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Item 2. Management’s Discussion and Analysis

2026-06-10 compared with 2025-12-09 · 151 added, 208 removed, 264 unchanged (58% of the section changed)

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Forward-looking statements include all statements that are not historical facts, including statements reflecting our current views with respect to, among other things, our operations and financial performance.

These forward-looking statements are included throughout this Quarterly Report, including this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in the section entitled “Risk Factors,” and relate to matters such as macroeconomic conditions, our industry, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating information.

These forward-looking statements are included throughout this Quarterly Report, including in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in the section entitled Part II, Item 1A.

“Risk Factors,” and relate to matters such as our industry, business strategy, goals and expectations concerning our market position, future operations, margins, profitability, capital expenditures, liquidity and capital resources and other financial and operating information.

We have used the words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable,” the negative version of these words or similar terms and phrases to identify forward-looking statements in this Quarterly Report.

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However, there can be no assurance that management’s expectations, beliefs and projections will result or be achieved.

Actual results may differ materially from these expectations due to changes in global, regional or local economic, business, competitive, market, regulatory and other factors that could affect overall consumer spending or our industry, including the possible effect of ongoing macroeconomic challenges, inflation and higher interest rates, trade policy changes or additional tariffs or changes in tariffs, geopolitical tensions, or changes to the financial health of our customers, many of which are beyond our control.

We believe that these factors include but are not limited to those described under “Risk Factors” in the Company's Annual Report, as such risk factors may be updated from time to time in our periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov.

We believe that these factors include but are not limited to those described under the section entitled “Risk Factors” in the Company’s Annual Report, as such risk factors may be updated from time to time in our periodic filings with the Securities and Exchange Commission, or SEC, and are accessible on the SEC's website at www.sec.gov.

Any forward-looking statement made by us in this Quarterly Report speaks only as of the date of this Quarterly Report and are expressly qualified in their entirety by the cautionary statements included in this Quarterly Report.

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We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws.

The following is a summary of the principal factors that make an investment in our securities speculative or risky (all of which are more fully described in the section entitled “Risk Factors” in the Annual Report, as the same may be updated by subsequent Forms 10-Q):

The following is a summary of the principal factors that make an investment in our securities speculative or risky (all of which are more fully described in the section entitled Part I, Item 1A.

“Risk Factors” in the Annual Report, as the same may be updated by subsequent Forms 10-Q):

Risks Related to Our Business and Industry

• overall decline in the health of the economy and consumer discretionary spending;

• risks associated with our reliance on internationally manufactured merchandise, including in China, which exposes us to various international risks, including additional tariffs and our ability to successfully reduce our direct cost exposure to China;

• risks associated with our reliance on internationally manufactured merchandise which exposes us to various international risks, including additional tariffs;

• our ability to operate, update or implement our information systems;

• our ability to manage our use of machine learning and other types of artificial intelligence in our business;

• our ability to manage our inventory balances;

• our ability to predict or effectively react to changes in consumer tastes and preferences, to acquire and sell brand name merchandise at competitive prices and/or to manage our inventory balances;

• our ability to predict or effectively react to changes in consumer tastes and preferences, and/or to acquire and sell brand name merchandise at competitive prices;

• risks associated with our e-commerce business;

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• intense competition in the sporting goods and outdoor recreation retail industries;

• risks associated with disruptions in our supply chain and losses of merchandise purchasing incentives;

• risks associated with disruptions in our supply chain;

• our ability to successfully continue our store growth plans or manage our growth effectively, or any failure of our new stores to generate sales and/or achieve profitability;

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• the geographic concentration of our stores;

• our ability to attract, retain and train key personnel;

• fluctuations in merchandise (including raw materials) costs and availability;

• any disruption in the operation of our distribution centers;

• our reliance on key personnel to support our existing business and future initiatives;

• our reliance on key personnel (including our executive officers) to support our existing business and future initiatives;

• our reliance on suppliers to supply us with merchandise that we purchase for resale;

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• our ability to comply with laws and regulations affecting our business, including those relating to the sale, manufacture and import of consumer products;

• claims, demands and lawsuits to which we are, and may in the future, be subject and the risk that our insurance or

indemnities coverage may not be sufficient;

• claims, demands and lawsuits to which we are, and may in the future, be subject;

• our insurance or indemnities coverage may be insufficient;

• risks related to product safety;

• risks related to climate change and other sustainability-related matters;

• our ability to protect our intellectual property and avoid the infringement of third-party intellectual property rights.

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• our ability to incur substantially more debt;

• our variable rate indebtedness subjects us to interest rate risk;

• our ability to generate sufficient cash to service all of our indebtedness;

• restrictions on our current and future operations imposed by the terms of our indebtedness;

• our variable rate indebtedness subjects us to interest rate risk;

• our ability to borrow under the ABL Facility (as defined above);

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Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual results may vary in material respects from those projected in these forward-looking statements.

The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited financial statements and related notes included elsewhere in this Quarterly Report for the thirteen and thirty-nine weeks ended November 1, 2025 and our audited financial statements for the fiscal year ended February 1, 2025 and the section entitled “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in the Annual Report.

The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited financial statements and related notes included elsewhere in this Quarterly Report for the thirteen weeks ended May 2, 2026 and our audited financial statements for the fiscal year ended January 31, 2026 and the section entitled “Management's Discussion and Analysis of Financial Condition and Results of Operations” included in the Annual Report.

All references to “Academy,” “Academy Sports + Outdoors,” “ASO, Inc.,” “we,” “us,” “our” or the “Company” in this Quarterly Report refer to Academy Sports and Outdoors, Inc., a Delaware corporation and the current parent holding company of our operations, and its consolidated subsidiaries.

We conduct our operations through our indirect subsidiary, Academy, Ltd., a Texas limited partnership doing business as “Academy Sports + Outdoors”, or Academy, Ltd.

We conduct our operations primarily through our indirect subsidiary, Academy, Ltd., a Texas limited partnership doing business as “Academy Sports + Outdoors”, or Academy, Ltd .

All of the Company's sales and business operations occur at Academy, Ltd., and Academy, Ltd., is also the borrower and/or issuer of the Company's long-term debt and lessee of facilities.

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References to any year, quarter, or month mean our fiscal year, fiscal quarter, and fiscal month, respectively, unless the context requires otherwise.

References to the “current quarter,” “2025 third quarter,” or similar reference refers to the thirteen week period ended November 1, 2025, and any reference to the “prior year quarter,” “2024 third quarter” or similar reference refers to the thirteen week period ended November 2, 2024.

References to the “current quarter,” “2026 first quarter,” or similar reference refers to the thirteen week period ended May 2, 2026, and any reference to the “prior year quarter,” “2025 first quarter” or similar reference refers to the thirteen week period ended May 3, 2025.

Unless otherwise specified, all comparisons regarding the current period of 2026 are made to the corresponding period of 2025.

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Our mission is to provide “Fun for All”, and we fulfill this mission with a localized merchandising strategy and value proposition that deeply connect with a broad range of consumers.

Our product assortment focuses on key categories of outdoor, sports and recreation, apparel, and footwear (represen ting 32%, 21%, 25%, and 22% of our 2025 third quarter net sales, respectively) through both leading national brands and a portfolio of private label brands, which go well beyond traditional sporting goods and apparel offerings.

Our product assortment focuses on key categories of outdoor, sports and recreation, apparel, and footwear (representing 30%, 25%, 24%, and 21% of our 2026 first quarter net sales, respectively) through both leading national brands and a portfolio of private label brands, which go well beyond traditional sporting goods and apparel offerings.

We sell a range of sporting and outdoor recreation products, including sporting equipment, apparel, footwear, camping gear, patio furniture, outdoor cooking equipment, and hunting and fishing gear, among many others.

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We provide locally relevant offerings, such as crawfish boilers in Louisiana, licensed apparel for area sports fans, baits and lures for area fishing spots, and beach towels in coastal markets.

As of November 1, 2025, we operated 317 stores that range in size from approximately 40,000 to 130,000 gross square feet, with an average size of approximately 70,000 gross square feet, throughout 21 contiguous states located primarily in the southern United States.

As of May 2, 2026, we operated 324 stores that range in size from approximately 40,000 to 130,000 gross square feet, with an average size of approximately 70,000 gross square feet, throughout 21 contiguous states located primarily in the southern United States.

Our stores are supported by approximately 22,000 team members, three distribution centers, and our e-commerce platform, which includes our website at www.academy.com and our mobile app.

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The following table summarizes store activity for the periods indicated:

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Beginning stores 322 298

Q1 new stores 2 5

Q2 new stores 3 1

Q3 new stores 11 8

Ending stores 324 303

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Comparable Sales.

We define comparable sales as the percentage of period-over-period net sales increase or decrease, in the aggregate, for stores open after thirteen full fiscal months, as well as for all e-commerce sales.

Comparable sales include stores open after thirteen full fiscal months as well as all e-commerce sales.

There may be variations in the way in which some of our competitors and other retailers calculate comparable sales.

As a result, data in this Quarterly Report regarding our comparable sales may not be comparable to similar data made available by other retailers.

Stores which have been significantly remodeled or relocated are removed from this calculation until the new store has been in operation for substantially all of the periods being compared.

Stores which have been closed for an extended period of time due to circumstances beyond our control are also removed from the calculation.

Any sales made through our website or mobile app are allocated to e-commerce sales for the purpose of measuring comparable sales, regardless of how those sales are fulfilled, whether shipped to home or picked up in-store or curbside through our buy-online-pickup-in-store program (“BOPIS”).

For example, all BOPIS transactions, which are originated by our website, are allocated to e-commerce sales for the purpose of comparable sales, despite the fact that our customers pick-up these purchases from a specific store.

Stores which have been closed for an extended period of time are removed from the calculation.

E-commerce sales include omni-channel sales fulfilled by our stores.

For example, all buy-online-pickup-in-store (“BOPIS”) transactions are allocated to e-commerce sales for the purpose of comparable sales, despite the fact that our customers pick-up these purchases from a specific store.

Increases or decreases in e-commerce between periods being compared directly impact the comparable sales results.

Various factors affect comparable sales, including consumer preferences, buying trends and overall economic trends;

Various factors affect comparable sales, including consumer preferences;

buying trends and overall economic trends;

our ability to identify and respond effectively to customer preferences and local and regional trends;

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the number of items purchased per visit and average order value;

unseasonal or extreme weather;

a shift in the timing of a holiday between comparable periods;

and the number of stores that have been in operation for more than thirteen months.

and the number of stores that have been in operation for more than thirteen fiscal months.

Transactions and average ticket.

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We define average ticket as total sales divided by the number of transactions during a given period, which tells us the average amount the customer is spending on a purchase.

Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow.

Management uses Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other peer companies using similar measures.

Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow.

Management uses Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions, and to compare our performance against that of other peer companies using similar measures.

Management also uses Adjusted EBIT as a performance target to establish and award discretionary annual incentive compensation.

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Net sales are derived from in-store and e-commerce merchandise sales, net of sales tax and an allowance for merchandise returns.

Net sales fluctuations can be driven by new store openings, comparable sales increases or decreases including e-commerce sales, our ability to adjust inventory based on sales fluctuations, our management of vendor relations and meeting customer demand, allowances and logistics, seasonality, unseasonal or extreme weather, changes in consumer shopping preferences, consumer discretionary spending, and market and sales promotions.

We must maintain sufficient inventory levels of merchandise that our customers desire to successfully operate our business.

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Conversely, we also must seek to avoid accumulating excess inventory to avoid markdowns and clearance which negatively impact sales and gross margin.

We have deployed several new tools over recent years to improve inventory handling and vendor management, including third-party programs to analyze our inventory stock and execute a disciplined markdown strategy throughout the year at every location.

This implementation, along with other factors, has allowed us to improve our inventory management in stores over the past few years.

We have coupled these tools with the data we have been able to collect from our Academy Credit Card program, our customer database and targeted customer surveys, so that we can better estimate future inventory requirements.

We have deployed several tools to improve inventory handling and vendor management, including third-party programs to analyze our inventory stock, execute a disciplined markdown strategy and improve our inventory management throughout the year at every location.

We have coupled these tools with the data we collect from our myAcademy Rewards program, our customer database and targeted customer surveys, so that we can better estimate future inventory requirements.

It is imperative that we continue to find innovative ways to strengthen our inventory management if we are to remain competitive and expand our margins on a go-forward basis.

We have continued to add private label brand products to our assortment of products, which we generally price lower than the national brand products of comparable quality that we also offer.

Our broad assortment gives us an advantage over mass general merchants who typically do not carry the full assortment of leading national brands sold at Academy.

We have also continued to add private label brands to our assortment of products, which we generally price lower than the national brand products of comparable quality that we also offer.

A shift in our sales mix in which we sell more units of our private label brand products and fewer units of the national brand products would generally have a positive impact on our gross margin rate but an adverse impact on our total net sales.

Furthermore, our softgoods merchandise divisions, which consist of apparel and footwear, have higher margins than our hardgoods merchandise divisions, which consist of outdoors and sports and recreation.

A shift in sales mix toward softgoods would generally have a positive impact on gross margin and a shift in sales mix towards hardgoods would generally have a negative impact on gross margin.

The expansion and enhancement of our omnichannel capabilities has resulted in increased sales in recent years.

We continue to invest in initiatives that will increase traffic to our stores and e-commerce platform, which includes our website and mobile app, and drive increased sales conversion.

These initiatives include investments in our new customer data platform and the development of strategies that focus on customer segmentation with the intention of improving customer identification and increasing customer engagement.

Additionally, we continue to implement several website features to enhance the customer online shopping experience, including a redesigned home page, additional BOPIS features, and enhanced shipping notifications.

Our improved e-commerce platform supports our stores with digital marketing and our BOPIS and ship-to-store programs.

These platforms allow us to connect further with our customers for marketing and product education and assists us in introducing customers to the Academy brand by reaching customers outside of our current store footprint.

During the 2025 year-to-date third quarter, stores facilitated approximately 95% of our total sales, including ship-from-store, BOPIS and in-store retail sales.

We expect to continue to invest in expanding and enhancing our omnichannel capabilities, including our mobile app, optimizing the web site experience and upgrading our fulfillment capabilities, which will continue to require further investments by us.

A shift in sales mix toward softgoods would generally have a positive impact on gross margin and a shift in sales mix towards hardgoods would generally have a negative impact on gross margin rate.

The expansion and enhancement of our omnichannel capabilities have contributed to increased sales in recent years.

We continue to invest in initiatives designed to drive traffic to our stores and e-commerce platforms, including our website and mobile application, improve conversion, and support our long-term objective of continuing to increase our e-commerce penetration of sales.

These initiatives include investments in our customer data ecosystem (data lake and Customer Data Platform), enabling customer-level attributes and models that power personalization and deepen engagement.

We are implementing enhancements to the online shopping experience, including a redesigned homepage, expanded BOPIS functionality, enhanced shipping notifications, and ongoing improvements in product discovery and site experience.

Our e-commerce platform supports store operations by driving customer demand, providing real-time product discovery and inventory visibility, and enabling store-fulfilled transactions such as BOPIS, ship-to-store, and ship-from-store.

During the 2026 first quarter, stores facilitated approximately 95% of our total sales, including ship-from-store, BOPIS and in-store retail sales.

We expect to continue investing in the expansion and enhancement of our omnichannel capabilities, including our mobile application, website experience optimization, fulfillment improvements, and emerging digital commerce capabilities such as artificial intelligence-enabled shopping experiences and social and marketplace commerce integrations.

These initiatives are intended to support long-term growth and improve customer experience, and will require ongoing investment.

We expect that new stores will be a key driver of growth in our net sales and gross margin in the future as we execute our new store opening growth plans.

Our growth strategy encompasses both deepening our presence in existing markets as well as entering new markets, leveraging enhanced brand awareness and operational efficiencies.

Our growth strategy encompasses both deepening our presence in legacy and existing markets as well as entering new markets, leveraging enhanced brand awareness and operational efficiencies.

Our new store model favors off-mall locations within power centers or stand-alone buildings.

We utilize comprehensive demographic and trade data to guide our real estate site selection.

During the 2025 third quarter, we opened 11 new stores.

During the 2026 first quarter, we opened two new stores.

Our strategic real estate approach, including the 65 stores opened since fiscal year 2021, has positioned us effectively for continued expansion.

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Gross margin is our net sales less cost of goods sold.

Our cost of goods sold includes the direct cost of merchandise and costs related to procurement, warehousing and distribution, which consist primarily of transportation, payroll and benefits and distribution center occupancy costs and are generally variable in nature relative to our sales volume.

Our gross margin depends on a number of factors, such as net sales increases or decreases, our promotional activities, product mix including private label merchandise sales, and our ability to control cost of goods sold, such as inventory and logistics cost management.

Our gross margin is also impacted by variables including commodity costs, freight costs, shrinkage (discussed below), inventory processing costs and e-commerce shipping costs.

Cost of goods sold includes the direct cost of merchandise and costs related to procurement, warehousing and distribution.

These costs consist primarily of tariffs, payroll and benefits, distribution center occupancy costs and freight, and are generally variable in nature relative to our inventory receipts and sales volume.

Our gross margin depends on a number of factors, such as net sales increases or decreases, our promotional activities, product mix including private label brand merchandise sales, and our ability to control cost of goods sold, such as inventory and logistics cost management.

Our gross margin is also impacted by variables including tariffs, commodity costs, freight costs, shrinkage (discussed below), inventory processing costs and e-commerce shipping costs.

We track and measure gross margin as a percentage of net sales in order to evaluate our performance against profitability targets.

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These expenses are both variable and fixed in nature.

SG&A expenses as a percentage of sales increased from 25.5% in the 2024 year-to-date third quarter to 27.4% in the 2025 year-to-date third quarter, primarily attributable to increased strategic investments, including the addition of 24 new stores since the end of the 2024 third quarter.

SG&A expenses as a percentage of sales decreased from 28.8% in the 2025 first quarter to 28.1% in the 2026 first quarter.

This decrease was a result of increased sales and ongoing expense discipline across the organization in addition to lapping the Jordan Brand launch in the 2025 first quarter.

We track and measure operating expenses as a percentage of net sales in order to evaluate our performance against profitability targets.

Management of SG&A expenses depends on our ability to balance a control of operating costs, such as store and corporate headcount, information technology infrastructure and marketing and advertising expenses, while efficiently and effectively servicing our customers.

Management of SG&A expenses depends on our ability to balance operating costs, such as store and corporate headcount, information technology infrastructure and marketing and advertising expenses, while efficiently and effectively servicing our customers.

Pre-opening expenses represent non-capital expenditures associated with the opening of new stores and distribution centers prior to sales generation or start of operations, which consist primarily of occupancy costs, marketing, payroll and recruiting costs, and are expensed as incurred.

As we execute our new store opening growth plans, we expect our pre-opening expenses to increase and result in a negative impact to SG&A as a percentage of sales.

As we execute our new store opening growth plans, we expect our pre-opening expenses to result in a negative impact to SG&A as a percentage of sales.

The following table summarizes our pre-opening expense activity for the periods presented:

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

Number of new stores opened 2 5

Total pre-opening expenses incurred (in millions) $ 5.4 $ 5.6 $ 13.9 $ 10.2

During the third quarter of 2025, we closed on a sale-leaseback agreement involving a store property in Slidell, Louisiana.

We determined that the sale-leaseback transaction qualifies as a sale in accordance with ASC 842.

In connection with the sale-leaseback transaction, we recognized a net gain of approximately $3.6 million in Selling, General, and Administrative expenses on the Condensed Consolidated Statements of Income.

Pre-opening expenses (in millions) $ 2.5 $ 3.3

Interest Expense.

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federal, state, and local income tax purposes and accordingly, a provision for income taxes has been recorded for the anticipated tax consequences of our reported results of operations for federal, state and local income taxes.

Recent fluctuations in income tax expense have been primarily a result of changes in income before income taxes and changes in equity awards activity.

Recent fluctuations in income tax expense have been primarily as a result of changes in income before income taxes and the effect of cross border tax laws.

Results of Operations

Thirteen Weeks Ended November 1, 2025 Compared to Thirteen Weeks Ended November 2, 2024

Thirteen Weeks Ended May 2, 2026 Compared to Thirteen Weeks Ended May 3, 2025

The following table sets forth amounts and information derived from our unaudited statements of income for the periods indicated as follows (dollar amounts in thousands):

Thirteen Weeks Ended Change

November 1, 2025 November 2, 2024 Dollars Percent

Net sales $ 1,383,696 100.0 % $ 1,343,330 100.0 % $ 40,366 3.0 %

Cost of goods sold 890,287 64.3 % 886,617 66.0 % 3,670 0.4 %

Gross margin 493,409 35.7 % 456,713 34.0 % 36,696 8.0 %

Selling, general and administrative expenses 393,017 28.4 % 365,239 27.2 % 27,778 7.6 %

Operating income 100,392 7.3 % 91,474 6.8 % 8,918 9.7 %

Interest expense, net 8,984 0.6 % 9,149 0.7 % (165) (1.8) %

Other income, net 2,618 0.2 % 6,406 0.5 % (3,788) (59.1) %

Income before income taxes 94,026 6.8 % 88,731 6.6 % 5,295 6.0 %

Income tax expense 22,464 1.6 % 22,968 1.7 % (504) (2.2) %

Net income $ 71,562 5.2 % $ 65,763 4.9 % $ 5,799 8.8 %

*Percentages in table may not sum properly due to rounding.

Net sales increased $40.4 million, or 3.0%, i n the 2025 third quarter over the prior year third quarter.

The increase of 3.0% in net sales was driven b y increased sales of 5.6% in the sports and recreation merchandise division, 2.8% in the apparel merchandise division, 2.4% in the footwear merchandise division and 2.0% in the outdoor merchandise division.

We opened 24 new stores since the end of the 2024 third quarter, 11 of which opened throughout the 2025 third quarter.

During the 2025 third quarter, these 24 stores generated $48.6 million of net sales, including e-commerce.

Since re-launching our new store program in 2022, we have opened 58 new stores, 34 of which have been open for at least twelve months.

Over the last twelve months, those 34 stores have averaged approximately $13 million in net sales per store, including e-commerce.

We believe that performance of new stores in year one is partially affected by the season in which the new store opens and the brand awareness in the region the new store opens.

Comparable sales decreased 0.9% driven b y lower comparable sales across all merchandise divisions, except sports and recreation, as a result of a 4.1% decrease in comparable transactions, partially offset by an increase in average ticket of 3.3%.

E-commerce net sales represente d 10.4% of merchandise sales for the 2025 third quarter compared to 8.8% for the prior year third quarter.

E-commerce net sales increased 22.2% i n the 2025 third quarter over the prior year third quarter.

Gross Margin.

Gross margi n increased $36.7 million, or 8.0%, to $493.4 million in the 2025 third quarter from $456.7 million in the 2024 third quarter.

As a percentage of net sales, gross margin increased 170 basis points from 34.0% in the 2024 third quarter to 35.7% in the 2025 third quarter.

The increase of 170 basis points in gross margin was primarily attributable to:

• 130 basis points of favorability in merchandise margin;

• 30 basis points of favorability due to decreased freight;

• 20 basis points of favorability as a result of decreased shrink;

partially offset by

• 10 basis points of unfavorability as a result of increased e-commerce shipping due to increased e-commerce penetration.

Selling, General and Administrative Expenses.

SG&A expen ses increased $27.8 million, or 7.6%, to $393.0 million in the 2025 third quarter as compared to $365.2 million in the 2024 third quarter, primarily as a result of our increased strategic investments of $24.7 million in new stores and technology.

Interest Expense.

Interest expens e remained relatively constant in the 2025 third quarter when compared with the 2024 third quarter .

Other Income, net.

Other income, ne t, decreased $3.8 million in the 2025 third quarter when compared with the 2024 third quarter, primarily driven by decreased money market investments at lower interest rates in the 2025 third quarter when compared with the 2024 third quarter.

Income Tax Expense.

Income tax expense decreased $0.5 million to $22.5 million for the 2025 third quarter as compared to $23.0 million in the 2024 third quarter.

ASO, Inc.'s effective income tax rate was 23.9% in the third quarter of 2025 compared to 25.9% in the third quarter of 2024.

The decreases in income tax expense and effective tax rate compared to the prior year quarter are primarily due to a relative increase in excess tax benefits for share based compensation.

Thirty-Nine Weeks Ended November 1, 2025 Compared to Thirty-Nine Weeks Ended November 2, 2024

The following table sets forth amounts and information derived from our unaudited statements of income for the periods indicated as follows (dollar amounts in thousands):

Thirty-Nine Weeks Ended Change

November 1, 2025 November 2, 2024 Dollars Percent

May 2, 2026 May 3, 2025 Dollars Percent

Net sales $ 1,442,003 100.0 % $ 1,351,409 100.0 % $ 90,594 6.7 %

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Interest expense, net 8,988 0.6 % 9,044 0.7 % (56) (0.6) %

Write off of deferred loan costs — — % 449 — % (449) (100.0) %

Other income, net 3,222 0.2 % 2,807 0.2 % 415 14.8 %

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*Percentages in table may not sum properly due to rounding.

Net sale s increased $78.4 million, or 1.8%, year-to-date 2025 compared to year-to-date 2024 , which was driven by increased sales of 2.5% in the sports and recreation merchandise division, 2.1% in the apparel merchandise division, 2.1% in the footwear merchandise division and 1.1% in the outdoor division.

We opened 24 new stores since the end of the 2024 third quarter, 11 of which opened throughout the 2025 third quarter.

During the year-to-date 2025, these 24 stores generated $110.3 million of net sales, including e-commerce.

Net sales increased $90.6 million, or 6.7%, in the 2026 first quarter compared to the prior year first quarter, which was driven by increased sales of 11.7% in the outdoor merchandise division, 6.2% in the sports and recreation merchandise division, 4.7% in the apparel merchandise division and 2.8% in the footwear merchandise division.

We opened 21 new stores since the end of the 2025 first quarter, two of which opened during the 2026 first quarter.

During the 2026 first quarter, these 21 stores generated $54.5 million of net sales, including e-commerce.

Since re-launching our new store program in 2022, we have opened 65 new stores, 44 of which have been open for at least twelve months.

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We believe that performance of new stores in year one is partially affected by the season in which the new store opens and the brand awareness in the region the new store opens.

Comparable sale s decreased 1.4% driven b y lower comparable sales across all merchandise divisions as a result of a 3.4% decrease in comparable transactions, partially offset by an increase in average ticket of 2.1%.

E-commerce net sales represen ted 10.5% of merchandise sales for the year-to-date 2025 compared to 9.2% for the year-to-date 2024 .

E-commerce net sales increased 16.1% year-to-date 2025 compared to year-to-date 2024.

Comparable sales increased 2.9% driven by higher comparable sales across all merchandise divisions, except the footwear merchandise division which remained relatively constant.

The increase in comparable sales was a result of a 4.5% increase in average ticket, partially offset by a decrease in comparable transactions of 1.5%.

E-commerce net sales represented 11.0% of merchandise sales for the 2026 first quarter compared to 10.0% for the prior year first quarter.

E-commerce net sales increased 17.4% in the 2026 first quarter over the prior year first quarter.

Gross Margin.

Gross margin increased $57.8 million, or 3.9%, to $1,529.0 million for the year-to-date 2025 from $1,471.2 million for the year-to-date 2024 .

As a percentage of net sales, gross margi n increased 70 basis points from 34.6% for the year-to-date 2024 to 35.3% for the year-to-date 2025 .

The increase of 70 basis points in gross margin was primarily attributable to 60 basis points of favorability in merchandise margin and 10 basis points of favorability as a result of decreased freight.

Gross margin increased $20.5 million, or 4.5%, to $479.3 million in the 2026 first quarter from $458.9 million in the 2025 first quarter.

As a percentage of net sales, gross margin decreased 80 basis points from 34.0% in the 2025 first quarter to 33.2% in the 2026 first quarter.

The decrease of 80 basis points in gross margin was primarily attributable to 110 basis points of unfavorability as a result of tariffs, partially offset by 20 basis points of favorability related to shrink and 10 basis points of favorability related to freight and e-commerce shipping.

Selling, General and Administrative Expenses.

SG&A expense s increased $99.7 million, or 9.2%, to $1,187.0 million for the year-to-date 2025 as compared to $1,087.3 million for the year-to-date 2024, primarily as a result of our increased strategic investments of $85.0 million, including $77.5 million in new stores and technology as well as $7.5 million for the Jordan Brand launch.

W rite off of Deferred Loan Costs.

Write off of deferred loan costs decreased by $0.4 million for the year-to-date 2025 when compared with the year-to-date 2024, in connection with the amendment in the 2024 first quarter that led to the write off of deferred loan costs on the ABL Facility for the year-to-date 2024.

SG&A expenses increased $15.1 million, or 3.9%, to $404.7 million in the 2026 first quarter as compared to $389.6 million in the 2025 first quarter, primarily as a result of our increased strategic investments of $19.0 million in new stores and technology, partially offset by $7.5 million due to lapping the Jordan Brand launch in the 2025 first quarter.

Interest Expense.

Interest expens e decreased $0.6 million, or 2.3%, for the year-to-date 2025 when compared with the year-to-date 2024 primarily resulting from lower interest rates and a lower outstanding balance on our Term Loan.

Interest expense remained relatively constant in the 2026 first quarter when compared with the 2025 first quarter.

Other Income, net.

Other income, n et, decreased $10.2 million for the year-to-date 2025 when compared with the year-to-date 2024 , primarily driven by decreased money market investments at lower interest rates in the year-to-date 2025 when compared with the year-to-date 2024.

Other income, net, increased $0.4 million in the 2026 first quarter when compared with the 2025 first quarter, primarily driven by higher money market investments in the 2026 first quarter when compared with the 2025 first quarter.

Income Tax Expense.

Income tax expen se decreased $9.3 million to $78.8 million for the year-to-date 2025 as compared to $88.1 million for the year-to-date 2024 , resulting primarily from a decrease in pre-tax income.

ASO, Inc.'s effective tax rate was 24.5% for the year- to-date 2025 compared to 23.6% for the year-to-date 2024.

The increase in the effective tax rate compared to the prior year is due to a higher number of employee equity awards vesting and exercised in 2024 at a higher share price compared with 2025.

Income tax expense decreased $0.8 million to $16.2 million for the 2026 first quarter as compared to $16.9 million in the 2025 first quarter, resulting primarily from fluctuations in share-based compensation deductions.

ASO, Inc.’s effective tax rate was 23.5% in the first quarter of 2026 compared to 26.9% in the first quarter of 2025.

The decrease in the effective tax rate compared to the prior year quarter is primarily due to fluctuations in share-based compensation deductions.

Non-GAAP Measures

Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow, as shown below, have been presented in this Quarterly Report as supplemental measures of financial performance that are not required by, or presented in accordance with, accounting principles generally accepted in the United States of America (“GAAP”).

We define Adjusted EBITDA as net income (loss) before interest expense, net, income tax expense and depreciation, amortization and impairment and other adjustments included in the table below.

We define Adjusted EBIT as Adjusted EBITDA less depreciation and amortization.

We describe these adjustments reconciling net income (loss) to Adjusted EBITDA and to Adjusted EBIT in the applicable table below.

Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow, as shown below, have been presented in this Quarterly Report as supplemental measures of financial performance that are not required by, or presented in accordance with, accounting principles generally accepted in the United States of America (“GAAP”).

We define Adjusted EBIT as net income (loss) before interest expense, net, income tax expense and other adjustments included in the table below.

We describe these adjustments reconciling net income (loss) to Adjusted EBIT in the applicable table below.

We define Adjusted Net Income as net income (loss) plus other adjustments included in the table below, less the tax effect of these adjustments.

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We describe this adjustment by reconciling net cash provided by (used in) operating activities to Adjusted Free Cash Flow in the applicable table below.

We believe Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.

Management believes Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments.

We believe Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.

Management believes Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share are useful to investors in highlighting trends in our operating performance, while other measures can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which we operate and capital investments.

Management believes Adjusted Free Cash Flow is a useful measure of liquidity and an additional basis for assessing our ability to generate cash.

Management uses Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions and to compare our performance against that of other peer companies using similar measures.

Management uses Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies, to make budgeting decisions and to compare our performance against that of other peer companies using similar measures.

Management has also historically used Adjusted EBIT as a performance target to establish and award discretionary annual incentive compensation.

Management supplements GAAP results with non-GAAP financial measures to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone.

Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow are not recognized terms under GAAP and should not be considered as an alternative to net income (loss) as a measure of financial performance or net cash provided by (used in) operating activities as a measure of liquidity, or any other performance measures derived in accordance with GAAP.

Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow are not recognized terms under GAAP and should not be considered as an alternative to net income (loss) as a measure of financial performance or net cash provided by (used in) operating activities as a measure of liquidity, or any other performance measures derived in accordance with GAAP.

Additionally, these measures are not intended to be a measure of free cash flow available for management’s discretionary use as they do not consider certain cash requirements such as interest payments, tax payments and debt service requirements.

Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share should not be construed to imply that our future results will be unaffected by unusual or non-recurring items.

In evaluating Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation.

Our presentation of Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow should not be construed to imply that our future results will be unaffected by any such adjustments.

Our Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow measures have limitations as analytical tools, and you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP.

Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share should not be construed to imply that our future results will be unaffected by unusual or non-recurring items.

In evaluating Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation.

Our presentation of Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow should not be construed to imply that our future results will be unaffected by any such adjustments.

Our Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow measures have limitations as analytical tools, and you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP.

Some of these limitations are:

• Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect costs or cash outlays for capital expenditures or contractual commitments;

• Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect changes in, or cash requirements for, our working capital needs;

• Adjusted EBITDA and Adjusted EBIT do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on our debt, and Adjusted Free Cash Flow does not reflect the cash requirements necessary to service principal payments on our debt;

• Adjusted EBITDA and Adjusted EBIT do not reflect period to period changes in taxes, income tax expense or the cash necessary to pay income taxes;

• Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations;

• although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA and Adjusted Free Cash Flow do not reflect cash requirements for such replacements;

• Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect costs or cash outlays for capital expenditures or contractual commitments;

• Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect changes in, or cash requirements for, our working capital needs;

• Adjusted EBIT does not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on our debt, and Adjusted Free Cash Flow does not reflect the cash requirements necessary to service principal payments on our debt;

• Adjusted EBIT does not reflect period to period changes in taxes, income tax expense or the cash necessary to pay income taxes;

• Adjusted EBIT, Adjusted Net Income, and Adjusted Earnings per Share do not reflect the impact of earnings or charges resulting from matters we consider not to be indicative of our ongoing operations;

• although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted Free Cash Flow does not reflect cash requirements for such replacements;

• other companies in our industry may calculate these measures differently than we do, limiting their usefulness as comparative measures.

Because of these limitations, Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness.

Management compensates for these limitations by primarily relying on our GAAP results in addition to using Adjusted EBITDA, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow supplementally.

Adjusted EBITDA and Adjusted EBIT

The following table provides reconciliations of net income to Adjusted EBITDA and to Adjusted EBIT for the periods presented (amounts in thousands):

Thirteen Weeks Ended Thirty-Nine Weeks Ended

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

Because of these limitations, Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow should not be considered as measures of discretionary cash available to invest in business growth or to reduce indebtedness.

Management compensates for these limitations by primarily relying on our GAAP results in addition to using Adjusted EBIT, Adjusted Net Income, Adjusted Earnings per Share and Adjusted Free Cash Flow supplementally.

Adjusted EBIT

The following table provides reconciliations of net income to Adjusted EBIT for the periods presented (amounts in thousands):

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Net income $ 52,703 $ 46,084

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Income tax expense 16,186 16,944

Depreciation and amortization 30,904 29,337 92,075 87,108

Equity compensation (a) 11,100 7,542

Write off of deferred loan costs — — — 449

Adjusted EBITDA $ 141,494 $ 133,513 $ 463,744 $ 508,581

Depreciation and amortization (30,904) (29,337) (92,075) (87,108)

Adjusted EBIT $ 88,977 $ 79,614

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The following table provides a reconciliation of net income to Adjusted Net Income and Adjusted Earnings per Share for the periods presented (amounts in thousands, except per share data):

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 income $ 52,703 $ 46,084

Equity compensation (a) 11,100 7,542

Write off of deferred loan costs — — — 449

Tax effects of these adjustments (b) (2,584) (2,029)

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Represents non-cash charges related to equity-based compensation, which vary from period to period depending on certain factors such as timing and valuation of awards, achievement of performance targets and equity award forfeitures.

For the thirteen and thirty-nine weeks ended November 1, 2025 and November 2, 2024, this represents the estimated tax effect (by using the projected full year tax rates for the respective years) of the total adjustments made to arrive at Adjusted Net Income.

Represents the estimated tax effect of the total adjustments made to arrive at Adjusted Net Income.

Adjusted Free Cash Flow

The following table provides a reconciliation of net cash provided by operating activities to Adjusted Free Cash Flow for the periods presented (amounts in thousands):

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 cash provided by operating activities $ 160,606 $ 157,472

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Our principal liquidity requirements are for working capital, capital expenditures and cash used to pay our debt obligations and related interest expense.

We also use cash to pay dividends and repurchase common stock.

We also use cash to pay dividends and to repurchase common stock.

We fund these liquidity requirements through cash and cash equivalents, cash generated from operating activities, issuances of debt (such as the Notes) and borrowings under our ABL Facility.

On November 1, 2025, our cash and cash equivalents totaled $289.5 million.

On May 2, 2026, our cash and cash equivalents totaled $337.8 million.

We believe our cash and cash equivalents, as well as our availability under the ABL Facility, will be sufficient to fund our cash requirements for the next 12 months and the longer term foreseeable future.

Long-Term Debt

As of November 1, 2025, the Company's long-term debt and interest rates consist of :

As of May 2, 2026, the Company’s long-term debt and interest rates consist of:

• Notes - 6.00% fixed rate senior secured notes with $400 million in principal outstanding and full principal maturing November 15, 2027;

• Term Loan - 8.12% variable rate term-loan with $86.5 million in principal outstanding maturing November 6, 2027 and requiring quarterly principal payments of $750 thousand;

• Term Loan - 7.53% variable rate term-loan with $85.0 million in principal outstanding maturing November 6, 2027 and requiring quarterly principal payments of $750 thousand through September 30, 2027;

• ABL Facility - $1.0 billion commitment on a variable rate secured asset-based revolving credit facility with no principal outstanding maturing March 8, 2029.

See Note 4 to the accompanying financial statements for further disclosure regarding our debt agreements.

The following table summarizes our current debt obligations by fiscal year (amounts in thousands):

On May 14, 2026, Academy, Ltd., a wholly-owned subsidiary of the Company entered into an amendment to the ABL Facility which, among other things, extended the maturity of the ABL Facility to May 14, 2031, and Academy, Ltd., as issuer, issued $500 million in aggregate principal amount of senior secured notes, all of which remains outstanding and matures on May 15, 2031.

The Company used the net proceeds from the senior secured notes to fully redeem the Notes, repay the Term Loan in full, pay related fees and expenses, and for general corporate purposes.

See Notes 4 and 12 to the accompanying financial statements for further disclosure regarding our debt agreements.

The following table summarizes our debt obligations by fiscal year as of May 2, 2026 (amounts in thousands):

2026 2027 2028 2029 2030 Total

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Liquidity information related to the ABL Facility is as follows for the periods shown (dollar amounts in thousands):

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Average funds drawn $ — $ —

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Liquidity information related to the ABL Facility (amounts in thousands) as of:

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

May 2, 2026 January 31, 2026 May 3, 2025

Outstanding borrowings $ — $ — $ —

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We predominantly lease store locations, distribution centers, office space and certain equipment under operating leases expiring between fiscal years 2026 and 2045.

Operating lease obligations include future minimum lease payments under all of our non-cancelable operating leases at November 1, 2025.

The following table summarizes our remaining operating lease obligations by fiscal year (amounts in thousands):

Operating lease obligations include future minimum lease payments under all of our non-cancelable operating leases at May 2, 2026.

The following table summarizes our remaining operating lease obligations by fiscal year:

2026 2027 2028 2029 2030 After 2030 Total

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(1) Minimum lease payments have not been reduced by sublease rentals of $1.3 million due in the future under non-cancelable sub-leases.

(2) These balances include stores where we have an executed contract but have not taken possession of the location as of November 1, 2025.

(2) These balances include stores where we have an executed contract but have not taken possession of the location as of May 2, 2026.

Share Repurchases

On December 4, 2024, the Company's Board of Directors approved a new share repurchase program under which the Company is authorized to purchase up to 700 million of its outstanding shares during the three-year period ending December 4, 2027 (the “2024 Share Repurchase Program”), and which replaces the previously approved share repurchase program.

On December 4, 2024, the Company's Board of Directors approved a new share repurchase program under which the Company is authorized to purchase up to $700 million of its outstanding shares during the three-year period ending December 4, 2027 (the “2024 Share Repurchase Program”), and which replaced the previously approved share repurchase program.

Under the 2024 Share Repurchase Program, repurchases can be made using a variety of methods, which may include open market purchases, block trades, accelerated share repurchase programs , privately negotiated transactions and/or Rule 10b5-1 or other non-discretionary trading plans, all in compliance with the rules of the SEC and other applicable legal requirements.

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The 2024 Share Repurchase Program does not obligate the Company to acquire any particular number of common shares, and the program may be suspended, extended, modified or discontinued at any time.

As of November 1, 2025, the Company had $536.5 million remaining for share repurchases under the Share Repurchase Programs.

As of May 2, 2026, the Company had $338.2 million remaining for share repurchases under the 2024 Share Repurchase Program.

See Note 2 to the consolidated financial statements.

The following table summarizes our share repurchases for the year-to-date 2025 (dollar amounts in thousands, except per share amounts):

The following table summarizes our share repurchases for the 2026 first quarter (dollar amounts in thousands, except per share amounts):

Total Number of Shares Purchased Average Price Paid per Share (1)

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First Quarter (February 1, 2026 to May 2, 2026) (2)

Second Quarter (May 4, 2025 to August 2, 2025) — — —

Third Quarter (August 3, 2025 to November 1, 2025) — — —

Total Share Repurchase Activity 2,080,772 $ 47.59 $ 99,031

1,703,031 $ 57.79 $ 98,412

Total Shares Repurchased 1,703,031 $ 57.79 $ 98,412

(1) Excludes the impact of unpaid excise taxes.

The following table summarizes our quarterly dividend payments for the year-to-date 2025 (amounts in thousands, except per share amounts):

(2) See Part II, Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds for further detail on the 2026 first quarter share repurchases.

The following table summarizes our quarterly dividend payments for the 2026 first quarter (amounts in thousands, except per share amounts):

Dividend per Share Total Dividends Paid Stockholder Date of Record

First Quarter (February 1, 2026 to May 2, 2026) $ 0.15 $ 9,646 March 20, 2026

Second Quarter (May 4, 2025 to August 2, 2025) 0.13 8,649 June 19, 2025

Third Quarter (August 3, 2025 to November 1, 2025) 0.13 8,663 December 18, 2025

Total Dividends Paid $ 9,646

On December 4, 2025, the Company's Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended November 1, 2025, of $0.13 per share of the Company's common stock, payable on January 15, 2026, to stockholders of record as of the close of business on December 18, 2025.

On June 4, 2026, the Company’s Board of Directors declared a quarterly cash dividend with respect to the fiscal quarter ended May 2, 2026, of $0.15 per share of the Company's common stock, payable on July 16, 2026, to stockholders of record as of the close of business on June 18, 2026.

Capital Expenditures

The following table summarizes our capital expenditures for the thirty-nine weeks ended November 1, 2025 and November 2, 2024 (amounts in thousands):

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

The following table summarizes our capital expenditures for the thirteen weeks ended May 2, 2026 and May 3, 2025 (amounts in thousands):

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

New stores $ 18,402 $ 25,970

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Existing stores, distribution centers and other 7,717 1,907

42,422 18,738

Total capital expenditures $ 38,903 $ 50,830

We expect capital expenditures for fiscal 2025 to be between $180 million and $210 million.

We expect capital expenditures for fiscal year 2026 to be between $200 million and $240 million.

The following table summarizes our forecasted allocation of capital expenditures for fiscal year 2026:

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We review forecasted capital expenditures throughout the year and will adjust our capital expenditures based on business conditions at that time.

Cash Flows for the Thirty-Nine Weeks Ended November 1, 2025 and November 2, 2024

Cash Flows for the Thirteen Weeks Ended May 2, 2026 and May 3, 2025

Our unaudited statements of cash flows are summarized as follows (in thousands):

Thirty-Nine Weeks Ended

November 1, 2025 November 2, 2024

Thirteen Weeks Ended

May 2, 2026 May 3, 2025

Net cash provided by operating activities $ 160,606 $ 157,472

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Typically, cash flows from operations are used to build inventory in advance of peak selling seasons, with the fourth quarter pre-holiday season inventory increase being the most significant.

Cash provided by operating activities for the year-to-date 2025 decreased $102.8 million, compared to year-to-date 2024.

This decrease is attributable to:

• $41.7 million decrease in net income;

• $97.4 million net decrease in cash flows provided by operating assets and liabilities;

partially offset by

• $39.9 million net increase in non-cash charges, offset by a $3.6 million gain, net of fees, on a sale-leaseback transaction in the third quarter of fiscal year 2025.

The decrease in cash flows from operating assets and liabilities was primarily attributable to:

• $104.2 million decrease in cash flows from working capital due to pull-forward of inventory purchases at pre-tariff rates relative to the prior year period;

partially offset by

• $14.2 million increase in cash flows from prepaid expenses and other current assets, largely driven by timing of construction reimbursement payments received.

Cash provided by operating activities in the 2026 first quarter increased $3.1 million, compared to 2025 first quarter.

This increase is attributable to:

• $6.6 million increase in net income;

• $2.4 million net increase in cash flows provided by operating assets and liabilities;

• $5.9 million net decrease in non-cash charges.

The increase in cash flows from operating assets and liabilities was primarily attributable to:

• $46.7 million increase in cash flows from working capital due to the pull-forward of inventory purchases in the prior year period at pre-tariff rates;

• $17.2 million increase in accounts receivable due to timing of payments received;

• $46.7 million decrease in prepaid expenses and other current assets largely driven by litigation settlements received in the prior year period and timing of construction reimbursement payments received;

• $12.1 million decrease in accrued expenses and other current liabilities primarily due to an increase in accrued sales and use tax as a result of increased sales;

• $7.9 million decrease in other long-term liabilities primarily due to payments for deferred contract proceeds received in the 2025 first quarter.

Investing Activities .

Cash used in investing activities increased $29.6 million in the year-to-date 2025 compared to the year-to-date 2024.

The increase in cash used in investing activities was primarily attributable to:

• $34.3 million increase in capital expenditures, primarily driven by increased spending related to updates for existing stores and distribution centers, as well as new stores in the year-to-date 2025 compared to the year-to-date 2024;

partially offset by

• $4.7 million in proceeds related to the sale-leaseback transaction in the 2025 third quarter discussed in the Selling, General, and Administrative Expenses section above.

Cash used in investing activities decreased $12.0 million in the 2026 first quarter compared to the 2025 first quarter.

This decrease is primarily due to decreased capital expenditures for new stores as well as corporate, e-commerce, and information technology programs in the 2026 first quarter compared to the 2025 first quarter.

Financing Activities .

Cash used in financing activities decreased $184.9 million in the year-to-date 2025, compared to the year-to-date 2024.

The primary driver of the decrease was:

• $174.7 million decrease in cash outflows for repurchases of common stock in the year-to-date 2025;

• $6.5 million in proceeds received as of the third quarter of fiscal year 2025 for the sale of rights to tariff relief litigation claims.

Cash used in financing activities increased $3.8 million in the 2026 first quarter, compared to the 2025 first quarter, primarily due to a $2.7 million increase in cash payments for minimum tax withholding requirements as a result of the vesting of employee equity awards compared to the prior year period.

Critical Accounting Policies and Estimates

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Recent Accounting Pronouncements

The information set forth in Note 2 to our unaudited consolidated financial statements included under Part I, Item 1 of this Quarterly Report is incorporated herein by reference.

The information set forth in Note 2 to our unaudited consolidated financial statements under Part I, Item 1 of this Quarterly Report is incorporated herein by reference.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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What changed 10-Q

Item 2. Management’s Discussion and Analysis