------------- | :------------- | :------------- | | Thirteen Weeks Ended | 14.3% | 13.1% | | Twenty-Six Weeks Ended | 15.6% | 14.9% | Major Product Lines as Percentage of Net Sales | Merchandise Group | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :------------------ | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | Denims | 36.1% | 35.3% | 39.7% | 39.1% | | Tops (including sweaters) | 29.5% | 29.9% | 28.4% | 28.6% | | Accessories | 11.8% | 11.7% | 11.3% | 11.3% | | Sportswear/Fashions | 11.0% | 12.2% | 9.6% | 10.2% | | Footwear | 5.0% | 5.5% | 5.1% | 5.7% | | Casual bottoms | 1.7% | 1.1% | 1.6% | 1.3% | | Outerwear | 0.4% | 0.3% | 0.6% | 0.5% | | Kids | 4.5% | 4.0% | 3.7% | 3.3% | | Total | 100.0% | 100.0% | 100.0% | 100.0% | [3. Earnings Per Share](index=8&type=section&id=3.%20Earnings%20Per%20Share) Earnings Per Share (EPS) (Amounts in Thousands, Except Per Share) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :---------------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | Basic EPS | $0.90 | $0.79 | $1.60 | $1.49 | | Diluted EPS | $0.89 | $0.78 | $1.59 | $1.48 | [4. Investments](index=9&type=section&id=4.%20Investments) Summary of Investments as of August 2, 2025 (Amounts in Thousands) | Investment Type | Amortized Cost or Par Value | Estimated Fair Value | | :------------------------ | :-------------------------- | :------------------- | | Held-to-Maturity Securities (State and municipal bonds) | $22,118 | $22,151 | | Trading Securities (Mutual funds) | $26,480 | $29,630 | - All held-to-maturity securities are classified as short-term investments, while trading securities, held in a Rabbi Trust for the deferred compensation plan, are classified as long-term investments[21](index=21&type=chunk) [5. Fair Value Measurements](index=10&type=section&id=5.%20Fair%20Value%20Measurements) - The Company's trading securities (mutual funds) are measured at fair value on a recurring basis and are classified as **Level 1**, indicating publicly traded quoted prices in active markets[23](index=23&type=chunk)[25](index=25&type=chunk) - Held-to-maturity securities, primarily state and municipal bonds, are not carried at fair value on the balance sheet but have fair values based on **Level 2** inputs (quoted market prices and yields for similar securities)[24](index=24&type=chunk)[25](index=25&type=chunk) [6. Leases](index=11&type=section&id=6.%20Leases) - The Company's lease portfolio primarily consists of retail store locations, with new store leases typically having a 10-year initial term and renewal options[27](index=27&type=chunk) Total Lease Cost (Amounts in Thousands) | Period | August 2, 2025 | August 3, 2024 | | :----------------------- | :------------- | :------------- | | Thirteen Weeks Ended | $30,702 | $29,721 | | Twenty-Six Weeks Ended | $62,561 | $60,944 | - As of August 2, 2025, the weighted-average remaining lease term was **6.2 years**, and the weighted-average discount rate was **6.4%**. The total operating lease liability was **$375.8 million**[31](index=31&type=chunk)[32](index=32&type=chunk) [7. Supplemental Cash Flow Information](index=12&type=section&id=7.%20Supplemental%20Cash%20Flow%20Information) - Cash paid for income taxes during the twenty-six week period ended August 2, 2025, was **$31.1 million**, compared to **$30.5 million** in the prior year[34](index=34&type=chunk) [8. Stock-Based Compensation](index=13&type=section&id=8.%20Stock-Based%20Compensation) - The Company has restricted stock plans for employees, executives, and non-employee directors, with **2,574,780 shares** available for grant as of August 2, 2025[35](index=35&type=chunk) Stock-Based Compensation Expense (Amounts in Thousands) | Period | August 2, 2025 | August 3, 2024 | | :------------------------------------ | :------------- | :------------- | | Stock-based compensation expense, before tax (13 weeks) | $3,780 | $3,343 | | Stock-based compensation expense, before tax (26 weeks) | $7,962 | $6,869 | - As of August 2, 2025, there was **$20.3 million** of unrecognized compensation expense related to non-vested shares, expected to be recognized over approximately **2.0 years**[41](index=41&type=chunk) [9. Recently Issued Accounting Pronouncements](index=14&type=section&id=9.%20Recently%20Issued%20Accounting%20Pronouncements) - The Company plans to adopt ASU 2023-09 (Income Taxes) effective for fiscal 2025, with no material impact anticipated on its consolidated financial statements[42](index=42&type=chunk) - The Company is evaluating ASU 2024-03/2025-01 (Expense Disaggregation Disclosures), effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027[43](index=43&type=chunk) [10. Segment Reporting](index=14&type=section&id=10.%20Segment%20Reporting) - The Company operates as a single operating and reporting segment, with its President and CEO serving as the Chief Operating Decision Maker (CODM)[44](index=44&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=15&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the Company's financial condition, operational results, liquidity, and critical accounting policies [Executive Overview](index=15&type=section&id=EXECUTIVE%20OVERVIEW) - Management considers comparable store sales, merchandise margin, operating margin, and cash flow and liquidity as key performance indicators[48](index=48&type=chunk) - The Company believes existing cash, short-term investments, and cash flow from operations will be sufficient to fund current and long-term anticipated capital expenditures and working capital requirements for the next several years[52](index=52&type=chunk) [Results of Operations](index=16&type=section&id=RESULTS%20OF%20OPERATIONS) Key Financial Performance Metrics (Percentage of Net Sales and YoY Change) | Metric | 13 Weeks Ended Aug 2, 2025 (% of Net Sales) | 13 Weeks Ended Aug 3, 2024 (% of Net Sales) | 13 Weeks YoY Change | 26 Weeks Ended Aug 2, 2025 (% of Net Sales) | 26 Weeks Ended Aug 3, 2024 (% of Net Sales) | 26 Weeks YoY Change | | :-------------------------------------------------- | :----------------------------------------- | :----------------------------------------- | :------------------ | :----------------------------------------- | :----------------------------------------- | :------------------ | | Net sales | 100.0% | 100.0% | 8.3% | 100.0% | 100.0% | 6.1% | | Cost of sales | 52.6% | 53.1% | 7.3% | 52.9% | 53.5% | 4.9% | | Gross profit | 47.4% | 46.9% | 9.4% | 47.1% | 46.5% | 7.4% | | Selling expenses | 24.2% | 25.0% | 4.5% | 24.4% | 24.7% | 4.9% | | General and administrative expenses | 4.8% | 4.8% | 9.1% | 5.4% | 5.2% | 10.3% | | Income from operations | 18.4% | 17.1% | 16.7% | 17.3% | 16.6% | 10.2% | | Net income | 14.7% | 13.9% | 14.6% | 13.9% | 13.6% | 8.2% | - Net sales for the second quarter of fiscal 2025 increased by **8.3%** to **$305.7 million**, with comparable store net sales up **7.3%** and online sales up **17.7%**[53](index=53&type=chunk) - Year-to-date net sales increased by **6.1%** to **$577.9 million**, with comparable store net sales up **5.2%** and online sales up **10.5%**[54](index=54&type=chunk) - Gross profit as a percentage of net sales increased to **47.4%** for the second quarter and **47.1%** year-to-date, driven by higher merchandise margins and leveraged buying, distribution, and occupancy expenses[58](index=58&type=chunk)[59](index=59&type=chunk) - Selling, general, and administrative expenses decreased as a percentage of net sales due to reductions in non-recurring digital commerce investments and store labor expenses, partially offset by increased incentive compensation accruals[60](index=60&type=chunk)[61](index=61&type=chunk) [Liquidity and Capital Resources](index=18&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) - As of August 2, 2025, the Company had working capital of **$263.7 million**, including **$297.8 million** in cash and cash equivalents and **$22.1 million** in short-term investments[64](index=64&type=chunk) - Cash flow from operations for the first two quarters of fiscal 2025 was **$89.4 million**, an increase from **$77.5 million** in the prior year[64](index=64&type=chunk) - Total capital expenditures for fiscal 2025 are estimated to be **$50.0 million to $55.0 million**, primarily for planned store projects and technology investments[67](index=67&type=chunk) - The Company has an available unsecured line of credit of **$25.0 million** with Wells Fargo Bank, N.A., which was not utilized during the first two quarters of fiscal 2025 or 2024[69](index=69&type=chunk) [Critical Accounting Policies and Estimates](index=19&type=section&id=CRITICAL%20ACCOUNTING%20POLICIES%20AND%20ESTIMATES) - Key accounting policies and estimates include revenue recognition (net of returns, gift cards, and rewards), inventory valuation (lower of cost or net realizable value), income taxes (deferred tax assets/liabilities), leases (right-of-use assets and liabilities), and investments (held-to-maturity and trading securities)[70](index=70&type=chunk)[74](index=74&type=chunk)[75](index=75&type=chunk) - The adjustment to inventory for markdowns and/or obsolescence was **$9.4 million** as of August 2, 2025[74](index=74&type=chunk) - The Company is currently evaluating the impact of the One Big Beautiful Bill Act (OBBBA) on its consolidated financial statements[73](index=73&type=chunk) [Off-Balance Sheet Arrangements, Contractual Obligations, and Commercial Commitments](index=21&type=section&id=OFF-BALANCE%20SHEET%20ARRANGEMENTS,%20CONTRACTUAL%20OBLIGATIONS,%20AND%20COMMERCIAL%20COMMITMENTS) Material Contractual Obligations as of August 2, 2025 (Amounts in Thousands) | Contractual Obligations | Total | 2025 (remaining) | 2026-2027 | 2028-2029 | Thereafter | | :------------------------ | :---- | :--------------- | :-------- | :-------- | :--------- | | Purchase obligations | $20,588 | $9,615 | $9,652 | $1,321 | $— | | Deferred compensation | $29,630 | $— | $— | $— | $29,630 | | Operating lease payments | $461,146 | $54,920 | $168,308 | $97,831 | $140,087 | | Total contractual obligations | $511,364 | $64,535 | $177,960 | $99,152 | $169,717 | - The Company had outstanding letters of credit totaling **$3.8 million** as of August 2, 2025, and has no other off-balance sheet arrangements[77](index=77&type=chunk) [Seasonality](index=21&type=section&id=SEASONALITY) - The Company's business is seasonal, with the holiday season (November 15 to December 30) and back-to-school season (July 15 to September 1) historically contributing approximately **35%** of the Company's fiscal year net sales[78](index=78&type=chunk) [Forward Looking Statements](index=22&type=section&id=FORWARD%20LOOKING%20STATEMENTS) - This section contains forward-looking statements subject to various risks and uncertainties, including changes in product mix, fashion trends, competitive factors, and general economic conditions. The Company does not undertake to update these statements[79](index=79&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Market risk primarily relates to interest rate fluctuations on cash and investments, with declines negatively impacting income - For each **one-quarter percent decline** in the interest/dividend rate earned on cash and investments, the Company's net income would decrease approximately **$0.5 million**, or less than **$0.01 per share**[80](index=80&type=chunk) [Item 4. Controls and Procedures](index=22&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls were effective as of August 2, 2025, with no material changes to internal control over financial reporting - The Company's disclosure controls and procedures were effective as of August 2, 2025, providing reasonable assurance that material information is accumulated and communicated to management in a timely manner[81](index=81&type=chunk)[82](index=82&type=chunk) - There were no changes in the Company's internal control over financial reporting that materially affected, or are reasonably likely to materially affect, internal control over financial reporting during the last fiscal quarter[83](index=83&type=chunk) Part II. Other Information This section covers legal proceedings, risk factors, equity security sales, defaults, mine safety, and other disclosures [Item 1. Legal Proceedings](index=23&type=section&id=Item%201.%20Legal%20Proceedings) The Company reported no legal proceedings - No legal proceedings were reported[85](index=85&type=chunk) [Item 1A. Risk Factors](index=23&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors previously disclosed in the Company's Annual Report on Form 10-K were reported - No material changes from the risk factors disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended February 1, 2025[85](index=85&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=23&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No common stock repurchases occurred, 410,655 shares remain under the plan, and no Rule 10b5-1 arrangements were modified - The Company did not purchase any shares of its common stock during the fiscal quarter ended August 2, 2025[86](index=86&type=chunk) - There are **410,655 shares** remaining to complete the **1,000,000 share** repurchase plan authorized on November 20, 2008[86](index=86&type=chunk) - No Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements were adopted, modified, or terminated by directors or officers during the quarter[87](index=87&type=chunk) [Item 3. Defaults Upon Senior Securities](index=23&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The Company reported no defaults upon senior securities - No defaults upon senior securities were reported[88](index=88&type=chunk) [Item 4. Mine Safety Disclosures](index=23&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The Company reported no mine safety disclosures - No mine safety disclosures were reported[88](index=88&type=chunk) [Item 5. Other Information](index=23&type=section&id=Item%205.%20Other%20Information) No other information was reported under this item - No other information was reported under this item[88](index=88&type=chunk) [Item 6. Exhibits](index=24&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including the Revolving Line of Credit Note, CEO/CFO certifications, and XBRL financials - Key exhibits include the Amended and Restated Revolving Line of Credit Note (Exhibit 10.1), CEO and CFO certifications (Exhibits 31.1, 31.2, 32.1, 32.2), and XBRL formatted financial statements (Exhibit 101)[89](index=89&type=chunk)[95](index=95&type=chunk) [Signatures](index=25&type=section&id=SIGNATURES) This section provides the official signatures for the report, confirming its submission - The report was signed on September 11, 2025, by Dennis H. Nelson, President and CEO, and Thomas B. Heacock, Senior Vice President of Finance, Treasurer, and CFO[93](index=93&type=chunk)

[Forward-Looking Statements](index=4&type=section&id=FORWARD-LOOKING%20STATEMENTS) This section outlines forward-looking statements concerning the Company's financial condition and future performance, subject to various risks - This report contains forward-looking statements regarding the Company's financial condition, results of operations, plans, objectives, strategies, future performance, and business, which are subject to risks and uncertainties that may cause actual results to differ materially from expectations[10](index=10&type=chunk)[11](index=11&type=chunk)[13](index=13&type=chunk) - Key risks include the inability to successfully implement strategic plans, declines in comparable sales, inability to maintain brands, failure of the multi-channel distribution model, adverse economic conditions, and supply chain disruptions[14](index=14&type=chunk) Part I. Financial Information This part presents the Company's unaudited condensed consolidated financial statements and management's analysis of operations [Item 1. Financial Statements (Unaudited)](index=5&type=section&id=Item%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited condensed consolidated financial statements, including balance sheets, income statements, cash flows, and detailed notes [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Key Balance Sheet Data (in thousands) | Metric | August 2, 2025 | February 1, 2025 | | :-------------------------- | :------------- | :--------------- | | Cash and cash equivalents | $15,184 | $28,628 | | Accounts receivable, net | $16,983 | $13,797 | | Inventories | $96,685 | $91,430 | | Total current assets | $140,453 | $164,872 | | Total assets | $266,176 | $306,690 | | Accounts payable | $21,127 | $17,198 | | Total current liabilities | $57,724 | $57,993 | | Long-term debt | $10,000 | — | | Total liabilities | $125,690 | $127,735 | | Total shareholders' equity | $140,486 | $178,955 | - Total assets decreased by **$40.5 million** from February 1, 2025, to August 2, 2025, primarily due to a decrease in cash and cash equivalents and the reclassification of discontinued operations assets. Total shareholders' equity also decreased significantly by **$38.5 million**[16](index=16&type=chunk) [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Key Income Statement Data (in thousands, except per share data) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :-------------------------------------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | Net revenues | $70,858 | $94,003 | $122,510 | $161,951 | | Gross profit | $35,497 | $46,709 | $58,264 | $80,749 | | Operating (loss) income from continuing operations | $(4,592) | $2,393 | $(22,449) | $(8,224) | | Net (loss) income | $(4,672) | $5,706 | $(38,132) | $(2,415) | | Diluted net (loss) income per share | $(0.17) | $0.19 | $(1.37) | $(0.08) | - Net revenues decreased by **24.6%** for the thirteen weeks and **24.4%** for the twenty-six weeks ended August 2, 2025, compared to the prior year periods[18](index=18&type=chunk) - The Company reported a net loss of **$(4.7) million** for the thirteen weeks and **$(38.1) million** for the twenty-six weeks ended August 2, 2025, a significant decline from net income of **$5.7 million** and a net loss of **$(2.4) million**, respectively, in the comparable prior-year periods[18](index=18&type=chunk) [Condensed Consolidated Statements of Comprehensive (Loss) Income](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20(Loss)%20Income) Comprehensive (Loss) Income (in thousands) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | Net (loss) income | $(4,672) | $5,706 | $(38,132) | $(2,415) | | Cumulative translation adjustment | $(64) | $(8) | $(108) | — | | Comprehensive (loss) income, net of tax | $(4,736) | $5,698 | $(38,240) | $(2,415) | - Comprehensive loss significantly widened for both the thirteen and twenty-six-week periods ended August 2, 2025, primarily reflecting the increased net loss and negative cumulative translation adjustments[21](index=21&type=chunk) [Condensed Consolidated Statements of Shareholders' Equity](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Shareholders'%20Equity) Shareholders' Equity Changes (in thousands) | Metric | Balance at Feb 1, 2025 | Net Loss (26 wks) | Balance at Aug 2, 2025 | | :----------------------- | :------------------- | :---------------- | :------------------- | | Total Shareholders' Equity | $178,955 | $(38,132) | $140,486 | - Total shareholders' equity decreased from **$178.9 million** at February 1, 2025, to **$140.5 million** at August 2, 2025, primarily due to the net loss incurred during the period[24](index=24&type=chunk) - In the prior year (twenty-six weeks ended August 3, 2024), treasury stock repurchases of **$15.9 million** significantly reduced shareholders' equity[26](index=26&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary (in thousands) | Activity | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :------------------------------------ | :--------------------------------- | :------------------------------- | | Net cash used in operating activities | $(23,298) | $(13,151) | | Net cash used in investing activities | $(1,576) | $(3,649) | | Net cash provided by (used in) financing activities | $9,800 | $(16,356) | | Cash and cash equivalents, end of period | $15,184 | $44,147 | - Net cash used in operating activities increased by **$10.1 million**, primarily due to a higher net loss in the current period[29](index=29&type=chunk)[188](index=188&type=chunk) - Financing activities shifted from a net use of cash of **$16.4 million** in the prior year to a net provision of cash of **$9.8 million** in the current year, driven by **$15.0 million** in borrowings and no common stock repurchases[29](index=29&type=chunk)[191](index=191&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section details the Company's accounting policies, revenue, leases, earnings per share, debt, taxes, stock compensation, and segment reporting [Note 1. Description of the Company and Basis of Presentation](index=12&type=section&id=1.%20Description%20of%20the%20Company%20and%20Basis%20of%20Presentation) - Vera Bradley is a leading designer of women's handbags, luggage, travel items, fashion and home accessories, and unique gifts, founded in 1982[36](index=36&type=chunk) - On March 31, 2025, the Company completed the sale of Creative Genius, Inc. (Pura Vida Bracelets), classifying its operations as discontinued in the consolidated financial statements[37](index=37&type=chunk)[38](index=38&type=chunk)[42](index=42&type=chunk) - The Company now operates with two reportable segments: Vera Bradley Direct (VB Direct), which includes full-line and outlet stores and e-commerce, and Vera Bradley Indirect (VB Indirect), which covers sales to specialty retailers, key accounts, and licensing royalties[38](index=38&type=chunk)[43](index=43&type=chunk) [Note 2. Revenue from Contracts with Customers](index=14&type=section&id=2.%20Revenue%20from%20Contracts%20with%20Customers) Net Revenues by Product Category (in thousands) - Thirteen Weeks Ended | Product Category | August 2, 2025 | August 3, 2024 | Change ($) | Change (%) | | :--------------- | :------------- | :------------- | :--------- | :--------- | | Bags | $36,598 | $45,509 | $(8,911) | -19.6% | | Travel | $16,774 | $21,939 | $(5,165) | -23.5% | | Accessories | $9,372 | $14,396 | $(5,024) | -34.9% | | Home | $3,928 | $6,889 | $(2,961) | -43.0% | | Apparel/Footwear | $1,729 | $2,719 | $(990) | -36.4% | | Other | $2,457 | $2,551 | $(94) | -3.7% | | **Total** | **$70,858** | **$94,003** | **$(23,145)**| **-24.6%** | Net Revenues by Product Category (in thousands) - Twenty-Six Weeks Ended | Product Category | August 2, 2025 | August 3, 2024 | Change ($) | Change (%) | | :--------------- | :------------- | :------------- | :--------- | :--------- | | Bags | $58,262 | $75,582 | $(17,320) | -22.9% | | Travel | $31,261 | $38,007 | $(6,746) | -17.7% | | Accessories | $17,360 | $25,894 | $(8,534) | -33.0% | | Home | $7,697 | $12,538 | $(4,841) | -38.6% | | Apparel/Footwear | $3,366 | $5,498 | $(2,132) | -38.8% | | Other | $4,564 | $4,432 | $132 | +3.0% | | **Total** | **$122,510** | **$161,951** | **$(39,441)**| **-24.4%** | - Contract liabilities, primarily unredeemed gift cards, were **$1.6 million** as of August 2, 2025, a slight decrease from **$1.7 million** at February 1, 2025[58](index=58&type=chunk) [Note 3. Leases](index=16&type=section&id=3.%20Leases) - The weighted-average discount rate for leases increased to **5.1%** as of August 2, 2025, from **4.9%** as of August 3, 2024[63](index=63&type=chunk) Total Net Lease Cost (in thousands) - Twenty-Six Weeks Ended | Lease Cost Type | August 2, 2025 | August 3, 2024 | | :----------------- | :------------- | :------------- | | Operating lease cost | $12,576 | $12,259 | | Variable lease cost | $2,096 | $2,233 | | Short-term lease cost| $195 | $388 | | Less: Sublease income| $(208) | $(210) | | **Total net lease cost** | **$14,659** | **$14,670** | - The weighted-average remaining lease term decreased to **4.4 years** as of August 2, 2025, from **4.9 years** as of August 3, 2024[66](index=66&type=chunk) [Note 4. Earnings Per Share](index=17&type=section&id=4.%20Earnings%20Per%20Share) Basic and Diluted Net (Loss) Income Per Share | Period | August 2, 2025 | August 3, 2024 | | :------------------------------- | :------------- | :------------- | | **Thirteen Weeks Ended** | | | | Basic net (loss) income per share| $(0.17) | $0.19 | | Diluted net (loss) income per share| $(0.17) | $0.19 | | **Twenty-Six Weeks Ended** | | | | Basic net (loss) income per share| $(1.37) | $(0.08) | | Diluted net (loss) income per share| $(1.37) | $(0.08) | - All potential common shares were excluded from diluted EPS calculations for the thirteen and twenty-six weeks ended August 2, 2025, and the twenty-six weeks ended August 3, 2024, because they were anti-dilutive due to net losses[70](index=70&type=chunk) [Note 5. Fair Value of Financial Instruments](index=18&type=section&id=5.%20Fair%20Value%20of%20Financial%20Instruments) - The Company recorded **$1.0 million** in impairment charges for store property, plant, and equipment for the twenty-six weeks ended August 2, 2025, which are included in selling, general, and administrative expenses[75](index=75&type=chunk) - Contingent consideration related to the sale of business was **$2.552 million** as of August 2, 2025, classified as a Level 3 fair value measurement due to the use of unobservable inputs[74](index=74&type=chunk)[125](index=125&type=chunk) [Note 6. Debt](index=19&type=section&id=6.%20Debt) - As of August 2, 2025, the Company had **$10.0 million** in borrowings outstanding under its asset-based revolving Credit Agreement, with **$65.0 million** in remaining availability, compared to no borrowings and **$75.0 million** availability as of February 1, 2025[89](index=89&type=chunk)[193](index=193&type=chunk) - The Credit Agreement, which matures in May 2028, was amended on March 11, 2025, to allow for the sale of Creative Genius and release it from loan documents[81](index=81&type=chunk)[87](index=87&type=chunk) [Note 7. Income Taxes](index=20&type=section&id=7.%20Income%20Taxes) Effective Tax Rate | Period | August 2, 2025 | August 3, 2024 | | :------------------------------- | :------------- | :------------- | | Thirteen Weeks Ended | 0.4% | (188.2)% | | Twenty-Six Weeks Ended | (1.7)% | 99.0% | - The significant year-over-year change in effective tax rates is primarily due to a full valuation allowance recorded against the Company's net deferred tax assets for the fiscal year ended February 1, 2025[91](index=91&type=chunk)[92](index=92&type=chunk) - The recently enacted One Big Beautiful Bill Act (OBBBA) on July 4, 2025, does not have a material impact on the consolidated financial statements due to the Company maintaining a full valuation allowance on its U.S. deferred tax assets[93](index=93&type=chunk) [Note 8. Stock-Based Compensation](index=20&type=section&id=8.%20Stock-Based%20Compensation) - During the thirteen weeks ended August 2, 2025, the Company granted **1,253,694** restricted stock units (time-based and performance-based) with an aggregate fair value of **$2.7 million**, a substantial increase from **14,612 units** (**$0.1 million** fair value) in the prior-year period[96](index=96&type=chunk) - For the twenty-six weeks ended August 2, 2025, **2,757,196** restricted stock units (**$5.9 million** fair value) were granted, compared to **755,647 units** (**$5.1 million** fair value) in the same period of the prior year[97](index=97&type=chunk) - As of August 2, 2025, total unrecognized compensation cost related to nonvested restricted stock units was **$4.3 million**, expected to be recognized over a weighted-average period of **2.1 years**[101](index=101&type=chunk) [Note 9. Commitments and Contingencies](index=21&type=section&id=9.%20Commitments%20and%20Contingencies) - In June 2025, the Company received a **$4.6 million** purchase price adjustment request from the buyer of Creative Genius, which the Company disputes and has filed a legal action in the Chancery Court of Delaware to declare improper[103](index=103&type=chunk) - Management believes that current claims and contingencies are not probable to have a material adverse effect on the Company's financial condition, results of operations, or cash flows[102](index=102&type=chunk) [Note 10. Common Stock](index=21&type=section&id=10.%20Common%20Stock) - The Company's board approved a new **$30.0 million** share repurchase plan (2024 Share Repurchase Program) in December 2024, expiring in December 2027, with no purchases made under this program as of August 2, 2025[105](index=105&type=chunk)[106](index=106&type=chunk) - As of August 2, 2025, the Company held **15,834,579 shares** of its common stock as treasury shares, with an aggregate carrying amount of **$156.8 million**[108](index=108&type=chunk) [Note 11. Cloud Computing Arrangements](index=22&type=section&id=11.%20Cloud%20Computing%20Arrangements) - Unamortized Cloud Computing Arrangement (CCA) implementation costs totaled **$0.4 million** as of August 2, 2025, down from **$0.6 million** at February 1, 2025[109](index=109&type=chunk) - Amortization expense for CCA costs is recorded within selling, general, and administrative expenses[109](index=109&type=chunk) [Note 12. Cost Savings Initiatives and Other Charges](index=22&type=section&id=12.%20Cost%20Savings%20Initiatives%20and%20Other%20Charges) - The Company incurred **$3.0 million** in severance charges for the thirteen weeks ended August 2, 2025, and **$3.3 million** for the twenty-six weeks ended August 2, 2025, primarily related to unallocated corporate expenses[111](index=111&type=chunk) - The remaining liability for severance charges and cash retention payments was **$2.0 million** as of August 2, 2025[113](index=113&type=chunk) - Additional cost reduction initiatives, identified in late fiscal 2025, are expected to be fully realized in fiscal 2026, targeting efficiencies across retail stores, marketing, IT, professional services, logistics, and corporate payroll[110](index=110&type=chunk) [Note 13. Segment Reporting](index=24&type=section&id=13.%20Segment%20Reporting) - The Company operates two reportable segments: VB Direct and VB Indirect, with the Chief Operating Decision Maker (CODM) evaluating segment operating results primarily using operating income[115](index=115&type=chunk)[119](index=119&type=chunk) Segment Net Revenues (in thousands) | Segment | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :---------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | VB Direct | $60,514 | $72,241 | $103,597 | $128,665 | | VB Indirect | $10,344 | $21,762 | $18,913 | $33,286 | | **Total** | **$70,858** | **$94,003** | **$122,510** | **$161,951** | Segment Operating Income (in thousands) | Segment | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :---------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | VB Direct | $9,335 | $13,433 | $3,799 | $17,426 | | VB Indirect | $2,190 | $4,743 | $4,170 | $8,569 | | **Total** | **$11,525** | **$18,176** | **$7,969** | **$25,995** | [Note 14. Discontinued Operations](index=25&type=section&id=14.%20Discontinued%20Operations) - The Company completed the sale of Creative Genius (Pura Vida Bracelets) on March 31, 2025, for a total consideration of **$3.5 million**, including cash proceeds and contingent consideration with an estimated fair value of **$2.5 million**[124](index=124&type=chunk)[125](index=125&type=chunk) - A net loss on disposal of **$15.2 million** was recorded for the twenty-six weeks ended August 2, 2025, presented as part of discontinued operations[127](index=127&type=chunk)[128](index=128&type=chunk) Discontinued Operations Results (in thousands) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | | :-------------------------------------- | :------------------------------- | :------------------------------- | :--------------------------------- | :------------------------------- | | Net revenues | — | $16,819 | $5,553 | $29,474 | | Income (loss) from discontinued operations, net of income tax | $37 | $(1,821) | $(15,163) | $(2,338) | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the Company's financial performance, liquidity, and cash flows, covering strategic progress, macroeconomic factors, and segment-level results [Strategic Progress, Macroeconomic Factors, and Other Factors Impacting our Financial Condition and Results of Operations](index=28&type=section&id=Strategic%20Progress,%20Macroeconomic%20Factors,%20and%20Other%20Factors%20Impacting%20our%20Financial%20Condition%20and%20Results%20of%20Operations) - The Company is executing a comprehensive strategy to strengthen its market position, simplify decision-making, remove organizational complexity, and focus resources on high-impact initiatives, including investing in brand, innovation, and customer experiences[134](index=134&type=chunk) - Key strategic initiatives include Sharpening Brand Focus, Omnichannel Strategy, Outlet 2.0, Optimizing the Operating Model, and Reimagining How We Work[135](index=135&type=chunk)[136](index=136&type=chunk)[137](index=137&type=chunk)[138](index=138&type=chunk) - Ongoing macroeconomic factors, such as elevated tariff costs and inflationary pressures, continue to negatively impact consumer discretionary spending, leading to softer performance in Vera Bradley outlet and full-line stores[139](index=139&type=chunk) [Management Transition](index=28&type=section&id=Management%20Transition) - Jacqueline Ardrey, the former Chief Executive Officer, departed on June 11, 2025, and the Board of Directors has initiated a national search for a successor[140](index=140&type=chunk) - Ian Bickley assumed the newly created interim role of Executive Chairman, effective July 7, 2025, to provide leadership and strategic guidance during the CEO transition[140](index=140&type=chunk) - Martin Layding was appointed Chief Financial Officer, effective June 12, 2025[141](index=141&type=chunk) [Recent Transactions](index=28&type=section&id=Recent%20Transactions) - The Company completed the sale of Pura Vida on March 31, 2025, and its results of operations are now reflected as discontinued operations in the Consolidated Statement of Operations[142](index=142&type=chunk) [How We Assess the Performance of Our Business](index=29&type=section&id=How%20We%20Assess%20the%20Performance%20of%20Our%20Business) - Net revenues reflect sales of merchandise and revenue from distribution and shipping/handling fees, less returns and discounts, categorized by VB Direct and VB Indirect segments[144](index=144&type=chunk) - Comparable sales are calculated for stores open at least 12 full fiscal months and e-commerce operations to evaluate performance, with various factors affecting them including economic trends, consumer preferences, competition, and promotional activities[145](index=145&type=chunk)[146](index=146&type=chunk)[148](index=148&type=chunk) - Gross profit is net revenues less cost of sales, influenced by volume, sales price, freight, operational efficiencies, promotional activities, commodity prices, tariffs, and labor costs[146](index=146&type=chunk)[147](index=147&type=chunk) - Selling, General, and Administrative (SG&A) expenses encompass selling, advertising, marketing, product development, and administrative costs, including employee compensation, store occupancy, media costs, and corporate functions[148](index=148&type=chunk)[149](index=149&type=chunk)[150](index=150&type=chunk) [Results of Operations](index=30&type=section&id=Results%20of%20Operations) Consolidated Results of Operations (in thousands, except percentages) | Metric | Thirteen Weeks Ended Aug 2, 2025 | Thirteen Weeks Ended Aug 3, 2024 | Change ($) | Change (%) | | :---------------------------------------- | :------------------------------- | :------------------------------- | :--------- | :--------- | | Net revenues | $70,858 | $94,003 | $(23,145) | -24.6% | | Gross profit | $35,497 | $46,709 | $(11,212) | -24.0% | | SG&A expenses | $40,442 | $44,449 | $(4,007) | -9.0% | | Operating (loss) income from continuing operations | $(4,592) | $2,393 | $(6,985) | -291.9% | | Net (loss) income from continuing operations | $(4,709) | $7,527 | $(12,236) | -162.6% | | Net (loss) income | $(4,672) | $5,706 | $(10,378) | -181.9% | Consolidated Results of Operations (in thousands, except percentages) | Metric | Twenty-Six Weeks Ended Aug 2, 2025 | Twenty-Six Weeks Ended Aug 3, 2024 | Change ($) | Change (%) | | :---------------------------------------- | :--------------------------------- | :------------------------------- | :--------- | :--------- | | Net revenues | $122,510 | $161,951 | $(39,441) | -24.4% | | Gross profit | $58,264 | $80,749 | $(22,485) | -27.8% | | SG&A expenses | $81,246 | $89,544 | $(8,298) | -9.3% | | Operating (loss) income from continuing operations | $(22,449) | $(8,224) | $(14,225) | -173.0% | | Net (loss) income from continuing operations | $(22,969) | $(77) | $(22,892) | -29730% | | Net (loss) income | $(38,132) | $(2,415) | $(35,717) | -1479.0% | - VB Direct net revenues decreased by **16.2%** for the thirteen weeks and **19.5%** for the twenty-six weeks, with comparable sales down **17.3%** and **20.5%** respectively, primarily due to reduced conversion and traffic in all channels[153](index=153&type=chunk)[155](index=155&type=chunk)[170](index=170&type=chunk) - VB Indirect net revenues decreased by **52.5%** for the thirteen weeks and **43.2%** for the twenty-six weeks, mainly due to a decrease in key account orders and liquidation sales[156](index=156&type=chunk)[171](index=171&type=chunk) - Operating loss from continuing operations significantly worsened, increasing by **$7.0 million** for the thirteen weeks and **$14.2 million** for the twenty-six weeks, driven by decreased sales and gross profit, despite reductions in SG&A[160](index=160&type=chunk)[175](index=175&type=chunk) [Liquidity and Capital Resources](index=35&type=section&id=Liquidity%20and%20Capital%20Resources) - The Company's primary liquidity sources are cash on hand, cash equivalents, and cash flow from operations, supplemented by a **$75.0 million** asset-based revolving credit agreement[184](index=184&type=chunk) - Net cash used in operating activities increased to **$23.3 million** for the twenty-six weeks ended August 2, 2025, from **$13.2 million** in the prior-year period, primarily due to the higher net loss[188](index=188&type=chunk) - Net cash provided by financing activities was **$9.8 million** for the twenty-six weeks ended August 2, 2025, a significant shift from **$16.4 million** used in the prior year, mainly due to **$10.0 million** in net borrowings from the credit facility and no common stock repurchases[191](index=191&type=chunk) - As of August 2, 2025, the Company had **$10.0 million** in borrowings outstanding and **$65.0 million** in availability under the Credit Agreement[193](index=193&type=chunk) [Critical Accounting Policies and Estimates](index=36&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - There were no significant changes to the Company's critical accounting policies and estimates as of August 2, 2025, compared to those described in the Annual Report on Form 10-K for the fiscal year ended February 1, 2025[197](index=197&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes in market risks were identified as of August 2, 2025, compared to the prior fiscal year's 10-K filing - No material changes in market risks were identified as of August 2, 2025, compared to the Company's Annual Report on Form 10-K[199](index=199&type=chunk) [Item 4. Controls and Procedures](index=37&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of August 2, 2025, with no material changes in internal control over financial reporting - The Company's disclosure controls and procedures were effective as of August 2, 2025, based on an evaluation by management, including the CEO and CFO[200](index=200&type=chunk) - There has been no material change in the Company's internal control over financial reporting during the most recent fiscal quarter[201](index=201&type=chunk) Part II. Other Information This part covers legal proceedings, risk factors, equity sales, other information, and exhibits [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) The Company faces routine legal proceedings and disputes a **$4.6 million** purchase price adjustment request from the Creative Genius buyer - The Company is routinely involved in legal proceedings, including policing its intellectual property rights against trademark counterfeiting and infringement[202](index=202&type=chunk) - In June 2025, the Company received a **$4.6 million** purchase price adjustment request from the buyer of Creative Genius, which it disputes and has filed an action in the Chancery Court of Delaware to declare improper[203](index=203&type=chunk) [Item 1A. Risk Factors](index=38&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the Company's Annual Report on Form 10-K were reported - No material changes to the risk factors previously set forth in the Company's Annual Report on Form 10-K for the fiscal year ended February 1, 2025, were reported[204](index=204&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=39&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) A new **$30.0 million** share repurchase plan was approved in December 2024, with no purchases made as of August 2, 2025 - A new **$30.0 million** share repurchase plan (2024 Share Repurchase Program) was approved in December 2024, effective from December 14, 2024, to December 2027[205](index=205&type=chunk) - As of August 2, 2025, no purchases have been made under the 2024 Share Repurchase Program[206](index=206&type=chunk) [Item 5. Other Information](index=39&type=section&id=Item%205.%20Other%20Information) No directors or executive officers adopted or terminated Rule 10b5-1 trading plans during the thirteen weeks ended August 2, 2025 - None of the Company's directors or executive officers adopted or terminated any Rule 10b5-1 trading plans during the thirteen weeks ended August 2, 2025[207](index=207&type=chunk) [Item 6. Exhibits](index=40&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL documents - The exhibits include CEO Section 302 Certification, CFO Section 302 Certification, Section 906 Certifications, and various Inline XBRL documents (Instance, Schema, Calculation, Label, Presentation, Definition Linkbase Documents)[208](index=208&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Exact name of registrant as specified in its charter) Maryland 45-1834449 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35226 IF BANCORP, INC. (State or other jurisdiction of incorporation or ...

[FORM 10-Q Filing Information](index=1&type=section&id=FORM%2010-Q%20Filing%20Information) This section provides key administrative details regarding the company's Form 10-Q filing and stock information - Genesco Inc. (GCO) is an accelerated filer on the New York Stock Exchange[2](index=2&type=chunk) - As of August 29, 2025, there were **10.8 million shares** of common stock outstanding[2](index=2&type=chunk) [Part I. Financial Information](index=2&type=section&id=Part%20I.%20Financial%20Information) This part presents the company's unaudited condensed consolidated financial statements and management's analysis [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements%3A) This section presents the unaudited condensed consolidated financial statements of Genesco Inc. and its subsidiaries, including balance sheets, statements of operations, comprehensive loss, cash flows, and equity, along with accompanying notes for the specified interim periods [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, including assets, liabilities, and equity at specific dates Condensed Consolidated Balance Sheet Highlights (in thousands) | Metric | August 2, 2025 | February 1, 2025 | August 3, 2024 | | :--- | :--- | :--- | :--- | | Cash and cash equivalents | $40,989 | $34,007 | $45,855 | | Total current assets | $645,891 | $608,756 | $606,720 | | Total Assets | $1,421,925 | $1,335,536 | $1,383,751 | | Total current liabilities | $414,355 | $379,782 | $395,663 | | Total liabilities | $915,553 | $788,566 | $851,129 | | Total equity | $506,372 | $546,970 | $532,622 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section details the company's revenues, expenses, and net loss over specific interim periods Condensed Consolidated Statements of Operations Highlights (in thousands, except per share amounts) | Metric | Three Months Ended Aug 2, 2025 | Three Months Ended Aug 3, 2024 | Six Months Ended Aug 2, 2025 | Six Months Ended Aug 3, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $545,965 | $525,188 | $1,019,938 | $982,785 | | Gross margin | $249,949 | $245,639 | $471,130 | $461,920 | | Operating loss | $(14,440) | $(10,274) | $(42,585) | $(42,402) | | Net Loss | $(18,471) | $(9,992) | $(39,698) | $(34,339) | | Basic loss per common share | $(1.79) | $(0.91) | $(3.82) | $(3.14) | | Diluted loss per common share | $(1.79) | $(0.91) | $(3.82) | $(3.14) | [Condensed Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) This section presents the company's net loss and other comprehensive income or loss components Condensed Consolidated Statements of Comprehensive Loss Highlights (in thousands) | Metric | Three Months Ended Aug 2, 2025 | Three Months Ended Aug 3, 2024 | Six Months Ended Aug 2, 2025 | Six Months Ended Aug 3, 2024 | | :--- | :--- | :--- | :--- | :--- | | Net loss | $(18,471) | $(9,992) | $(39,698) | $(34,339) | | Total other comprehensive income | $280 | $1,393 | $7,004 | $458 | | Comprehensive Loss | $(18,191) | $(8,599) | $(32,694) | $(33,881) | - Foreign currency translation adjustments significantly increased to **$6,811 thousand** for the six months ended August 2, 2025, compared to **$399 thousand** for the same period in 2024[16](index=16&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section outlines the company's cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows Highlights (Six Months Ended, in thousands) | Cash Flow Activity | August 2, 2025 | August 3, 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(14,693) | $(6,029) | | Net cash used in investing activities | $(33,580) | $(14,274) | | Net cash provided by financing activities | $54,886 | $30,922 | | Net increase in cash | $6,982 | $10,700 | | Cash at end of period | $40,989 | $45,855 | - Capital expenditures more than doubled to **$33,580 thousand** for the six months ended August 2, 2025, from **$14,274 thousand** in the prior year[19](index=19&type=chunk) [Condensed Consolidated Statements of Equity](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Equity) This section details changes in the company's equity, including retained earnings and accumulated other comprehensive loss Condensed Consolidated Statements of Equity Highlights (in thousands) | Metric | Balance August 2, 2025 | Balance August 3, 2024 | | :--- | :--- | :--- | | Total Equity | $506,372 | $532,622 | | Retained Earnings | $212,977 | $251,351 | | Accumulated Other Comprehensive Loss | $(38,420) | $(39,166) | | Shares repurchased (6 months) | $(12,566) | $(9,349) | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures and explanations for the figures presented in the condensed consolidated financial statements, covering significant accounting policies, segment information, and other relevant financial details [Note 1: Summary of Significant Accounting Policies](index=10&type=section&id=Note%201%20Summary%20of%20Significant%20Accounting%20Policies) This note describes the company's key accounting principles, business segments, and recent tax law impacts - Genesco operates four reportable business segments: Journeys Group, Schuh Group, Johnston & Murphy Group, and Genesco Brands Group, distributing footwear, apparel, and accessories through retail stores and e-commerce[24](index=24&type=chunk)[25](index=25&type=chunk) - The company is exiting the licensed Levi's brand business during Fiscal 2026 due to license expiration[25](index=25&type=chunk) - A new multi-year licensing agreement was signed with Kontoor Brands, Inc. for Wrangler footwear, with the first collection launching in Fall 2026[26](index=26&type=chunk) - The One Big Beautiful Bill Act (OBBBA) was signed into law on July 4, 2025, which is expected to materially decrease the U.S. current tax liability and effective income tax rate for Fiscal 2026[34](index=34&type=chunk) - The effective income tax rate for the first six months of Fiscal 2026 was **13.2%**, down from **28.5%** in Q1 Fiscal 2026 before the OBBBA enactment[34](index=34&type=chunk) [Note 2: Goodwill and Other Intangible Assets](index=12&type=section&id=Note%202%20Goodwill%20and%20Other%20Intangible%20Assets) This note provides details on the company's goodwill and other intangible assets Goodwill and Net Other Intangibles (in thousands) | Metric | August 2, 2025 | February 1, 2025 | | :--- | :--- | :--- | | Goodwill | $9,336 | $8,863 | | Net Other Intangibles | $27,408 | $26,059 | [Note 3: Inventories](index=13&type=section&id=Note%203%20Inventories) This note details the composition and valuation of the company's inventory balances Total Inventories (in thousands) | Metric | August 2, 2025 | February 1, 2025 | | :--- | :--- | :--- | | Wholesale finished goods | $80,610 | $82,784 | | Retail merchandise | $420,398 | $342,440 | | Total Inventories | $501,008 | $425,224 | [Note 4: Fair Value](index=13&type=section&id=Note%204%20Fair%20Value) This note presents the fair value measurements of the company's financial instruments Fair Value of Long-Term Debt (in thousands) | Metric | August 2, 2025 (Fair Value) | February 1, 2025 (Fair Value) | | :--- | :--- | :--- | | U.S. Revolver Borrowings | $57,775 | $— | | U.K. Revolver Borrowings | $13,289 | $— | | Total Long-Term Debt | $71,064 | $— | - The company held **$6.7 million** in investments measured using Level 1 inputs within the fair value hierarchy as of August 2, 2025[38](index=38&type=chunk) [Note 5: Long-Term Debt](index=13&type=section&id=Note%205%20Long-Term%20Debt) This note outlines the company's long-term debt obligations and available credit facilities - Total revolver borrowings outstanding as of August 2, 2025, were **$70.952 million**, comprising **$53.4 million** U.S., **$4.3 million** CAD, and **$13.3 million** U.K. borrowings[39](index=39&type=chunk) - Excess availability under the Credit Facility was **$268.6 million** at August 2, 2025[39](index=39&type=chunk) [Note 6: Earnings Per Share](index=14&type=section&id=Note%206%20Earnings%20Per%20Share) This note details the calculation of basic and diluted earnings per share and share repurchase activity Weighted-Average Shares Outstanding (in thousands) | Period | August 2, 2025 | August 3, 2024 | | :--- | :--- | :--- | | Three Months Ended (Basic & Diluted) | 10,294 | 10,942 | | Six Months Ended (Basic & Diluted) | 10,394 | 10,936 | - The company repurchased **604,531 shares** of common stock for **$12.6 million** (average **$20.79/share**) during the first six months of Fiscal 2026[41](index=41&type=chunk) - As of August 2, 2025, **$29.8 million** remained under the expanded share repurchase authorization[41](index=41&type=chunk) [Note 7: Legal Proceedings](index=14&type=section&id=Note%207%20Legal%20Proceedings) This note discloses information regarding the company's legal and environmental contingencies - The company has accrued **$2.0 million** for environmental contingencies as of August 2, 2025[43](index=43&type=chunk) - Future obligations related to environmental matters are not expected to have a material effect on consolidated financial condition or results of operations[42](index=42&type=chunk)[44](index=44&type=chunk) [Note 8: Business Segment Information](index=16&type=section&id=Note%208%20Business%20Segment%20Information) This note provides detailed financial performance data for each of the company's operating segments Segment Sales and Operating Income (Loss) - Three Months Ended August 2, 2025 (in thousands) | Segment | Sales | Segment Operating Income (Loss) | | :--- | :--- | :--- | | Journeys Group | $318,189 | $(4,999) | | Schuh Group | $126,595 | $(11) | | Johnston & Murphy Group | $68,789 | $(1,782) | | Genesco Brands Group | $32,392 | $653 | | Corporate & Other | $— | $(8,301) | | Consolidated | $545,965 | $(14,440) | Segment Sales and Operating Income (Loss) - Six Months Ended August 2, 2025 (in thousands) | Segment | Sales | Segment Operating Income (Loss) | | :--- | :--- | :--- | | Journeys Group | $590,823 | $(20,282) | | Schuh Group | $222,510 | $(6,142) | | Johnston & Murphy Group | $145,628 | $(1,282) | | Genesco Brands Group | $60,977 | $1,351 | | Corporate & Other | $— | $(16,230) | | Consolidated | $1,019,938 | $(42,585) | - North America accounted for **77%** of net sales in Q2 FY26 and **78%** in the first six months of FY26, with the U.K. (including ROI) making up the remainder[45](index=45&type=chunk)[49](index=49&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition, results of operations, and cash flows, offering insights into performance drivers, key trends, and future outlook [Summary of Results of Operations](index=23&type=section&id=Summary%20of%20Results%20of%20Operations) This section summarizes the company's financial performance, including sales, margins, and net loss for the period - Net sales increased **4.0%** to **$546.0 million** in Q2 FY26, driven by a **4%** increase in comparable sales (**5%** store, **1%** e-commerce) and favorable foreign exchange[55](index=55&type=chunk) - Gross margin decreased as a percentage of net sales from **46.8%** in Q2 FY25 to **45.8%** in Q2 FY26, primarily due to increased promotional activity at Schuh Group and lower margins at Genesco Brands Group[56](index=56&type=chunk) - Operating margin was **(2.6)%** in Q2 FY26, down from **(2.0)%** in Q2 FY25, reflecting decreased gross margin as a percentage of net sales, partially offset by decreased expenses[58](index=58&type=chunk) - Net loss in Q2 FY26 was **$18.5 million**, or **$1.79** diluted loss per share, compared to a net loss of **$10.0 million**, or **$0.91** diluted loss per share, in Q2 FY25[61](index=61&type=chunk) - The effective income tax rate in Q2 FY26 was **(15.0)%**, compared to **15.2%** in Q2 FY25, due to the impact of the OBBBA tax law changes[60](index=60&type=chunk) [Critical Accounting Estimates](index=23&type=section&id=Critical%20Accounting%20Estimates) This section discusses the company's significant accounting estimates and policies - There have been no significant changes in critical accounting estimates or significant accounting policies since the end of Fiscal 2025[64](index=64&type=chunk) [Key Performance Indicators](index=25&type=section&id=Key%20Performance%20Indicators) This section defines and lists the primary metrics used to evaluate the company's operational performance - Key performance indicators include comparable sales, net sales, gross margin, operating income, and operating margin[65](index=65&type=chunk) - Comparable sales are defined as sales from stores open longer than one year ('same store sales') and sales from websites/catalogs operated longer than one year ('comparable e-commerce sales')[66](index=66&type=chunk) [Results of Operations – Second Quarter of Fiscal 2026 Compared to Second Quarter of Fiscal 2025](index=25&type=section&id=Results%20of%20Operations%20%E2%80%93%20Second%20Quarter%20of%20Fiscal%202026%20Compared%20to%20Second%20Quarter%20of%20Fiscal%202025) This section provides a detailed analysis of the financial performance of each business segment and corporate expenses for the second quarter of Fiscal 2026 compared to the prior year [Journeys Group](index=25&type=section&id=Journeys%20Group%20%28Q2%29) This section analyzes the Journeys Group's sales, gross margin, and operating income for the second quarter Journeys Group Performance (Three Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $318,189 | $298,846 | 6.5% | | Gross margin % of sales | 48.8% | 48.6% | +0.2 pp | | Operating loss | $(4,999) | $(11,151) | 55.2% | | Operating margin | (1.6)% | (3.7)% | +2.1 pp | - Comparable sales increased **9%**, driven by strength in product assortment across athletic and casual brands, with noteworthy gains in conversion and transaction size[68](index=68&type=chunk) - Operating margin improved by **210 basis points**, primarily due to a **190 basis point** decrease in selling and administrative expenses as a percentage of net sales, reflecting expense leverage and cost savings initiatives[70](index=70&type=chunk) - The group operated **984 stores** at the end of Q2 FY26, a decrease from **1,039 stores** in Q2 FY25, reflecting store optimization efforts[69](index=69&type=chunk) [Schuh Group](index=27&type=section&id=Schuh%20Group%20%28Q2%29) This section analyzes the Schuh Group's sales, gross margin, and operating income for the second quarter Schuh Group Performance (Three Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $126,595 | $124,561 | 1.6% | | Gross margin % of sales | 38.9% | 42.1% | -3.2 pp | | Operating income (loss) | $(11) | $7,339 | NM | | Operating margin | (0.0)% | 5.9% | -5.9 pp | - Net sales included a favorable foreign exchange impact of **$6.8 million**, but total comparable sales decreased **4%** (**4%** decrease on a local currency basis) due to a challenging U.K. retail environment[71](index=71&type=chunk) - Operating margin decreased by **590 basis points**, driven by a **320 basis point** decrease in gross margin (due to increased promotional activity and brand mix changes) and a **270 basis point** increase in selling and administrative expenses as a percentage of net sales (due to deleverage on lower store sales)[72](index=72&type=chunk) - E-commerce remains a key channel, accounting for over **40%** of sales[71](index=71&type=chunk) [Johnston & Murphy Group](index=27&type=section&id=Johnston%20%26%20Murphy%20Group%20%28Q2%29) This section analyzes the Johnston & Murphy Group's sales, gross margin, and operating income for the second quarter Johnston & Murphy Group Performance (Three Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $68,789 | $71,037 | (3.2)% | | Gross margin % of sales | 54.0% | 52.5% | +1.5 pp | | Operating loss | $(1,782) | $(403) | (342.2)% | | Operating margin | (2.6)% | (0.6)% | -2.0 pp | - Net sales decreased primarily due to decreased wholesale sales and a **3%** decrease in average store count, despite a **1%** increase in total comparable sales[73](index=73&type=chunk) - Operating margin decreased by **200 basis points**, mainly due to a **360 basis point** increase in selling and administrative expenses as a percentage of net sales (deleverage from decreased revenue, higher depreciation, credit card, and occupancy expenses)[76](index=76&type=chunk) - Gross margin as a percentage of net sales increased by **150 basis points**, reflecting improved costs from sourcing optimization, lower retail markdowns, and price increases[76](index=76&type=chunk) [Genesco Brands Group](index=29&type=section&id=Genesco%20Brands%20Group%20%28Q2%29) This section analyzes the Genesco Brands Group's sales, gross margin, and operating income for the second quarter Genesco Brands Group Performance (Three Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $32,392 | $30,744 | 5.4% | | Gross margin % of sales | 25.3% | 34.8% | -9.5 pp | | Operating income | $653 | $2,672 | (75.6)% | | Operating margin | 2.0% | 8.7% | -6.7 pp | - Net sales increased primarily due to higher sales of Levi's and private label footwear, partially offset by decreased Dockers and other licensed footwear sales[77](index=77&type=chunk) - Operating margin decreased by **670 basis points**, mainly due to a significant decrease in gross margin as a percentage of net sales from higher closeout sales related to license exits and tariff impacts[78](index=78&type=chunk) [Corporate, Interest Expenses and Other Charges](index=29&type=section&id=Corporate%2C%20Interest%20Expenses%20and%20Other%20Charges%20%28Q2%29) This section details corporate overhead, net interest expense, and other unallocated charges for the second quarter - Corporate and other expense was **$8.3 million** in Q2 FY26, a slight decrease from **$8.7 million** in Q2 FY25, excluding asset impairment and severance charges[79](index=79&type=chunk) - Net interest expense increased **8.5%** to **$1.5 million** in Q2 FY26, primarily due to increased revolver borrowings in the U.K.[80](index=80&type=chunk) [Results of Operations – First Six Months of Fiscal 2026 Compared to First Six Months of Fiscal 2025](index=31&type=section&id=Results%20of%20Operations%20%E2%80%93%20First%20Six%20Months%20of%20Fiscal%202026%20Compared%20to%20First%20Six%20Months%20of%20Fiscal%202025) This section provides a detailed analysis of the financial performance of each business segment and corporate expenses for the first six months of Fiscal 2026 compared to the prior year [Journeys Group](index=33&type=section&id=Journeys%20Group%20%286M%29) This section analyzes the Journeys Group's sales, gross margin, and operating income for the first six months Journeys Group Performance (Six Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $590,823 | $558,291 | 5.8% | | Gross margin % of sales | 48.8% | 48.9% | -0.1 pp | | Operating loss | $(20,282) | $(29,973) | 32.3% | | Operating margin | (3.4)% | (5.4)% | +2.0 pp | - Comparable sales increased **9%**, with gains in both store and e-commerce channels, driven by strong product assortment and improved conversion and transaction size[88](index=88&type=chunk) - Operating margin improved by **200 basis points**, primarily due to decreased selling and administrative expenses as a percentage of net sales, reflecting expense leverage from increased revenue and cost savings initiatives[89](index=89&type=chunk) [Schuh Group](index=33&type=section&id=Schuh%20Group%20%286M%29) This section analyzes the Schuh Group's sales, gross margin, and operating income for the first six months Schuh Group Performance (Six Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $222,510 | $216,910 | 2.6% | | Gross margin % of sales | 39.3% | 41.8% | -2.5 pp | | Operating income (loss) | $(6,142) | $1,443 | NM | | Operating margin | (2.8)% | 0.7% | -3.5 pp | - Net sales increased **2.6%**, including a **$9.1 million** favorable foreign exchange impact, but total comparable sales decreased **2%** (**2%** decrease on a local currency basis) due to a challenging U.K. retail environment[90](index=90&type=chunk) - Operating margin decreased by **350 basis points**, primarily due to decreased gross margin (increased promotional activity and brand mix changes) and increased selling and administrative expenses as a percentage of net sales (deleverage)[91](index=91&type=chunk) - E-commerce accounted for over **40%** of sales[90](index=90&type=chunk) [Johnston & Murphy Group](index=35&type=section&id=Johnston%20%26%20Murphy%20Group%20%286M%29) This section analyzes the Johnston & Murphy Group's sales, gross margin, and operating income for the first six months Johnston & Murphy Group Performance (Six Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $145,628 | $150,244 | (3.1)% | | Gross margin % of sales | 53.8% | 53.2% | +0.6 pp | | Operating income (loss) | $(1,282) | $1,952 | NM | | Operating margin | (0.9)% | 1.3% | -2.2 pp | - Net sales decreased **3.1%** due to lower same-store sales, decreased wholesale sales, and a **3%** decrease in average store count, while total comparable sales were flat[92](index=92&type=chunk) - Operating margin decreased by **220 basis points**, primarily due to increased selling and administrative expenses as a percentage of net sales (deleverage from decreased revenue, higher depreciation, and compensation expenses, and increased marketing)[93](index=93&type=chunk) - Gross margin as a percentage of net sales increased, reflecting improved initial margins from sourcing optimization and price increases[93](index=93&type=chunk) [Genesco Brands Group](index=35&type=section&id=Genesco%20Brands%20Group%20%286M%29) This section analyzes the Genesco Brands Group's sales, gross margin, and operating income for the first six months Genesco Brands Group Performance (Six Months Ended, in thousands) | Metric | August 2, 2025 | August 3, 2024 | % Change | | :--- | :--- | :--- | :--- | | Net sales | $60,977 | $57,340 | 6.3% | | Gross margin % of sales | 27.8% | 32.4% | -4.6 pp | | Operating income | $1,351 | $1,686 | (19.9)% | | Operating margin | 2.2% | 2.9% | -0.7 pp | - Net sales increased **6.3%**, primarily driven by increased sales of Levi's and private label footwear[94](index=94&type=chunk) - Operating margin decreased by **70 basis points**, mainly due to decreased gross margin as a percentage of net sales from higher closeout sales related to license exits, tariff impacts, and unfavorable sales mix[95](index=95&type=chunk) [Corporate, Interest Expenses and Other Charges](index=36&type=section&id=Corporate%2C%20Interest%20Expenses%20and%20Other%20Charges%20%286M%29) This section details corporate overhead, net interest expense, and other unallocated charges for the first six months - Corporate and other expense was **$16.2 million** in the first six months of Fiscal 2026, a decrease from **$17.5 million** in the prior year, excluding asset impairment and severance charges, primarily due to decreased professional fees and performance-based compensation[96](index=96&type=chunk) - Net interest expense increased **25.2%** to **$2.8 million** in the first six months of Fiscal 2026, primarily due to increased revolver borrowings in the U.K. and North America[97](index=97&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's liquidity sources, working capital trends, and future capital needs, including cash flow changes, credit facilities, tax refunds, capital expenditures, and share repurchases [Working Capital](index=36&type=section&id=Working%20Capital) This section discusses the company's working capital trends and cash flow activities - The business is seasonal, with working capital investment typically peaking in summer and fall for back-to-school and holiday selling seasons[98](index=98&type=chunk) Cash Flow Changes (Six Months Ended, in thousands) | Cash Flow Activity | August 2, 2025 | August 3, 2024 | Increase (Decrease) | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | $(14,693) | $(6,029) | $(8,664) | | Net cash used in investing activities | $(33,580) | $(14,274) | $(19,306) | | Net cash provided by financing activities | $54,886 | $30,922 | $23,964 | | Net increase in cash | $6,982 | $10,700 | $(3,718) | - Cash used in investing activities increased by **$19.3 million**, primarily due to increased capital expenditures for retail stores[100](index=100&type=chunk) - Cash provided by financing activities increased by **$24.0 million**, reflecting increased net borrowings, partially offset by increased share repurchases[101](index=101&type=chunk) [Sources of Liquidity and Future Capital Needs](index=36&type=section&id=Sources%20of%20Liquidity%20and%20Future%20Capital%20Needs) This section identifies the company's primary liquidity sources and projected capital requirements - Principal sources of liquidity are cash flow from operations, cash on hand, and credit facilities[102](index=102&type=chunk) - As of August 2, 2025, the company had **$53.4 million** in U.S. revolver borrowings, **$4.3 million** in Canadian revolver borrowings, and **$13.3 million** in U.K. revolver borrowings[103](index=103&type=chunk) - The company received **$58.3 million** of a **$60.2 million** U.S. Federal tax refund during Q2 FY26, with the remaining **$1.9 million** expected within 12 months[107](index=107&type=chunk) - Management believes current liquidity sources will be sufficient to support needs in Fiscal 2026 and the foreseeable future[106](index=106&type=chunk) [Contractual Obligations](index=38&type=section&id=Contractual%20Obligations) This section outlines the company's contractual commitments and their changes over time - Contractual obligations increased **21%** at August 2, 2025, compared to February 1, 2025, primarily due to increased long-term debt and lease obligations[108](index=108&type=chunk) [Capital Expenditures](index=38&type=section&id=Capital%20Expenditures) This section details the company's planned capital investments for the current fiscal year - Total capital expenditures for Fiscal 2026 are expected to be approximately **$55 million to $65 million**, with **75%** allocated to new stores and renovations[109](index=109&type=chunk) [Common Stock Repurchases](index=38&type=section&id=Common%20Stock%20Repurchases) This section reports on the company's share repurchase activities and remaining authorization - The company repurchased **604,531 shares** of common stock for **$12.6 million** during the first six months of Fiscal 2026[110](index=110&type=chunk) - As of August 2, 2025, **$29.8 million** remained under the expanded share repurchase authorization[110](index=110&type=chunk) [Environmental and Other Contingencies](index=38&type=section&id=Environmental%20and%20Other%20Contingencies) This section addresses potential financial impacts from environmental and legal contingencies - The company is subject to loss contingencies related to environmental and legal matters, as disclosed in Note 7 of the financial statements[111](index=111&type=chunk) [New Accounting Pronouncements (MD&A)](index=38&type=section&id=New%20Accounting%20Pronouncements%20%28MD%26A%29) This section refers to disclosures on new accounting standards in the financial statements notes - Descriptions of recently issued and adopted accounting pronouncements are included in Note 1 to the Condensed Consolidated Financial Statements[112](index=112&type=chunk) [Item 3. Quantitative and Qualitative Disclosures about Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section incorporates by reference the market risk disclosures from the company's Annual Report on Form 10-K for Fiscal 2025, stating no material changes to market risk exposure - There have been no material changes to the company's exposure to market risks since the Annual Report on Form 10-K for Fiscal 2025[113](index=113&type=chunk) [Item 4. Controls and Procedures](index=39&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of the company's disclosure controls and procedures as of August 2, 2025, and reports no material changes in internal control over financial reporting during the second quarter of Fiscal 2026 [Evaluation of Disclosure Controls and Procedures](index=39&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) This section confirms the effectiveness of the company's disclosure controls and procedures - The principal executive officer and principal financial officer concluded that disclosure controls and procedures were effective as of August 2, 2025[115](index=115&type=chunk) [Changes in Internal Control Over Financial Reporting](index=39&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) This section reports on any material changes to the company's internal control over financial reporting - No changes in internal control over financial reporting occurred during Q2 FY26 that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[116](index=116&type=chunk) [Part II. Other Information](index=40&type=section&id=Part%20II.%20Other%20Information) This part includes additional disclosures on legal matters, risk factors, equity sales, and exhibits [Item 1. Legal Proceedings](index=40&type=section&id=Item%201.%20Legal%20Proceedings%20%28Part%20II%29) This section incorporates by reference the legal proceedings information from Note 7 of the Condensed Consolidated Financial Statements, which states that no material effect on financial condition or results of operations is expected from current legal matters - Information regarding legal proceedings is incorporated by reference from Note 7 to the Condensed Consolidated Financial Statements[119](index=119&type=chunk) [Item 1A. Risk Factors](index=40&type=section&id=Item%201A.%20Risk%20Factors) This section refers to the risk factors outlined in the company's Annual Report on Form 10-K for Fiscal 2025 and highlights new or updated risks, particularly concerning government actions and tariffs - Government actions and regulations, including tariffs, export restrictions, and other trade protection measures, may materially increase costs, reduce margins, and potentially reduce consumer demand[122](index=122&type=chunk) - The company is actively mitigating cost pressure by diversifying suppliers, re-sourcing to lower-tariff countries, identifying cost reductions, and planning strategic price increases[122](index=122&type=chunk) - The specific impact of current and potential tariffs on business, results of operations, cash flows, and financial condition is uncertain but could be material[123](index=123&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the company's equity security repurchases, specifically shares withheld for taxes, and the remaining authorization under its share repurchase program - **23,765 shares** were withheld from vested restricted stock to satisfy tax requirements in July 2025, at an average price of **$20.83 per share**[125](index=125&type=chunk) - As of August 2, 2025, **$29.755 million** remained under the share repurchase authorization[125](index=125&type=chunk) [Item 5. Other Information](index=41&type=section&id=Item%205.%20Other%20Information) This section states that no directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the second quarter of Fiscal 2026 - No directors or officers adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the second quarter of Fiscal 2026[126](index=126&type=chunk) [Item 6. Exhibits](index=43&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Form 10-Q, including certifications, performance share unit agreements, and XBRL formatted financial data - Exhibits include certifications from the CEO and CFO pursuant to the Sarbanes-Oxley Act[127](index=127&type=chunk) - The financial statements are formatted in Inline XBRL (eXtensible Business Reporting Language)[127](index=127&type=chunk) [Signature](index=44&type=section&id=Signature) This section provides the official signature and date of filing for the Form 10-Q report - The report was signed by Cassandra E. Harris, Senior Vice President - Finance and Chief Financial Officer, on September 11, 2025[130](index=130&type=chunk)