BUILD-A-BEAR WORKSHOP INC 10-Q

Item 1. Financial Statements BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share and per share data) August 2, February 1, August 3, 2025 2025 2024 (Unaudited) (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 39,108 $ 27,758 $ 25,163 Inventories, net 81,758 69,775 66,977 Receivables, net 13,526 16,096 12,075 Prepaid expenses and other current assets 10,026 12,669 13,258 Total current assets 144,418 126,298 117,473 Operating lease right-of-use asset 100,950 90,200 94,158 Property and equipment, net 58,804 59,761 53,303 Deferred tax assets 8,045 7,596 8,694 Other assets, net 6,021 6,101 5,831 Total Assets $ 318,238 $ 289,956 $ 279,459 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 16,659 $ 16,538 $ 17,542 Accrued expenses 19,110 16,209 13,343 Operating lease liability short term 26,996 26,841 30,110 Gift cards and customer deposits 14,343 15,791 15,828 Deferred revenue and other 3,964 4,015 3,490 Total current liabilities 81,072 79,394 80,313 Operating lease liability long term 80,365 70,155 71,993 Other long-term liabilities 1,406 1,325 1,362 Stockholders' equity: Preferred stock, par value $ 0.01 , Shares authorized: 15,000,000 ; No shares issued or outstanding at August 2, 2025, February 1, 2025 and August 3, 2024 - - - Common stock, par value $ 0.01 , Shares authorized: 50,000,000 ; Issued and outstanding: 13,159,408 , 13,257,131 , and 13,590,945 shares, respectively 132 133 136 Additional paid-in capital 61,701 61,987 62,831 Accumulated other comprehensive loss ( 11,304 ) ( 12,554 ) ( 11,913 ) Retained earnings 104,866 89,516 74,737 Total stockholders' equity 155,395 139,082 125,791 Total Liabilities and Stockholders' Equity $ 318,238 $ 289,956 $ 279,459 See accompanying notes to condensed consolidated financial statements. 4 Table of Contents BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) (Dollars in thousands, except share and per share data) Thirteen weeks ended Twenty-six weeks ended August 2, August 3, August 2, August 3, 2025 2024 2025 2024 Revenues: Net retail sales $ 114,635 $ 103,455 $ 234,224 $ 211,323 Commercial revenue 8,629 7,294 16,251 13,278 International franchising 983 1,049 2,167 1,927 Total revenues 124,247 111,798 252,642 226,528 Costs and expenses: Cost of merchandise sold - retail 48,552 47,607 100,123 97,022 Cost of merchandise sold - commercial 3,419 3,008 6,433 5,541 Cost of merchandise sold - international franchising 765 614 1,588 1,231 Total cost of merchandise sold 52,736 51,229 108,144 103,794 Consolidated gross profit 71,511 60,569 144,498 122,734 Selling, general and administrative expense 56,399 49,212 109,955 96,774 Interest income, net ( 206 ) ( 188 ) ( 406 ) ( 614 ) Income before income taxes 15,318 11,545 34,949 26,574 Income tax expense 2,951 2,767 7,263 6,337 Net income $ 12,367 $ 8,778 $ 27,686 $ 20,237 Foreign currency translation adjustment ( 9 ) 240 1,250 169 Comprehensive income $ 12,358 $ 9,018 $ 28,936 $ 20,406 Income per common share: Basic $ 0.94 $ 0.64 $ 2.11 $ 1.47 Diluted $ 0.94 $ 0.64 $ 2.11 $ 1.46 Shares used in computing common per share amounts: Basic 13,111,615 13,665,958 13,095,958 13,795,958 Diluted 13,139,470 13,685,801 13,142,443 13,845,309 See accompanying notes to condensed consolidated financial statements. 5 Table of Contents BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Twenty-six weeks ended August 2, August 3, 2025 2024 Cash flows provided by operating activities: Net income $ 27,686 $ 20,237 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 7,368 7,294 Share-based and performance-based stock compensation 1,172 1,035 Provision/adjustments for doubtful accounts ( 27 ) ( 44 ) (Gain)/Loss on disposal of property and equipment ( 17 ) 245 Deferred taxes ( 383 ) - Change in assets and liabilities: Inventories, net ( 11,240 ) ( 3,364 ) Receivables, net 2,928 ( 3,410 ) Prepaid expenses and other assets 2,950 ( 664 ) Accounts payable and accrued expenses 3,657 ( 4,332 ) Operating leases ( 481 ) ( 2,198 ) Gift cards and customer deposits ( 1,513 ) ( 2,304 ) Deferred revenue ( 83 ) ( 82 ) Net cash provided by operating activities 32,017 12,413 Cash flows used in investing activities: Purchases of property and equipment ( 6,328 ) ( 5,700 ) Net cash used in investing activities ( 6,328 ) ( 5,700 ) Cash flows used in financing activities: Purchases of common stock for employee equity awards, net of tax ( 1,266 ) ( 1,869 ) Cash dividends paid ( 5,836 ) ( 5,651 ) Purchases of Company’s common stock ( 7,323 ) ( 18,347 ) Net cash used in financing activities ( 14,425 ) ( 25,867 ) Effect of exchange rates on cash 86 ( 10 ) Increase/(Decrease) in cash, cash equivalents, and restricted cash 11,350 ( 19,164 ) Cash, cash equivalents and restricted cash, beginning of period 27,758 44,327 Cash, cash equivalents and restricted cash, end of period $ 39,108 $ 25,163 Supplemental disclosure of cash flow information: Cash and cash equivalents $ 38,707 $ 24,768 Restricted cash from long-term deposits $ 401 $ 395 Total cash, cash equivalents and restricted cash $ 39,108 $ 25,163 Net cash paid during the period for income taxes $ 4,697 $ 8,230 See accompanying notes to condensed consolidated financial statements. 6 Table of Contents Notes to Condensed Consolidated Financial Statements 1. Basis of Presentation The condensed consolidated financial statements included herein are unaudited and have been prepared by Build-A-Bear Workshop, Inc. and its subsidiaries (collectively, the “Company”) pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States ("U.S.") generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet of the Company as of February 1, 2025 , was derived from the Company’s audited consolidated balance sheet as of that date. All other condensed consolidated financial statements contained herein are unaudited and reflect all adjustments which are, in the opinion of management, necessary to summarize fairly the financial position of the Company and the results of the Company’s operations and cash flows for the periods presented. All of these adjustments are of a normal recurring nature. All significant intercompany balances and transactions have been eliminated in consolidation. Because of the seasonal nature of the Company’s operations, results of operations of any single reporting period should not be considered as indicative of results for a full year. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the fiscal year ended February 1, 2025 , which were included in the Company’s Annual Report on Form 10 -K filed with the SEC on April 17, 2025. Certain prior period amounts in the notes to the condensed consolidated financial statements have been reclassified to conform to the current period presentation. These reclassifications did not affect net earnings attributable to Build-A-Bear Workshop, Inc. Significant Accounting Policies The Company's significant accounting policies are summarized in Note 2 to the consolidated financial statements included in its Form 10 -K for the year ended February 1, 2025. 7 Table of Contents 2. Revenue Currently, most of the Company’s revenue is derived from direct-to-consumer ("DTC") retail sales (including from its e-commerce sites) and is recognized when control of the merchandise is transferred to the customer. The Company's disaggregated revenue is fully disclosed as net sales to external customers by reporting segment and by geographic area (See Note 11 — Segment Information for additional information). The Company's direct-to-consumer reporting segment represents 92 % of consolidated revenue for the second quarter of fiscal 2025 . The majority of these sales transactions were single performance obligations that were recorded when control of merchandise was transferred to the customer. The following is a description of principal activities from which the Company generates its revenue through three reportable segments. 1. The Company’s direct-to-consumer segment includes the operating activities of corporately-managed stores, and e-commerce demand (orders generated online to be fulfilled from either the Company's warehouse or its stores). Direct-to-consumer revenue is recognized when control of the merchandise is transferred to the customer and for the Company's online sales, generally upon estimated delivery to the customer. Revenue is measured as the amount of consideration, including any discounts or incentives, the Company expects to receive in exchange for transferring the merchandise. Product returns have historically averaged less than one -half of one percent due to the personalized and interactive nature of its products, where consumers customize their own stuffed animal. The Company has elected to exclude from revenue all collected sales, value added, and other taxes paid by its consumers. For the Company’s gift cards, revenue is deferred for single transactions until redemption including any related gift card discounts. Approximately 80 % of gift cards are redeemed within three years of issuance and over the last three years, approximately 65 % of gift cards issued have been redeemed within the first twelve months. In addition, unredeemed gift cards or breakage revenue is recorded in proportion to the consumers’ redemption pattern using an estimated breakage rate based on historical experience. Subsequent to stores reopening following shutdowns caused by the pandemic, the Company experienced lower redemptions of its gift cards for all periods of outstanding activated cards compared to pre-pandemic redemption patterns (fiscal year 2019 and earlier), which impacts the gift card breakage rate. The Company does not believe that the redemption pattern experienced during the pandemic reflects the pattern in the future and has adjusted the historical redemption data used to calculate the breakage rate. The Company continues to evaluate expected breakage annually and adjusts the breakage rates in the fourth quarter of each year, or at other times if significant changes in consumer behavior are detected. Changes to breakage estimates impact revenue recognition prospectively. Further, given the magnitude of the Company's gift card liability, the changes in breakage rates could have a significant impact on the amount of breakage revenue recognized in future periods. As a matter of sensitivity, a hypothetical 1% change in our gift card breakage rate in fiscal 2024 would have resulted in a change in breakage revenue of $ 1.1 million. For certain qualifying transactions, a portion of revenue transactions are deferred for the obligation related to the Company’s loyalty program or when a material right in the form of a future discount is granted. In these transactions, the transaction price is allocated to the separate performance obligations based on the relative standalone selling price. The standalone selling price for the points earned for the Company’s loyalty program is estimated using the net retail value of the merchandise purchased, adjusted for estimated breakage based on historical redemption patterns. The revenue associated with the initial merchandise purchased is recognized immediately and the value assigned to the points is deferred until the points are redeemed, forfeited or expired. The Company issues certificates daily to loyalty program members who have earned 100 or more points in North America and 50 points or more in the United Kingdom (the "U.K.") with certificates historically expiring in four months if not redeemed. The Company assesses the redemption rates of its certifications on a quarterly basis to update the rate at which loyalty program points turn into certifications and the rate that certifications are redeemed. In regard to the consolidated balance sheet, contract liabilities related to the loyalty program are classified as deferred revenue and other. 2. The Company’s commercial segment includes transactions with other businesses and is mainly comprised of licensing the Company’s intellectual properties for third -party use and wholesale sales of merchandise, including supplies and fixtures. The license agreements provide the customer with highly interrelated rights including the Build-A-Bear retail operations proprietary process that are not distinct in the context of the contract and therefore, have been accounted for as a single performance obligation and recognized as licensee sales occur. If the contract includes a guaranteed minimum, the minimum guarantee is recognized on a straight-line basis over the guarantee term until such time as royalties earned through licensee sales exceed the minimum guarantee. The Company classifies these guaranteed minimum contract liabilities as deferred revenue on the consolidated balance sheet. Revenue for wholesale sales is recognized when control of the merchandise or fixtures is transferred to the customer, which generally occurs upon delivery to the customer. 3. The Company’s international franchising segment includes the activities with franchisees who operate store locations in certain countries and includes development fees, sales-based royalties and merchandise, including supplies and fixture sales. The Company's obligations under the franchise agreements are ongoing and include operations and product development support and training, generally concentrated around initial store openings. These obligations are highly interrelated rights that are not distinct in the context of the contract and, therefore, have been accounted for as a single performance obligation and recognized as franchisee sales occur. If the contract includes an initial, one -time nonrefundable development fee, this fee is recognized on a straight-line basis over the term of the franchise agreement, which may extend for periods up to 25 years. The Company classifies these initial, one -time nonrefundable franchise fee contract liabilities as deferred revenue on its consolidated balance sheet. Revenue from merchandise and fixture sales is recognized when control is transferred to the franchisee, which generally occurs upon delivery. The Company also incurs expenses directly related to the startup of new franchises, which may include finder’s fees, legal and travel costs, expenses related to its ongoing support of the franchises and employee compensation. Accordingly, the Company’s policy is to capitalize any finder’s fee, as an incremental cost, and expense all other costs as incurred. Additionally, the Company amortizes these capitalized costs into expense in the same pattern as the development fee's recording of revenue as described previously. These capitalized costs for the thirteen and twenty-six weeks ended August 2, 2025 are not material to the financial statements. The Company reserves for “expected” credit losses on financial instruments and other commitments to extend credit rather than the “incurred loss” model. These expected credit losses for financial assets held at the reporting date are to be based on historical experience, current conditions and reasonable and supportable forecasts. For the twenty-six weeks ended August 2, 2025 and August 3, 2024 , the Company's accounts receivable are net of $ 6.9 million and $ 6.5 million, inclusive of the allowance for credit losses and the reserve for the UK's customs authority "HMRC" matter of $ 3.6 million and $ 3.1 million, respectively. See Note 12 for further discussion of the HMRC matter. 8 Table of Contents 3. Leases The majority of the Company's leases relate to retail stores and corporate offices. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. Most new retail store leases have an original term of a five to ten -year base period and may include renewal options to extend the lease term beyond the initial base period. The extension periods are typically much shorter than the original lease term given the Company's strategic decision to maintain a high level of lease optionality. Some leases also include early termination options, which can be exercised under specific conditions. Additionally, the Company may operate stores for a period of time on a month-to-month basis after the expiration of the lease term. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. Additionally, certain leases contain incentives, such as construction allowances from landlords and/or rent abatements subsequent to taking possession of the leased property. The table below presents certain information related to the lease costs for operating leases for the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024 (in thousands). Thirteen weeks ended Twenty-six weeks ended August 2, 2025 August 3, 2024 August 2, 2025 August 3, 2024 Operating lease costs $ 10,765 $ 10,021 $ 21,208 $ 19,605 Variable lease costs (1) 2,509 2,464 4,889 4,655 Short term lease costs 21 33 49 58 Total Operating Lease costs $ 13,295 $ 12,518 $ 26,146 $ 24,318 ( 1 ) Variable lease costs consist of leases with variable rent structures, which are intended to increase flexibility in an environment with expected high sales volatility and provide a natural hedge against potential sales declines. Other information The table below presents supplemental cash flow information related to leases for the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024 (in thousands). Thirteen weeks ended Twenty-six weeks ended August 2, 2025 August 3, 2024 August 2, 2025 August 3, 2024 Operating cash flows for operating leases $ 10,633 $ 10,301 $ 20,848 $ 20,115 As of August 2, 2025 and August 3, 2024 , the weighted-average remaining operating lease term was 6.1 years and 5.6 years, respectively, and the weighted-average discount rate was 7.1 % and 7.2 %, respectively, for operating leases recognized on the Company's condensed consolidated balance sheets. The value of our operating lease asset was $ 101.0 million and $ 94.2 million as of August 2, 2025 and August 3, 2024 , respectively. The increase was driven by the Company entering into leases for new stores as well as securing longer-term extensions for existing stores resulting in contracts with more favorable terms. For the thirteen and twenty-six weeks ended August 2, 2025 and the thirteen and twenty-six weeks ended August 3, 2024 the Company incurred no impairment charges against its right-of-use operating lease assets. Undiscounted cash flows The table below reconciles the undiscounted cash flows for each of the first five years and total of the remaining years to the operating lease liabilities recorded on the balance sheet (in thousands). Operating Leases 2025 $ 14,814 2026 31,968 2027 21,287 2028 14,954 2029 12,179 Thereafter 41,278 Total minimum lease payments 136,480 Less: amount of lease payments representing interest ( 29,119 ) Present value of future minimum lease payments 107,361 Less: current obligations under leases ( 26,996 ) Long-term lease obligations $ 80,365 As of August 2, 2025 , the Company had additional executed leases that had not yet commenced with operating lease liab ilities of $ 32.8 millio n. These leases are expected to commence in fiscal 2025 and fiscal 2026 with lease terms of ten to twenty years. 9 Table of Contents 4. Other Assets Prepaid expenses and other current assets consist of the following (in thousands): August 2, February 1, August 3, 2025 2025 2024 Prepaid occupancy (1) $ 3,757 $ 2,213 $ 3,109 Prepaid insurance 451 1,248 693 Prepaid gift card fees 388 493 600 Prepaid royalties 203 736 195 Prepaid taxes (2) 143 1,512 526 Other (3) 5,084 6,467 8,135 Total $ 10,026 $ 12,669 $ 13,258 ( 1 ) Prepaid occupancy consists of prepaid expenses related to variable non-lease components. ( 2 ) Prepaid taxes consist of prepaid federal and state income tax. ( 3 ) Other consists primarily of prepaid expense related to information technology maintenance contracts and software as a service. Other non-current assets consist of the following (in thousands): August 2, February 1, August 3, 2025 2025 2024 Entertainment production asset (1) $ 4,336 $ 4,222 $ 4,562 Deferred compensation 1,549 1,684 1,017 Other (2) 136 195 252 Total $ 6,021 $ 6,101 $ 5,831 ( 1 ) Entertainment production asset includes the direct costs, production overhead and development costs in producing entertainment assets such as films or music. ( 2 ) Other consists primarily of deferred financing costs related to the Company's credit facility. 5. Accrued Expenses Accrued expenses consist of the following (in thousands): August 2, February 1, August 3, 2025 2025 2024 Accrued wages, bonuses and related expenses $ 12,122 $ 13,268 $ 9,896 Current income taxes payable 2,156 580 35 Sales and value added taxes payable 2,597 1,359 2,372 Accrued rent and related expenses (1) 885 1,002 1,040 Accrued expense - other (2) 1,350 - - Total $ 19,110 $ 16,209 $ 13,343 ( 1 ) Accrued rent and related expenses consist of accrued costs associated with non-lease components. ( 2 ) Accrued expense - other consists of costs associated with legal accruals. 10 Table of Contents 6. Stock-based Compensation On April 14, 2020, the Board of Directors (the “Board”) of Build-A-Bear Workshop, Inc. (the “Company”) adopted, subject to stockholder approval, the Build-A-Bear Workshop, Inc. 2020 Omnibus Incentive Plan (the “2020 Incentive Plan”). On June 11, 2020, the Company’s stockholders approved the 2020 Incentive Plan. On April 11, 2023, the Board adopted, subject to stockholder approval, the Build-A-Bear Workshop, Inc. Amended and Restated 2020 Omnibus Incentive Plan (the “Restated 2020 Incentive Plan”). On June 8, 2023, at the Company’s 2023 Annual Meeting of Stockholders, the Company’s stockholders approved the Restated 2020 Incentive Plan. The Restated 2020 Incentive Plan, which is administered by the Compensation and Human Capital Committee of the Board, permits the grant of stock options (including both incentive and non-qualified stock options), stock appreciation rights, other stock-based awards, including restricted stock and restricted stock units, cash-based awards, and performance awards pursuant to the terms of the Restated 2020 Incentive Plan. The Restated 2020 Incentive Plan will terminate on April 11, 2033, unless earlier terminated by the Board. The total number of shares of the Company’s common stock authorized for issuance under the Restated 2020 Incentive Plan increased by 800,000 to a maximum of 1,800,000 since its inception as the 2020 Incentive Plan, subject to customary capitalization adjustments, substitutions of acquired company awards and certain additions of acquired company plan shares, plus shares that are subject to outstanding awards made under the Build-A-Bear Workshop, Inc. 2017 Omnibus Incentive Plan (the “2017 Plan”) that on or after April 14, 2020, may be forfeited, expire or be settled for cash. For the thirteen weeks ended August 2, 2025 and August 3, 2024 , selling, general and administrative expense included stock-based compensation expense of $ 0.7 million and $ 0.6 million, respectively. For the twenty-six weeks ended August 2, 2025 and August 3, 2024 , selling, general, and administrative expense included stock-based compensation expense of $ 1.2 million and $ 1.0 million, respectively. As of August 2, 2025 , there was $ 6.4 million of total unrecognized compensation expense related to unvested restricted stock awards which is expected to be recognized over a weighted-average period of 2.1 years. As of February 1, 2025 , and August 2, 2025 , the Company had no outstanding stock options. The following table is a summary of the balances and activity related to time-based and performance-based restricted stock for the twenty-six weeks ended August 2, 2025 : Time-Based Restricted Stock Performance-Based Restricted Stock Shares Weighted Average Grant Date Fair Value Shares Weighted Average Grant Date Fair Value Outstanding, February 1, 2025 (1) 97,538 $ 25.21 193,273 $ 23.17 Granted (1) 44,530 46.60 49,564 47.64 Vested ( 59,387 ) 24.23 - - Adjustment for performance achievement - - ( 11,572 ) 18.03 Earned and vested - - ( 61,222 ) 18.03 Forfeited (1) - - - - Outstanding, August 2, 2025 (1) 82,681 $ 37.43 170,043 $ 32.32 ( 1 ) Performance-based restricted stock outstanding, granted, and forfeited are presented at 100% of target. The total fair value of shares vested during the twenty-six weeks ended August 2, 2025 and August 3, 2024 was $ 2.5 million and $ 2.2 million, respectively. The outstanding performance shares as of August 2, 2025 consist of the following: Performance Shares Unearned shares subject to performance-based restrictions at target: 2023 - 2025 consolidated pre-tax income growth objectives 36,309 2023 - 2025 consolidated revenue growth objectives 19,551 2024 - 2026 consolidated, cumulative EBITDA objectives 42,418 2024 - 2026 consolidated, cumulative revenue objectives 22,840 2025 - 2027 consolidated revenue growth objectives 48,925 Performance shares outstanding, August 2, 2025 170,043 7. Income Taxes On July 4, 2025, the "One Big Beautiful Bill Act" ("OBBB") was signed into law. The Company has analyzed the legislation and expects that the OBBBA will have an immaterial impact on our FY25 and FY26 effective tax rate. The Company is continuing to evaluate the impacts as additional information is provided. The Company's effective tax rate was 19.3 % and 20.8 % for the thirteen and twenty-six weeks ended August 2, 2025 compared to 24.0 % and 23.8 % for the thirteen and twenty-six weeks ended August 3, 2024 . The fiscal 2025 effective tax rate differed from the statutory rate of 21 % primarily due to state income tax expense offset by the tax impact of equity awards vesting, the foreign-derived intangible income deduction and discrete benefits related to settlement of a prior period tax position. The fiscal 2024 effective tax rate differed from the statutory rate of 21 % primarily due to state income tax expense partially offset by the tax impact of equity awards vesting. In addition, in the second quarter of fiscal 2025 and 2024, the Company remains in a full valuation allowance in certain foreign jurisdictions. 11 Table of Contents 8. Stockholders’ Equity The following table sets forth the changes in stockholders’ equity (in thousands) for the thirteen weeks ended August 2, 2025 and August 3, 2024 (in thousands): For the thirteen weeks ended August 2, 2025 For the thirteen weeks ended August 3, 2024 Common Retained Common Retained stock APIC (1) AOCI (2) earnings Total stock APIC (1) AOCI (2) earnings Total Balance, beginning $ 132 $ 61,602 $ ( 11,295 ) $ 98,243 $ 148,682 $ 139 $ 64,065 $ ( 12,153 ) $ 76,290 $ 128,341 Stock-based compensation 375 375 336 336 Share repurchase ( 276 ) ( 2,839 ) ( 3,115 ) ( 3 ) ( 1,570 ) ( 7,576 ) ( 9,149 ) Cash dividends ( 2,905 ) ( 2,905 ) ( 2,755 ) ( 2,755 ) Other comprehensive income (loss) ( 9 ) ( 9 ) 240 240 Net income 12,367 12,367 8,778 8,778 Balance, ending $ 132 $ 61,701 $ ( 11,304 ) $ 104,866 $ 155,395 $ 136 $ 62,831 $ ( 11,913 ) $ 74,737 $ 125,791 ( 1 ) Additional paid-in capital (“APIC”) ( 2 ) Accumulated other comprehensive loss (“AOCI”) The following table sets forth the changes in stockholders’ equity (in thousands) for the twenty-six weeks ended August 2, 2025 and August 3, 2024 (in thousands): For the twenty-six weeks ended August 2, 2025 For the twenty-six weeks ended August 3, 2024 Common Retained Common Retained stock APIC (1) AOCI (2) earnings Total stock APIC (1) AOCI (2) earnings Total Balance, beginning $ 133 $ 61,987 $ ( 12,554 ) $ 89,516 $ 139,082 $ 142 $ 66,330 $ ( 12,082 ) $ 75,272 $ 129,662 Shares issued under employee stock plans 1,103 1,103 2 1,094 1,096 Stock-based compensation 659 659 669 669 Shares withheld in lieu of tax withholdings ( 1,266 ) ( 1,266 ) (1 ) ( 2,089 ) ( 2,090 ) Share repurchase ( 1 ) ( 782 ) ( 6,540 ) ( 7,323 ) ( 7 ) ( 3,173 ) ( 15,167 ) ( 18,347 ) Cash dividends ( 5,796 ) ( 5,796 ) ( 5,565 ) ( 5,565 ) Other - - ( 40 ) ( 40 ) Other comprehensive income 1,250 1,250 169 169 Net income 27,686 27,686 20,237 20,237 Balance, ending $ 132 $ 61,701 $ ( 11,304 ) $ 104,866 $ 155,395 $ 136 $ 62,831 $ ( 11,913 ) $ 74,737 $ 125,791 ( 1 ) Additional paid-in capital (“APIC”) ( 2 ) Accumulated other comprehensive loss (“AOCI”) During the thirteen and twenty-six weeks ended August 2, 2025 , the Company utilized $ 3.1 million in cash to repurchase 59,083 shares and utilized $ 7.3 million in cash to repurchase 167,585 shares, respectively, under its $ 100 million dollar stock repurchase program that was authorized by the Board of Directors on September 11, 2024 ( the "September 2024 Stock Repurchase Program"). Between the end of the second fiscal quarter of 2025 and September 8, 2025, the Company utilized an additional $ 1.9 million in cash to repurchase 34,949 under the September 2024 Stock Repurchase Program, leaving the aggregate $ 80.0 million available for future repurchases under that plan. For the thirteen and twenty-six weeks ended August 2, 2025 , the Company's Board of Directors authorized cash dividends to shareholders of $ 2.9 million and $ 5.8 million, respectively. During the thirteen and twenty-six weeks ended August 3, 2024 , the Company utilized $ 9.1 million in cash to repurchase 341,621 shares and utilized $ 18.2 million in cash to repurchase 685,027 shares, respectively, under its prior $ 50.0 million program authorized by its Board of Directors on August 31, 2022 ( the "August 2022 Stock Repurchase Program"). For the thirteen and twenty-six weeks ended August 3, 2024, the Company's Board of Directors authorized cash dividends to shareholders of $ 2.7 million and $ 5.6 million, respectively. 12 Table of Contents 9. Income per Share The following table sets forth the computation of basic and diluted net income per share (in thousands, except share and per share data): Thirteen weeks ended Twenty-six weeks ended August 2, August 3, August 2, August 3, 2025 2024 2025 2024 NUMERATOR: Net income $ 12,367 $ 8,778 $ 27,686 $ 20,237 DENOMINATOR: Weighted average number of common shares outstanding - basic 13,111,615 13,665,958 13,095,958 13,795,958 Dilutive effect of share-based awards: 27,855 19,842 46,485 49,351 Weighted average number of common shares outstanding - dilutive 13,139,470 13,685,801 13,142,443 13,845,309 Basic net income per common share $ 0.94 $ 0.64 $ 2.11 $ 1.47 Diluted net income per common share $ 0.94 $ 0.64 $ 2.11 $ 1.46 In calculating the diluted income per share for the thirteen and twenty-six weeks ended August 2, 2025 , respectively, there were 28,036 and 14,018 shares of common stock that were outstanding at the end of the period that were not included in the computation of diluted income per share due to their anti-dilutive effect. For the thirteen and twenty-six weeks ended August 3, 2024 , respectively, there were 36,689 and 28,989 shares of common stock that were outstanding at the end of the period that were not included in the computation of diluted income per share due to their anti-dilutive effect. 10. Comprehensive Income The difference between comprehensive income or loss and net income or loss is the result of foreign currency translation adjustments on the balance sheets of subsidiaries whose functional currency is not the U.S. dollar. The accumulated other comprehensive loss balance on August 2, 2025 and August 3, 2024 was comprised entirely of foreign currency translation. For the thirteen weeks ended August 2, 2025 and August 3, 2024 , the Company had no reclassifications out of accumulated other comprehensive loss. 13 Table of Contents 11. Segment Information The Company’s operations are conducted through three operating segments consisting of DTC, commercial and international franchising. The DTC segment includes the operating activities of corporately-managed locations and other retail delivery operations in the U.S., Canada, the Republic of Ireland and the U.K., including the Company’s e-commerce sites and temporary stores. The commercial segment includes the Company’s transactions with other businesses, mainly comprised of licensing the Company’s intellectual properties for third -party use and wholesale sales to our partner-operated locations. The international franchising segment includes the licensing activities of the Company’s franchise agreements with store locations in select countries in Asia, Australia, the Middle East, Africa, and South America. The operating segments have discrete sources of revenue, different capital structures and different cost structures. These operating segments represent the basis on which the Company’s chief operating decision maker regularly evaluates the business in assessing performance, determining the allocation of resources and the pursuit of future growth opportunities. Accordingly, the Company has determined that each of its operating segments represent a reportable segment. The three reportable segments follow the same accounting policies used for the Company’s consolidated financial statements. The following is a summary of the financial information for the Company’s reportable segments (in thousands): Direct-to- International Consumer Commercial Franchising Total Thirteen weeks ended August 2, 2025 Total Revenue $ 114,635 $ 8,629 $ 983 $ 124,247 Cost of Goods Sold 48,552 3,419 765 52,736 Gross Profit 66,083 5,210 218 71,511 Selling, General & Administrative 34,183 97 - 34,280 Contribution Margin 31,900 5,113 218 37,231 Overhead Expenses(1) 22,119 Interest Income ( 206 ) Income before income taxes $ 15,318 Thirteen weeks ended August 3, 2024 Total Revenue $ 103,455 $ 7,294 $ 1,049 $ 111,798 Cost of Goods Sold 47,607 3,008 614 51,229 Gross Profit 55,848 4,286 435 60,569 Selling, General & Administrative 31,717 257 - 31,974 Contribution Margin 24,131 4,029 435 28,595 Overhead Expenses(1) 17,238 Interest Income ( 188 ) Income before income taxes $ 11,545 Twenty-six weeks ended August 2, 2025 Total Revenue $ 234,224 $ 16,251 $ 2,167 $ 252,642 Cost of Goods Sold 100,123 6,433 1,588 108,144 Gross Profit 134,101 9,818 579 144,498 Selling, General & Administrative 68,535 193 - 68,728 Contribution Margin 65,566 9,625 579 75,770 Overhead Expenses(1) 41,227 Interest Income ( 406 ) Income before income taxes $ 34,949 Twenty-six weeks ended August 3, 2024 Total Revenue $ 211,323 $ 13,278 $ 1,927 $ 226,528 Cost of Goods Sold 97,022 5,541 1,231 103,794 Gross Profit 114,301 7,737 696 122,734 Selling, General & Administrative 62,489 451 - 62,940 Contribution Margin 51,812 7,286 696 59,794 Overhead Expenses(1) 33,834 Interest Income ( 614 ) Income before income taxes $ 26,574 ( 1 ) Overhead expenses contain selling, general and administrative expenses not attributable to a segment. Total assets, depreciation and amortization, and capital expenditures for the Company's segments, as well as for Corporate and support, are as follows: Direct-to- International Consumer Commercial Franchising Corporate Total Thirteen weeks ended August 2, 2025 Depreciation and amortization 2,691 35 - 942 3,668 Capital Expenditures 2,381 - - 984 3,365 Thirteen weeks ended August 3, 2024 Depreciation and amortization 2,584 54 - 998 3,636 Capital Expenditures 2,187 - - 1,083 3,270 Twenty-six weeks ended August 2, 2025 Total Assets $ 219,168 $ 11,466 $ 1,648 $ 85,956 $ 318,238 Depreciation and amortization 5,425 74 - 1,869 7,368 Capital Expenditures 4,021 - - 2,307 6,328 Twenty-six weeks ended August 3, 2024 Total Assets $ 198,235 $ 10,345 $ 1,067 $ 69,812 $ 279,459 Depreciation and amortization 5,207 106 - 1,981 7,294 Capital Expenditures 4,090 - - 1,610 5,700 The Company’s reportable segments are primarily determined by the types of products and services that they offer. Each reportable segment may operate in many geographic areas. Revenues are recognized in the geographic areas based on the location of the customer or franchisee. The following schedule is a summary of the Company’s sales to external customers and long-lived assets by geographic area (in thousands): North America (1) Europe (2) Other (3) Total Thirteen weeks ended August 2, 2025 Net sales to external customers $ 107,066 $ 15,775 $ 1,406 $ 124,247 Thirteen weeks ended August 3, 2024 Net sales to external customers $ 96,766 $ 14,012 $ 1,020 $ 111,798 Twenty-six weeks ended August 2, 2025 Net sales to external customers $ 218,339 $ 31,402 $ 2,901 $ 252,642 Property and equipment, net 54,121 4,683 0 58,804 Twenty-six weeks ended August 3, 2024 Net sales to external customers $ 196,217 $ 28,461 $ 1,850 $ 226,528 Property and equipment, net 49,436 3,867 0 53,303 For purposes of this table only: ( 1 ) North America includes corporately-managed locations and sales to wholesale customers in the United States and Canada. ( 2 ) Europe includes corporately-managed locations in the U.K. and the Republic of Ireland and sales to wholesale customers in Europe. ( 3 ) Other includes wholesale and franchise businesses outside of North America and Europe. 14 Table of Contents 12. Contingencies In the normal course of business, the Company is subject to legal proceedings, government inquiries and claims, and other commercial disputes. If one or more of these matters has an unfavorable resolution, it is possible that the results of operations, liquidity or financial position of the Company could be materially affected in any particular period. The Company accrues a liability for these types of contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. Gain contingencies are recorded when the underlying uncertainty has been settled. Assessments made by the U.K. customs authority in 2012 were appealed by the Company, which has paid the disputed duty, strictly under protest, pending the outcome of the continuing dispute, and this is included in receivables, net in the DTC segment. The U.K. customs authority contested the Company's appeal. Rulings by the First Tier Tribunal in November 2019 and Upper Tribunal in March 2021 held that duty was due on some, but not all, of the products at issue. The Company petitioned the Court of Appeal for permission to appeal certain elements of the Upper Tribunal decision, and in early November 2021, a judge granted the Company's petition for permission to appeal those elements of the Upper Tribunal decision on some, but not all, of the grounds of appeal that the Company had put forward. An appeal was heard by the Court of Appeal during the first quarter of fiscal 2022, and the Court of Appeal dismissed the appeal in the third quarter of fiscal 2022. During the fourth quarter of fiscal 2022 , the UK Supreme Court declined to hear the appeal. The Company is engaging with the customs authority to attempt to resolve all outstanding issues following the application of the determined principles. The case will return to the lower tribunal for a final ruling if outstanding issues cannot be resolved. The Company maintains a provision against the related receivable, based on a current evaluation of collectability, using the latest facts available in the dispute. As of August 2, 2025 , the Company had a gross receivable balance of $ 5.1 million and a reserve of $ 3.6 million, leaving a net receivable of $ 1.5 million. The Company believes that the outcome of this dispute will not have a material adverse impact on the results of operations, liquidity, or financial position of the Company. 15 Table of Contents