What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-06-05 compared with 2025-12-05 · 145 added, 273 removed, 532 unchanged (44% of the section changed)

3 unchanged sentences

(Thousands, except per share amounts)

Thirteen Weeks Ended Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Net sales $ 1,113,821 $ 1,097,311

18 unchanged sentences

Diluted 45,677 50,634

Other comprehensive income

Other comprehensive income (loss)

Foreign currency translation adjustments, net of tax $ ( 1,081 ) $ 10,662

Derivative financial instruments, net of tax 2,054 ( 12,540 )

Other comprehensive income 4,798 1,545 6,121 2,522

Other comprehensive income (loss) 973 ( 1,878 )

Comprehensive income 69,092 79,861

7 unchanged sentences

(Thousands, except par value amounts)

November 1, 2025 February 1, 2025

May 2, 2026 January 31, 2026

Current assets:

29 unchanged sentences

Treasury stock, at average cost:

57,444 and 53,565 shares as of November 1, 2025 and February 1, 2025, respectively

58,869 and 58,295 shares as of May 2, 2026 and January 31, 2026, respectively

( 2,688,355 ) ( 2,590,446 )

10 unchanged sentences

(Thousands, except per share amounts)

Thirteen Weeks Ended November 1, 2025

Thirteen Weeks Ended May 2, 2026

Common Stock Paid-in

4 unchanged sentences

value Shares At average

Balance, August 2, 2025 47,067 $ 1,033 $ 404,883 $ 14,949 $ 3,414,033 $ ( 137,828 ) 56,233 $ ( 2,389,866 ) $ 1,307,204

Balance, January 31, 2026 45,005 $ 1,033 $ 421,662 $ 16,516 $ 3,697,814 $ ( 126,168 ) 58,295 $ ( 2,590,446 ) $ 1,420,411

Net income 985 67,134 68,119

7 unchanged sentences

( 3,695 ) ( 3,695 )

Ending balance at November 1, 2025 45,856 $ 1,033 $ 412,813 $ 14,567 $ 3,525,907 $ ( 133,030 ) 57,444 $ ( 2,489,880 ) $ 1,331,410

Thirteen Weeks Ended November 2, 2024

Common Stock Paid-in

capital Non-controlling interests Retained

earnings AOCL Treasury stock Total

stockholders’

outstanding Par

value Shares At average

Balance, August 3, 2024 51,069 $ 1,033 $ 408,293 $ 14,624 $ 2,877,969 $ ( 134,991 ) 52,231 $ ( 1,945,778 ) $ 1,221,150

Net income 1,885 131,979 133,864

Purchase of Common Stock ( 720 ) 720 ( 100,056 ) ( 100,056 )

Share-based compensation issuances and exercises 22 ( 1,180 ) ( 284 ) ( 22 ) ( 924 ) ( 2,388 )

Share-based compensation expense 9,527 9,527

Derivative financial instruments, net of tax 1,461 1,461

Foreign currency translation adjustments, net of tax 84 84

Distribution to noncontrolling interests, net

( 3,182 ) ( 3,182 )

Ending balance at November 2, 2024 50,371 $ 1,033 $ 416,640 $ 13,327 $ 3,009,664 $ ( 133,446 ) 52,929 $ ( 2,046,758 ) $ 1,260,460

(1) Includes commissions and excise tax on share repurchases

Abercrombie & Fitch Co.

2025 3Q Form 10-Q

Abercrombie & Fitch Co.

Condensed Consolidated Statements of Stockholders’ Equity

(Thousands, except per share amounts)

Thirty-Nine Weeks Ended November 1, 2025

Ending balance at May 2, 2026 44,431 $ 1,033 $ 395,493 $ 13,806 $ 3,757,114 $ ( 125,195 ) 58,869 $ ( 2,688,355 ) $ 1,353,896

Thirteen Weeks Ended May 3, 2025

Common Stock Paid-in

14 unchanged sentences

( 3,553 ) ( 3,553 )

Ending balance at November 1, 2025 45,856 $ 1,033 $ 412,813 $ 14,567 $ 3,525,907 $ ( 133,030 ) 57,444 $ ( 2,489,880 ) $ 1,331,410

Thirty-Nine Weeks Ended November 2, 2024

Common Stock Paid-in

capital Non-controlling interests Retained

earnings AOCL Treasury stock Total

stockholders’

outstanding Par

value Shares At average

Balance, February 3, 2024 50,500 $ 1,033 $ 421,609 $ 14,827 $ 2,643,629 $ ( 135,968 ) 52,800 $ ( 1,895,143 ) $ 1,049,987

Net income 5,324 378,997 384,321

Purchase of Common Stock ( 923 ) 923 ( 130,056 ) ( 130,056 )

Share-based compensation issuances and exercises 794 ( 35,092 ) ( 12,962 ) ( 794 ) ( 21,559 ) ( 69,613 )

Share-based compensation expense 30,123 30,123

Derivative financial instruments, net of tax 834 834

Foreign currency translation adjustments, net of tax 1,688 1,688

Distribution to noncontrolling interests, net

( 6,824 ) ( 6,824 )

Ending balance at November 2, 2024 50,371 $ 1,033 $ 416,640 $ 13,327 $ 3,009,664 $ ( 133,446 ) 52,929 $ ( 2,046,758 ) $ 1,260,460

Ending balance at May 3, 2025 47,643 $ 1,033 $ 396,750 $ 13,468 $ 3,272,657 $ ( 141,029 ) 55,657 $ ( 2,340,285 ) $ 1,202,594

(1) Includes commissions and excise tax on share repurchases

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.

Abercrombie & Fitch Co.

2 unchanged sentences

Condensed Consolidated Statements of Cash Flows

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Operating activities

Net income $ 68,119 $ 81,739

Adjustments to reconcile net income to net cash provided by operating activities:

Adjustments to reconcile net income to net cash provided by (used for) operating activities:

Depreciation and amortization 42,304 38,576

2 unchanged sentences

Loss on disposal 677 629

Provision for (benefit from) deferred income taxes 17,245 ( 9,881 )

Provision for deferred income taxes 5,116 9,549

Share-based compensation 12,075 10,591

Loss on extinguishment of debt — 1,114

Changes in assets and liabilities:

5 unchanged sentences

Other liabilities ( 4,923 ) ( 1,284 )

Net cash provided by operating activities 313,000 402,756

Net cash provided by (used for) operating activities 44,256 ( 4,000 )

Investing activities

Purchases of marketable securities

( 15,000 ) ( 55,000 )

Proceeds from maturities of marketable securities

2 unchanged sentences

Financing activities

Repayment/redemption of senior secured notes

— ( 223,331 )

Payment of debt modification costs and fees — ( 3,273 )

Purchases of Common Stock ( 105,018 ) ( 200,000 )

13 unchanged sentences

Supplemental information related to cash activities

Cash paid for interest — 9,527

Cash paid for income taxes 11,487 9,632

Cash paid for excise tax on share repurchases

Cash received from income tax refunds 49 319

8 unchanged sentences

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

INTERCHANGE FEE SETTLEMENT

REVENUE RECOGNITION

6 unchanged sentences

SEGMENT REPORTING

CONTINGENCIES

Abercrombie & Fitch Co.

25 unchanged sentences

Fiscal year Year ended/ending Number of weeks

Fiscal 2024 February 1, 2025 52

Fiscal 2025 January 31, 2026 52

Fiscal 2026 January 30, 2027 52

Fiscal 2027 January 29, 2028 52

Interim financial statements

The Condensed Consolidated Financial Statements as of November 1, 2025, and for the thirteen and thirty-nine week periods ended November 1, 2025 and November 2, 2024, are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim consolidated financial statements.

The Condensed Consolidated Financial Statements as of May 2, 2026, and for the thirteen week periods ended May 2, 2026 and May 3, 2025, are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim consolidated financial statements.

Accordingly, the Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto contained in A&F’s Annual Report on Form 10-K for Fiscal 2025 filed with the SEC on March 26, 2026 (the “Fiscal 2025 Form 10-K”).

The February 1, 2025 consolidated balance sheet data, included herein, were derived from audited consolidated financial statements, but do not include all disclosures required by accounting principles generally accepted in the U.S.

The January 31, 2026 consolidated balance sheet data, included herein, were derived from audited consolidated financial statements, but do not include all disclosures required by accounting principles generally accepted in the U.S.

In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments (which are of a normal recurring nature) necessary to state fairly, in all material respects, the financial position, results of operations and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for Fiscal 2026.

10 unchanged sentences

Accounting Standards Update (ASU) Description Effect on the financial statements or other significant matters

ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures

The update requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid.

The update is effective for annual periods beginning after December 15, 2024.

The guidance will be applied on a prospective basis with the option to apply the standard retrospectively.

Other than the new disclosure requirements, the adoption of this guidance will not have an impact on the Company’s consolidated financial statements.

ASU 2024-03 - Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

6 unchanged sentences

Early adoption is permitted.

Other than the new disclosure requirements, the adoption of this guidance will not have a impact on the Company’s consolidated financial statements.

Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company’s consolidated financial statements.

ASU 2025-06 - Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

6 unchanged sentences

The following table provides a reconciliation of cash and equivalents and restricted cash and equivalents to the amounts shown on the Condensed Consolidated Statements of Cash Flows:

(in thousands) Location November 1, 2025 February 1, 2025 November 2, 2024 February 3, 2024

(in thousands) Location May 2, 2026 January 31, 2026 May 3, 2025 February 1, 2025

Cash and equivalents Cash and equivalents $ 594,080 $ 759,540 $ 510,563 $ 772,727

2 unchanged sentences

Cash and equivalents and restricted cash and equivalents $ 601,416 $ 766,916 $ 518,525 $ 780,395

(1) Restricted cash and equivalents primarily consist of amounts on deposit with banks that are used as collateral for customary non-debt banking commitments and deposits into trust accounts to conform to standard insurance security requirements.

Abercrombie & Fitch Co.

7 unchanged sentences

The agreement with the financial institution does not require the Company to provide assets pledged as security or other forms of guarantees for the SCF program.

As of November 1, 2025 and February 1, 2025, $ 61.7 million and $ 88.4 million of SCF program liabilities were recorded in accounts payable in the Condensed Consolidated Balance Sheets, respectively.

As of May 2, 2026 and January 31, 2026, $ 49.9 million and $ 75.3 million of SCF program liabilities were recorded in accounts payable in the Condensed Consolidated Balance Sheets, respectively.

Amounts are reflected as cash used for operating activities in the Condensed Consolidated Statements of Cash Flows when settled.

INTERCHANGE FEE SETTLEMENT

Litigation settlement

During the second quarter of Fiscal 2025 , the Company entered into a settlement related to the resolution of a payment card interchange fee litigation in which it was a plaintiff.

The settlement resulted in a $ 39 million net benefit recorded in the Condensed Consolidated Statements of Operations and Comprehensive Income for the thirty-nine weeks ended November 1, 2025.

The net benefit is comprised of a $ 43 million settlement benefit recorded within selling expense and a $ 4 million settlement-related expense recorded within general and administrative expense.

REVENUE RECOGNITION

3 unchanged sentences

Contract liabilities

The following table details certain contract liabilities representing unearned revenue as of November 1, 2025, February 1, 2025, November 2, 2024, and February 3, 2024:

(in thousands) November 1, 2025 February 1, 2025 November 2, 2024 February 3, 2024

The following table details certain contract liabilities representing unearned revenue as of May 2, 2026, January 31, 2026, May 3, 2025, and February 1, 2025:

(in thousands) May 2, 2026 January 31, 2026 May 3, 2025 February 1, 2025

Gift card liability (1)

1 unchanged sentence

Loyalty programs liability 34,311 36,878 33,065 32,199

(1) Includes $ 21.2 million and $ 17.7 million of revenue recognized during the thirty-nine weeks ended November 1, 2025 and November 2, 2024, respectively, that was included in the gift card liability at the beginning of February 1, 2025 and February 3, 2024, respectively.

The following table details recognized revenue associated with the Company’s gift card program and loyalty programs for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

(1) Includes $ 13.4 million and $ 9.6 million of revenue recognized during the thirteen weeks ended May 2, 2026 and May 3, 2025, respectively, that was included in the gift card liability at the beginning of January 31, 2026 and February 1, 2025, respectively.

The following table details recognized revenue associated with the Company’s gift card program and loyalty programs for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Revenue associated with gift card redemptions and gift card breakage $ 31,477 $ 30,900

4 unchanged sentences

Net income per basic and diluted share attributable to A&F is computed based on the weighted-average number of outstanding shares of A&F’s Class A Common Stock, $0.01 par value (“Common Stock”).

The following table provides additional information pertaining to net income per share attributable to A&F for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides additional information pertaining to net income per share attributable to A&F for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Shares of Common Stock issued 103,300 103,300

4 unchanged sentences

Anti-dilutive shares (1)

584 250 600 329

(1) Reflects the total number of shares related to outstanding share-based compensation awards that have been excluded from the computation of net income per diluted share because the impact would have been anti-dilutive.

7 unchanged sentences

The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy.

The following table provides the three levels of the hierarchy and the distribution of the Company’s assets measured at fair value on a recurring basis, as of November 1, 2025 and February 1, 2025:

Assets and Liabilities at Fair Value as of November 1, 2025

The following table provides the three levels of the hierarchy and the distribution of the Company’s assets measured at fair value on a recurring basis, as of May 2, 2026 and January 31, 2026:

Assets and Liabilities at Fair Value as of May 2, 2026

(in thousands) Level 1 Level 2 Level 3 Total

2 unchanged sentences

Derivative instruments (2)

— 2,050 — 2,050

Rabbi Trust assets (3)

6 unchanged sentences

Total liabilities $ — $ 988 $ — $ 988

Assets and Liabilities at Fair Value as of February 1, 2025

Assets and Liabilities at Fair Value as of January 31, 2026

(in thousands) Level 1 Level 2 Level 3 Total

2 unchanged sentences

Derivative instruments (2)

— 4,315 — 4,315

Rabbi Trust assets (3)

3 unchanged sentences

Total assets $ 346,021 $ 75,531 $ — $ 421,552

Derivative instruments (2)

$ — $ 2,336 $ — $ 2,336

Total liabilities $ — $ 2,336 $ — $ 2,336

(1) Level 1 assets consisted of investments in money market funds and U.S.

2 unchanged sentences

(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.

(3) Level 1 assets consisted of investments in money market funds.

Level 2 assets consisted of trust-owned life insurance policies.

Abercrombie & Fitch Co.

2026 1Q Form 10-Q

(3) Level 1 assets consisted of investments in money market funds.

Level 2 assets consisted of trust-owned life insurance policies.

The Company’s Level 2 assets and liabilities consisted of:

5 unchanged sentences

PROPERTY AND EQUIPMENT, NET

The following table provides property and equipment, net as of November 1, 2025 and February 1, 2025:

(in thousands) November 1, 2025 February 1, 2025

The following table provides property and equipment, net as of May 2, 2026 and January 31, 2026:

(in thousands) May 2, 2026 January 31, 2026

Property and equipment, at cost $ 2,865,306 $ 2,815,744

1 unchanged sentence

Property and equipment, net $ 686,576 $ 674,079

Refer to Note 9, “ ASSET IMPAIRMENT ,” for details related to property and equipment impairment charges incurred during the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024.

Refer to Note 8, “ ASSET IMPAIRMENT ,” for details related to property and equipment impairment charges incurred during the thirteen weeks ended May 2, 2026 and May 3, 2025.

The Company is a party to leases related to its Company-operated retail stores, as well as for certain of its distribution centers, office space, information technology and equipment.

The following table provides a summary of the Company’s operating lease costs for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides a summary of the Company’s operating lease costs for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Single lease cost (1)

3 unchanged sentences

Operating lease right-of-use asset impairment (3)

1,331 233 2,403 1,043

Sublease income

4 unchanged sentences

(3) Refer to Note 8, “ ASSET IMPAIRMENT ,” for details related to operating lease right-of-use asset impairment charges.

The Company had minimum commitments related to operating lease contracts that have not yet commenced, primarily for certain Company-operated retail stores, of approximately $ 119.4 million as of November 1, 2025.

Abercrombie & Fitch Co.

1 unchanged sentence

ASSET IMPAIRMENT

The following table provides asset impairment charges for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides asset impairment charges for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Operating lease right-of-use asset impairment $ 668 $ 449

Property and equipment asset impairment 1,517 230

Intangible asset impairment

Total asset impairment $ 2,185 $ 679

Asset impairment charges for the thirty-nine weeks ended November 1, 2025 and November 2, 2024 related to certain of the Company’s store assets, in the Americas, EMEA and APAC segments.

The store impairment charges for the thirty-nine weeks ended November 1, 2025 reduced the then carrying amount of the impaired stores’ assets to their fair value of approximately $ 11.4 million, including $ 9.6 million related to operating lease right-of-use assets.

Asset impairment charges for the thirteen weeks ended May 2, 2026 and May 3, 2025 related to certain of the Company’s store assets, primarily in the EMEA and APAC segments.

The store impairment charges for the thirteen weeks ended May 2, 2026 reduced the then carrying amount of the impaired stores’ assets to their fair value of approximately $ 83.1 million, including $ 63.7 million related to operating lease right-of-use assets.

The quarterly provision for income taxes is based on the current estimate of the annual effective income tax rate and the tax effect of discrete items occurring during the quarter.

3 unchanged sentences

The impact of these items on the effective tax rate will be greater at lower levels of pre-tax earnings.

One Big Beautiful Bill Act

On July 4, 2025, House Resolution 1, also known as the One Big Beautiful Bill Act (“OBBBA”), was signed into law.

The OBBBA includes, among other provisions, changes to U.S.

corporate income tax law impacting the taxation of domestic and international business operations, including permanently extending certain expiring provisions of the Tax Cuts and Jobs Act, restoration of accelerated depreciation on capital expenditures, deductible research and experimental expenditures, and modifications to the international tax framework.

The enactment of the OBBBA did not have a material impact on the Company’s consolidated financial statements and disclosures.

Impact of valuation allowances

During the thirteen and thirty-nine weeks ended November 1, 2025, the Company did not recognize income tax benefits on $ 21.0 million and $ 52.8 million, respectively, of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $ 3.2 million and $ 8.1 million, respectively.

During the thirty-nine weeks ended November 1, 2025, the Company recorded income tax expense of $ 5.6 million for the establishment of an additional valuation allowance against the remaining net deferred tax assets in Japan.

As of November 1, 2025, the Company had foreign net deferred tax assets of approximately $ 40.3 million, including $ 15.5 million and $ 11.4 million in the United Kingdom and China, respectively.

During the thirteen weeks ended May 2, 2026, the Company did not recognize income tax benefits on $ 24.9 million of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $ 3.9 million.

As of May 2, 2026, the Company had foreign net deferred tax assets of approximately $ 39.1 million, including $ 13.6 million and $ 13.5 million in the United Kingdom and China, respectively.

While the Company believes that these net deferred tax assets are more-likely-than-not to be realized, it is not a certainty, as the Company continues to evaluate and respond to situations as they emerge.

1 unchanged sentence

Additional valuation allowances would result in additional tax expense.

During the thirteen and thirty-nine weeks ended November 2, 2024, the Company did not recognize income tax benefits on $ 7.7 million and $ 22.3 million, respectively, of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $ 1.2 million and $ 3.4 million, respectively.

As of February 1, 2025, there were approximately $ 8.2 million, $ 5.4 million, and $ 13.4 million of net deferred tax assets in China, Japan, and the United Kingdom, respectively.

During the thirteen weeks ended May 3, 2025, the Company did not recognize income tax benefits on $ 10.0 million of pre-tax losses, primarily in Switzerland, resulting in adverse tax impacts of $ 1.5 million.

As of January 31, 2026, the Company had foreign net deferred tax assets of approximately $ 35.1 million, including $ 13.2 million, and $ 11.7 million in the United Kingdom and China, respectively.

Share-based compensation

Refer to Note 12, “ SHARE-BASED COMPENSATION ,” for details on income tax benefits and charges related to share-based compensation awards during the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024.

Refer to Note 11, “ SHARE-BASED COMPENSATION ,” for details on income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 2, 2026 and May 3, 2025.

Abercrombie & Fitch Co.

4 unchanged sentences

Financial Statements and Supplementary Data” of the Fiscal 2025 Form 10-K.

The Company did not have any borrowings outstanding under the ABL Facility as of November 1, 2025 or as of February 1, 2025.

As of November 1, 2025, availability under the ABL Facility was $ 499.5 million, net of $ 0.5 million in outstanding stand-by letters of credit.

As the Company must maintain excess availability equal to the greater of 10% of the loan cap or $36 million under the ABL Facility, borrowing capacity available to the Company under the ABL Facility was $ 449.5 million as of November 1, 2025.

The Company did not have any borrowings outstanding under the ABL Facility as of May 2, 2026 or as of January 31, 2026.

As of May 2, 2026, availability under the ABL Facility was $ 499.5 million, net of $ 0.5 million in outstanding stand-by letters of credit.

Representations, warranties and covenants

8 unchanged sentences

Certain of the agreements related to the ABL Facility also contain certain affirmative covenants, including reporting requirements such as delivery of financial statements, certificates and notices of certain events, maintaining insurance and providing additional guarantees and collateral in certain circumstances.

The Company was in compliance with all debt covenants under these agreements as of November 1, 2025.

The Company was in compliance with all debt covenants under these agreements as of May 2, 2026.

SHARE-BASED COMPENSATION

Financial statement impact

The following table provides share-based compensation expense and the related income tax impacts for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides share-based compensation expense and the related income tax impacts for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Share-based compensation expense $ 12,075 $ 10,591

Income tax benefits associated with share-based compensation expense recognized

1,421 1,287 4,306 3,805

The following table provides discrete income tax benefits and charges related to share-based compensation awards during the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides discrete income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Income tax discrete benefits realized for tax deductions related to the issuance of shares

$ 3,559 $ 4,591

The following table provides the amount of employee tax withheld by the Company upon the issuance of shares associated with restricted stock units vesting and the exercise of stock appreciation rights for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides the amount of employee tax withheld by the Company upon the issuance of shares associated with restricted stock units vesting for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Employee tax withheld upon issuance of shares (1)

4 unchanged sentences

Restricted stock units

The following table provides the summarized activity for restricted stock units for the thirty-nine weeks ended November 1, 2025:

The following table provides the summarized activity for restricted stock units for the thirteen weeks ended May 2, 2026:

Service-based Restricted

10 unchanged sentences

Date Fair Value

Unvested at February 1, 2025 1,173,185 $ 47.95 424,541 $ 40.76 212,287 $ 58.95

Unvested at January 31, 2026 975,804 $ 66.81 342,566 $ 56.31 171,304 $ 74.95

Granted 357,454 86.47 100,324 86.42 50,168 109.30

3 unchanged sentences

Forfeited ( 13,109 ) 71.80 — — — —

Unvested at November 1, 2025 (1)

Unvested at May 2, 2026 (1)

893,203 $ 80.72 246,452 $ 90.85 123,248 $ 115.83

1 unchanged sentence

Unvested shares related to restricted stock units with performance-based and market-based vesting conditions can be achieved from zero up to 200% of their target vesting amount.

The following table provides the unrecognized compensation cost and the remaining weighted-average period over which these costs are expected to be recognized for restricted stock units as of November 1, 2025:

Service-based Restricted

4 unchanged sentences

Remaining weighted-average period cost is expected to be recognized (years)

The following table provides additional information pertaining to restricted stock units for the thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024

The following table provides additional information pertaining to restricted stock units for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Service-based restricted stock units:

7 unchanged sentences

Total grant date fair value of awards vested 8,094 7,214

The following table provides the weighted-average assumptions used for market-based restricted stock units in the Monte Carlo simulation during the thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

The following table provides the weighted-average assumptions used for market-based restricted stock units in the Monte Carlo simulation during the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Grant date market price $ 86.42 $ 78.69

3 unchanged sentences

Risk-free interest rate 3.6 % 3.8 %

Dividend yield — —

Average volatility of peer companies 48.2 45.6

5 unchanged sentences

The Company does not use forward contracts to engage in currency speculation and does not enter into derivative financial instruments for trading purposes.

The Company uses derivative instruments, primarily foreign currency exchange forward contracts designated as cash flow hedges, to hedge the foreign currency exchange rate exposure associated with forecasted foreign-currency-denominated intercompany inventory sales to foreign subsidiaries and the related settlement of the foreign-currency-denominated intercompany receivables.

Fluctuations in foreign currency exchange rates will either increase or decrease the Company’s intercompany equivalent cash flows and affect the Company’s U.S.

The Company uses derivative instruments, primarily forward contracts designated as cash flow hedges, to hedge the foreign currency exchange rate exposure associated with forecasted foreign-currency-denominated intercompany inventory transactions with foreign subsidiaries before inventory is sold to third parties.

Fluctuations in exchange rates will either increase or decrease the Company’s intercompany equivalent cash flows and affect the Company’s U.S.

dollar earnings.

2 unchanged sentences

These foreign currency exchange forward contracts typically have a maximum term of twelve months.

The sale of the inventory to the Company’s customers will result in the reclassification of related derivative gains and losses that are reported in AOCL into earnings.

The Company also uses foreign currency exchange forward contracts to hedge certain foreign-currency-denominated net monetary assets/liabilities.

Examples of monetary assets/liabilities include cash balances, receivables and payables.

Fluctuations in foreign currency exchange rates result in transaction gains or losses being recorded in earnings, as GAAP requires that monetary assets/liabilities be remeasured at the spot exchange rate at quarter-end and upon settlement.

The Company has chosen not to apply hedge accounting to these instruments because there are no anticipated differences in the timing of gain or loss recognition on the hedging instruments and the hedged items.

As of November 1, 2025, the Company had outstanding the following foreign currency exchange forward contracts that were entered into to hedge either a portion, or all, of forecasted foreign-currency-denominated intercompany transactions:

The conversion of the inventory to cost of sales, exclusive of depreciation and amortization, will result in the reclassification of related derivative gains and losses that are reported in AOCL on the Condensed Consolidated Balance Sheets into earnings.

The Company also uses foreign currency exchange forward contracts to hedge certain foreign-currency-denominated net monetary assets and liabilities, such as cash balances, receivables and payables.

Fluctuations in foreign currency exchange rates result in transaction gains or losses being recorded in earnings, as monetary assets and liabilities are remeasured at the spot exchange rate at quarter-end and upon settlement.

The Company has chosen not to apply hedge accounting to these instruments because there are no differences in the timing of gain or loss recognition on the hedging instruments and the hedged items.

As of May 2, 2026, the Company had outstanding the following foreign currency exchange forward contracts that were entered into to hedge either a portion, or all, of forecasted foreign-currency-denominated intercompany transactions:

(in thousands) Notional Amount (1)

3 unchanged sentences

(1) Amounts reported are the U.S.

dollar notional amounts outstanding as of November 1, 2025.

As of November 1, 2025, the Company had outstanding the following foreign currency exchange forward contracts that were entered into to hedge foreign-currency-denominated net monetary assets and liabilities:

dollar notional amounts outstanding as of May 2, 2026.

As of May 2, 2026, the Company had outstanding the following foreign currency exchange forward contracts that were entered into to hedge foreign-currency-denominated net monetary assets and liabilities:

(in thousands) Notional Amount (1)

British pound $ 9,341

(1) Amounts reported are the U.S.

Dollar notional amounts outstanding as of November 1, 2025.

dollar notional amounts outstanding as of May 2, 2026.

The fair value of derivative instruments is determined using quoted market prices of the same or similar instruments, adjusted for counterparty risk.

The following table provides the location and amounts of derivative fair values of foreign currency exchange forward contracts on the Condensed Consolidated Balance Sheets as of November 1, 2025 and February 1, 2025:

(in thousands) Location November 1, 2025 February 1, 2025 Location November 1, 2025 February 1, 2025

(in thousands) Location May 2, 2026 January 31, 2026 Location May 2, 2026 January 31, 2026

Derivatives designated as cash flow hedging instruments Other current assets

$ 354 $ 24 Accrued expenses

$ 946 $ 2,336

Derivatives not designated as hedging instruments

2 unchanged sentences

$ 367 $ 350 $ 988 $ 2,336

The following table provides information pertaining to derivative gains or losses from foreign currency exchange forward contracts designated as cash flow hedging instruments for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

Gain (loss) recognized in AOCL (1)

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Net gain (loss) recognized in AOCL (1)

$ 1,390 $ ( 11,336 )

(Loss) gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization (2)

Net (loss) gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization (2)

( 695 ) 1,600

(1) Amount represents the change in fair value of derivative instruments.

(2) Amount represents (loss) gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) when the hedged item affects earnings, which is when merchandise is converted to cost of sales, exclusive of depreciation and amortization.

(2) Amount represents gains and losses reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income when the hedged item affects earnings, which is when merchandise is converted to cost of sales, exclusive of depreciation and amortization.

Substantially all of the unrealized gain will be recognized in costs of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income over the next twelve months .

Abercrombie & Fitch Co.

2026 1Q Form 10-Q

The following table provides additional information pertaining to derivative gains or losses from foreign currency exchange forward contracts not designated as hedging instruments for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

(Loss) gain, net recognized in other operating (income) loss, net

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

Net (loss) gain, net recognized in other operating (income) loss, net

$ ( 111 ) $ 366

ACCUMULATED OTHER COMPREHENSIVE LOSS

The following tables provide activity in AOCL for the thirteen and thirty-nine weeks ended November 1, 2025:

Thirteen Weeks Ended November 1, 2025

The following tables provide activity in AOCL for the thirteen weeks ended May 2, 2026:

Thirteen Weeks Ended May 2, 2026

(in thousands) Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Derivative Financial Instruments Total

Beginning balance at August 2, 2025 $ ( 131,068 ) $ ( 6,760 ) $ ( 137,828 )

Beginning balance at January 31, 2026 $ ( 123,535 ) $ ( 2,633 ) $ ( 126,168 )

Other comprehensive (loss) income before reclassifications ( 1,081 ) 1,390 309

Reclassified loss from AOCL (1)

— 3,561 3,561

Reclassified net loss from AOCL (1)

Tax effect — ( 31 ) ( 31 )

Other comprehensive (loss) income after reclassifications ( 1,081 ) 2,054 973

Ending balance at November 1, 2025 $ ( 131,688 ) $ ( 1,342 ) $ ( 133,030 )

Thirty-Nine Weeks Ended November 1, 2025

Ending balance at May 2, 2026 $ ( 124,616 ) $ ( 579 ) $ ( 125,195 )

(1) Amount represents gains and losses reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following tables provide activity in AOCL for the thirteen weeks ended May 3, 2025:

Thirteen Weeks Ended May 3, 2025

(in thousands) Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Derivative Financial Instruments Total

1 unchanged sentence

Other comprehensive income (loss) before reclassifications 10,662 ( 11,336 ) ( 674 )

Reclassified loss from AOCL (1)

Reclassified net gain from AOCL (1)

— ( 1,600 ) ( 1,600 )

1 unchanged sentence

Other comprehensive income (loss) after reclassifications 10,662 ( 12,540 ) ( 1,878 )

Ending balance at November 1, 2025 $ ( 131,688 ) $ ( 1,342 ) $ ( 133,030 )

(1) Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following tables provide activity in AOCL for the thirteen and thirty-nine weeks ended November 2, 2024:

Thirteen Weeks Ended November 2, 2024

(in thousands) Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Derivative Financial Instruments Total

Beginning balance at August 3, 2024 $ ( 134,928 ) $ ( 63 ) $ ( 134,991 )

Other comprehensive income before reclassifications 84 1,162 1,246

Reclassified loss from AOCL (1)

Tax effect — ( 52 ) ( 52 )

Other comprehensive income after reclassifications 84 1,461 1,545

Ending balance at November 2, 2024 $ ( 134,844 ) $ 1,398 $ ( 133,446 )

Thirty-Nine Weeks Ended November 2, 2024

(in thousands) Foreign Currency Translation Adjustment Unrealized Gain (Loss) on Derivative Financial Instruments Total

Beginning balance at February 3, 2024 $ ( 136,532 ) $ 564 $ ( 135,968 )

Other comprehensive income before reclassifications 1,688 1,604 3,292

Reclassified gain from AOCL (1)

— ( 659 ) ( 659 )

Tax effect — ( 111 ) ( 111 )

Other comprehensive income after reclassifications 1,688 834 2,522

Ending balance at November 2, 2024 $ ( 134,844 ) $ 1,398 $ ( 133,446 )

(1) Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

Abercrombie & Fitch Co.

2025 3Q Form 10-Q

Ending balance at May 3, 2025 $ ( 133,221 ) $ ( 7,808 ) $ ( 141,029 )

SEGMENT REPORTING

12 unchanged sentences

Operating income (loss) for each segment includes net sales to third parties, related cost of sales and operating expenses directly attributed to the segment.

Corporate/other expenses include expenses incurred that are not directly attributed to a reportable segment and primarily relate to corporate or global functions such as design, sourcing, brand management, corporate strategy, information technology, finance, treasury, legal, human resources, and other corporate support services, as well as certain globally managed components of the planning, merchandising, and marketing functions.

Abercrombie & Fitch Co.

2026 1Q Form 10-Q

strategy, information technology, finance, treasury, legal, human resources, and other corporate support services, as well as certain globally managed components of the planning, merchandising, and marketing functions.

The Company reports inventories by segment as that information is used by the CODM in determining allocation of resources to the segments.

The Company does not report its other assets by segment as that information is not used by the CODM in assessing segment performance or allocating resources.

The following tables provide the Company’s segment information as of November 1, 2025, February 1, 2025 and November 2, 2024, and for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended November 1, 2025

The following tables provide the Company’s segment information for the thirteen weeks ended May 2, 2026 and May 3, 2025 and as of May 2, 2026, January 31, 2026 and May 3, 2025:

Thirteen Weeks Ended May 2, 2026

(in thousands)

20 unchanged sentences

Total capital expenditures $ 61,341

Abercrombie & Fitch Co.

2025 3Q Form 10-Q

Thirteen Weeks Ended November 2, 2024

Thirteen Weeks Ended May 3, 2025

(in thousands) Americas (1)

22 unchanged sentences

Net sales in the U.S.

were $ 1.0 billion and $ 0.9 billion for the thirteen weeks ended November 1, 2025 and November 2, 2024, respectively.

were $ 0.9 billion and $ 0.8 billion for the thirteen weeks ended May 2, 2026 and May 3, 2025, respectively.

(2) Included in selling expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.

1 unchanged sentence

(4) Corporate and other unallocated expenses represent corporate overhead expenses that have not been allocated to any segment.

Thirty-Nine Weeks Ended November 1, 2025

(in thousands)

EMEA APAC Total

Net sales $ 2,906,452 $ 576,756 $ 113,282 $ 3,596,490

Cost of sales, exclusive of depreciation and amortization 1,086,523 223,634 42,236 1,352,393

Store occupancy (2)

268,614 89,859 33,078 391,551

Fulfillment (2)

248,853 67,749 14,450 331,052

Other expense (3)

467,087 133,466 40,201 640,754

Segment income (loss) $ 835,375 $ 62,048 $ ( 16,683 ) $ 880,740

Operating loss not attributed to segments:

Corporate and other unallocated expenses (4)

Operating income $ 463,212

Interest income, net

Income before income taxes

Depreciation and amortization $ 65,021 $ 17,696 $ 5,731 $ 88,448

Depreciation and amortization not attributed to segments 26,118

Total depreciation and amortization $ 114,566

Capital expenditures $ 113,107 $ 30,733 $ 12,784 $ 156,624

Capital expenditures not attributed to segments 28,588

Total capital expenditures $ 185,212

Abercrombie & Fitch Co.

2026 1Q Form 10-Q

Thirty-Nine Weeks Ended November 2, 2024

(in thousands) Americas (1)

EMEA APAC Total

Net sales $ 2,707,794 $ 546,052 $ 109,824 $ 3,363,670

Cost of sales, exclusive of depreciation and amortization 929,867 195,891 37,261 1,163,019

Store occupancy (2)

243,066 86,724 26,875 356,665

Fulfillment (2)

260,742 57,650 13,054 331,446

Other expense (3)

442,110 121,538 40,382 604,030

Segment income (loss) $ 832,009 $ 84,249 $ ( 7,748 ) $ 908,510

Operating loss not attributed to segments:

Corporate and other unallocated expenses (4)

Operating income $ 484,756

Interest income, net

Income before income taxes

Depreciation and amortization $ 64,258 $ 19,560 $ 6,113 $ 89,931

Depreciation and amortization not attributed to segments 26,679

Total depreciation and amortization $ 116,610

Capital expenditures $ 74,209 $ 9,951 $ 10,375 $ 94,535

Capital expenditures not attributed to segments 37,505

Total capital expenditures $ 132,040

(1) Includes the U.S., Canada, and Latin America.

Net sales in the U.S.

were $2.8 billion and $2.6 billion for the thirty-nine weeks ended November 1, 2025 and November 2, 2024, respectively.

(2) Included in selling expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.

(3) Other expense includes store payroll, other direct store controllable and marketing expenses included in selling expense, as well as allocated and support related expenses included in general and administrative expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.

(4) Corporate and other unallocated expenses represent corporate overhead expenses that have not been allocated to any segment.

(in thousands) November 1, 2025 February 1, 2025 November 2, 2024

(in thousands) May 2, 2026 January 31, 2026 May 3, 2025

Americas $ 425,739 $ 480,078 $ 432,576

5 unchanged sentences

Total assets $ 3,452,964 $ 3,541,874 $ 3,096,176

The Company’s long-lived assets and intellectual property, which primarily relates to trademark assets associated with the Company’s global operations, by geographic area as of November 1, 2025, February 1, 2025 and November 2, 2024 were as follows:

(in thousands) November 1, 2025 February 1, 2025 November 2, 2024

The Company’s long-lived assets and intellectual property, which primarily relates to trademark assets associated with the Company’s global operations, by geographic area as of May 2, 2026, January 31, 2026 and May 3, 2025 were as follows:

(in thousands) May 2, 2026 January 31, 2026 May 3, 2025

Americas (1) (2)

5 unchanged sentences

Long-lived assets and intellectual property located in the U.S.

were $ 1.1 billion, $ 965 million, and $ 982 million as of November 1, 2025, February 1, 2025, and November 2, 2024, respectively.

(2) Includes intellectual property of $ 2.9 million, $ 2.9 million, and $ 2.9 million as of November 1, 2025, February 1, 2025, and November 2, 2024, respectively.

(3) Includes intellectual property of $ 15.0 million, $ 16.6 million, and $ 16.8 million as of November 1, 2025, February 1, 2025, and November 2, 2024, respectively.

were $ 1.2 billion, $ 1.1 billion, and $ 1.0 billion as of May 2, 2026, January 31, 2026, and May 3, 2025, respectively.

(2) Includes intellectual property of $ 2.9 million, $ 2.9 million, and $ 2.9 million as of May 2, 2026, January 31, 2026, and May 3, 2025, respectively.

(3) Includes intellectual property of $ 14.6 million, $ 14.8 million, and $ 16.4 million as of May 2, 2026, January 31, 2026, and May 3, 2025, respectively.

Brand Information

The following table provides additional disaggregated revenue information, which is categorized by brand, for the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024:

Thirteen Weeks Ended Thirty-Nine Weeks Ended

(in thousands) November 1, 2025 November 2, 2024 November 1, 2025 November 2, 2024

The following table provides additional disaggregated revenue information, which is categorized by brand, for the thirteen weeks ended May 2, 2026 and May 3, 2025:

Thirteen Weeks Ended

(in thousands) May 2, 2026 May 3, 2025

$ 564,719 $ 547,947

1 unchanged sentence

Total $ 1,113,821 $ 1,097,311

CONTINGENCIES

On February 20, 2026, the U.S.

Supreme Court ruling invalidated tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”), striking down the 10% universal baseline tariff, as well as the country-specific tariffs.

On March 4, 2026, the U.S.

Court of International Trade issued an order directing U.S.

Customs and Border Protection to refund IEEPA tariffs that were previously collected.

The Company will apply a gain contingency model in accordance with Accounting Standards Codification Topic 450, C ontingencies , to account for potential refunds of previously paid IEEPA tariffs.

Under this model, a gain contingency is not recognized in the condensed consolidated financial statements until the gain is realized or realizable.

Any refunds, when recognized, would be reflected as a reduction of Inventories on the Condensed Consolidated Balance Sheet to the extent the related goods remain on hand, or as a reduction of Cost of sales in the Condensed Consolidated Statements of Operations and Comprehensive Income for amounts related to goods already sold.

Following the February 2026 U.S.

Supreme Court decision invalidating certain tariffs imposed under IEEPA, the Company applied for refunds of IEEPA-tariffs previously paid.

As of May 2, 2026, the Company had not recognized any amounts related to any potential refunds.The approval, timing, and amount of any refunds are uncertain.

Abercrombie & Fitch Co.

1 unchanged sentence

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements