BUILD-A-BEAR WORKSHOP INC 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations Cautionary Notice Regarding Forward-Looking Statements The following Management’s Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements that involve risks and uncertainties, and we undertake no obligation to update these statements except as required by the federal securities laws. Our actual results may differ materially from the results discussed in the forward-looking statements. These risks and uncertainties include, without limitation, those detailed under the caption “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026, as amended by Amendment No. 1, as filed with the SEC, and include the following: ● any uncertainty or decline in general global economic conditions, caused by inflation, rising interest rates, geo-political conflicts, or other external factors, could lead to disproportionately reduced discretionary consumer spending and a corresponding reduction in demand for our products and have an adverse effect on our liquidity and profitability; ● the uncertainty of the impact of tariffs on countries from which we import is expected to have an impact on our business, mainly our cost of goods and profit margin; ● consumer interests can change rapidly, and our success depends on the ongoing effectiveness of our marketing and online initiatives to build consumer affinity for our brand and drive consumer demand for our products and services; ● we depend upon the shopping malls and tourist locations in which our stores are located to attract guests. Continued or further volatility in retail consumer traffic could adversely affect our financial performance and profitability; ● our business may be adversely impacted at any time by various significant competitive threats; ● global or regional health pandemics or epidemics could negatively impact our business, financial position and results of operations; ● our profitability could be adversely affected by fluctuations in petroleum product prices; ● if we are unable to generate interest in and demand for our interactive retail experience and products, including being able to identify and respond to consumer preferences in a timely manner, our sales, financial condition and profitability could be adversely affected; ● our use of artificial intelligence technologies presents operational, reputational, data security and legal risks that could adversely affect our business and financial performance, and any failure to effectively leverage artificial technologies in our business could negatively impact our customer engagement and competitive position; ● if we cannot renew, renegotiate or replace our store leases or enter into leases for new stores on favorable terms, or if we violate any of the terms of our current leases, our revenue and profitability could be harmed; ● failure to successfully execute our omnichannel and brand expansion strategy and the cost of our investments in e-commerce and digital transformation may materially adversely affect our financial condition and profitability; ● we are subject to risks associated with technology and digital operations; ● we may not be able to evolve our store locations over time to align with market trends, successfully diversify our store formats and business models in accordance with our strategic goals or otherwise effectively manage our overall portfolio of stores which could adversely affect our ability to grow and could significantly harm our profitability; ● our company-owned distribution center that services the majority of our stores in North America and our third-party distribution center providers used in the western U.S. and Europe may be required to close and operations may experience disruptions or may operate inefficiently; ● we rely on a few global supply chain vendors to supply substantially all of our materials and merchandise, and significant price increases or any disruption in their ability to deliver materials and merchandise could harm our ability to source products and supply inventory to our stores; ● our merchandise is manufactured by foreign manufacturers, we transact business in various foreign countries, and the availability and costs of our products, as well as our product pricing, may be negatively affected by risks associated with international manufacturing and trade and foreign currency fluctuations; ● we may not be able to operate our international corporately-managed locations profitably; ● if we cannot effectively manage our international partner-operated locations, attract new partners or if the laws relating to our international partners change, our growth and profitability could be adversely affected, and we could be exposed to additional liability; ● we are subject to a number of risks related to disruptions, failures or security breaches of our information technology infrastructure. If we improperly obtain or are unable to protect our data or violate privacy or security laws or expectations, we could be subject to liability as well as damage to our reputation; ● we may fail to renew, register or otherwise protect our trademarks or other intellectual property and have been sued by third parties for infringement or misappropriation of their proprietary rights, which could be costly, distract our management and personnel and result in the diminution in value of our trademarks and other important intellectual property; ● we may suffer negative publicity or be sued if the manufacturers of our merchandise or of Build-A-Bear branded merchandise sold by our licensees ship any products that do not meet current safety standards or production requirements or if such products are recalled or cause injuries; ● we may suffer negative publicity or be sued if the manufacturers of our merchandise violate labor laws or engage in practices that consumers believe are unethical; ● we may suffer negative publicity or a decrease in sales or profitability if the products from other companies that we sell in our stores do not meet our quality standards or fail to achieve our sales expectations; ● we may suffer negative publicity and damage to our reputation if we do not continue to evolve environmental, social, and governance initiatives in a timely manner; ● fluctuations in our quarterly results of operations could cause the price of our common stock to substantially decline; ● fluctuations in our operating results could reduce our cash flow, or trigger restrictions under our credit agreement, cause us to be unable to repurchase shares at all, at the times or in the amounts we desire, cause the results of our share repurchase program may not be as beneficial as we would like, or cause us to discontinue our quarterly dividend program; ● our relatively low market capitalization can cause the market price of our common stock to become volatile; ● our certificate of incorporation and bylaws and Delaware law contain provisions that may prevent or frustrate attempts to replace or remove our current management by our stockholders, even if such replacement or removal may be in our stockholders’ best interests; ● we may not be able to operate successfully if we lose key personnel, are unable to hire qualified additional personnel, or experience turnover of our management team; ● because our business is largely based on a vertical retail model, labor-related matters, ranging from union formation to labor disputes, may adversely affect our operations; and ● we may be unsuccessful in acquiring businesses or engaging in other strategic transactions, which may negatively affect our financial condition and profitability. 17 Table of Contents Business Overview Build-A-Bear Workshop, Inc., a Delaware corporation, was formed in 1997 as a mall-based, experiential specialty retailer for children. Build‑A‑Bear has evolved to become a leading global "retailtainment" brand on a mission to add a little more heart to life. At Build-A-Bear, guests are invited to create personalized furry friends through a unique stuffing, dressing, accessorizing and naming process, accentuated by a memorable Heart Ceremony that creates moments of connection for people of all ages. Over the years, Build‑A‑Bear has grown into a multi‑generational phenomenon, positioned at the intersection of pop‑culture trends. Beyond its signature retail experience, our brand also offers pre‑stuffed plush, gifting, partnerships with best‑in‑class licensed and collectible characters, and original storytelling through Build‑A‑Bear Entertainment, LLC. Build‑A‑Bear’s current brand platform and message, “The Stuff You Love,” crosses ages and cultures while celebrating nearly 30 years of helping people mark life’s meaningful moments. The Build-A-Bear brand has high consumer awareness and positive affinity, and we leverage our brand strength to expand the footprint of our retail experience locations through a range of store sizes, formats, and locations, including tourist destinations. In addition to growing our corporately-managed store footprint, we are also growing through partner-operated and franchise locations, particularly for our international expansion. Our ongoing digital transformation, which touches our e-commerce business, consumer loyalty program, and digital content, has led to omnichannel growth over the past several years. Build-A-Bear's pop-culture appeal plays a key role in expanding our total addressable market beyond children to teens and adults with sports licensing, collectible and gifting offerings, as well as to categories beyond plush. As of August 1, 2026, the Company had 674 global locations through a combination of its corporately-managed, partner-operated, and franchise models. This reflects 379 corporately-managed locations, including 337 stores in the United States (“U.S.”) and Canada and 42 stores in the United Kingdom ("U.K.") and the Republic of Ireland, 177 partner-operated locations in which we sell our products on a wholesale basis to other companies that then, in turn, execute our retail experience, and 118 international franchise locations, all under the Build-A-Bear Workshop brand. In addition to these locations, we sell products on our company-owned e-commerce sites and third-party marketplace sites, our franchisees sell products through sites that they manage as well as other third-party marketplace sites and other parties sell products on their sites under wholesale agreements. For fiscal year 2026 year-to-date, the Company achieved net new unit growth of 12 experience locations, comprising four corporately managed locations and nine international franchise locations, partially offset by one fewer partner-operated location compared with the prior fiscal year. We operate in three segments that share the same infrastructure, including management, systems, merchandising and marketing, and generate revenues as follows: • Direct to Consumer (“DTC”) – Corporately-managed retail stores located in the U.S., Canada, Puerto Rico, the U.K., Ireland, and two e-commerce sites; • Commercial – Transactions with other businesses, mainly comprised of wholesale product sales and licensing our intellectual property, including entertainment properties, for third-party use; and • International franchising – Royalties as well as product and fixture sales from other international operations under franchise agreements. Selected financial data attributable to each segment for the thirteen and twenty-six weeks ended August 1, 2026 and August 2, 2025 are set forth in the notes to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q. Recent Events and Trends Regarding Tariffs and International Trade Global trade policy continues to evolve and the ultimate impact of recent developments with respect to U.S. tariffs is unclear. During the first quarter of fiscal 2026, following Supreme Court rulings regarding tariffs previously imposed under the International Emergency Economic Powers Act ("IEEPA"), the Company determined that it was entitled to recover approximately $13.2 million of previously paid tariffs. The Company recorded the related receivable, recognized a $10.4 million benefit in cost of merchandise sold-retail, including approximately $7.0 million related to prior fiscal year costs, and reduced the carrying value of inventory by approximately $2.8 million for tariffs attributable to inventory remaining on hand. During the second quarter of fiscal 2026, the Company collected the refund including interest and recognized the remaining inventory-related benefit as the underlying inventory was sold. As a result, the Company has substantially completed recognition of the financial statement impacts associated with the IEEPA tariff refund. The Company continues to be subject to tariffs imposed under other legal authorities. Based on current information, the Company's fiscal 2026 outlook reflects the impact of ongoing tariffs and related costs associated with an estimated effective tariff rate of approximately 12.5%. There remains uncertainty regarding future tariff policies, tariff rates, trade negotiations, potential retaliatory actions, and the duration of existing tariffs. The Company continues to monitor these developments and evaluate their potential impact on its business, financial condition, results of operations, and cash flows. Since we import the vast majority of our products from vendors outside the U.S., we face uncertainty and risks related to tariffs and other trade policies that could negatively impact our Company. Tariffs and other non-tariff trade practices can adversely affect our business in multiple ways, including increased costs of our products. While we have taken steps in recent years to diversify our supply chain and reduce China sourcing by shifting primarily to Vietnam, we remain subject to substantial potential exposure to tariffs. Specifically, the latest tariffs implemented by the U.S. continue to have an impact on our cost structure and product margins. Additionally, the uncertainty about trade policy, tariff rates, and other changes in practices affecting international trade, including whether such tariffs or other measures will be withdrawn, or modified in the future, makes it difficult for us to operate optimally. Depending on the level and longevity of the tariff disruption, we will continue to adjust our pricing while monitoring the impact of inflation and consumer confidence, on both a micro and macro basis. 18 Table of Contents Description of Operations Build-A-Bear Workshop offers interactive entertainment experiences via both physical and digital engagement, targeting a range of consumer segments and purchasing occasions through digitally-driven, diversified omnichannel capabilities. We operate a vertical retail channel with corporately-operated experience locations that feature a unique combination of interactivity and product in which guests can “make their own” furry friends by participating in the stuffing, dressing, accessorizing and naming of their own teddy bears and other stuffed animals along with the now-famous Heart Ceremony that helps to make the experience memorable by bringing the furry friend to "life." Our retail footprint also comprises both domestic and international partner-operated and franchise locations that extend our unique combination of experience and product beyond our corporately-operated locations. We also operate buildabear.com, which serves as an information and communications tool to plan a store visit as well as an e-commerce platform that focuses on gift-giving, collectible merchandise and licensed products that appeal to consumers that have an affinity for characters from a range of entertainment, sports, art, and gaming properties. Our engaging digital purchasing experiences include our online “Bear-Builder” and an age-gated adult-focused “Bear Cave” microsite. Our retail stores also act as “mini distribution centers” that provide efficient omnichannel support for our digital demand. While the primary consumer target for our retail stores is families with children, our e-commerce sites focus on collectors and gift givers that are primarily tweens, teens and adults. We have also extended our business model by leveraging our brand strength and owned intellectual properties through the creation of engaging content for kids and adults while also offering products at wholesale and in non-plush consumer categories via outbound licensing agreements with leading manufacturers. We seek to provide outstanding guest experiences across all channels and touch points including our retail locations, our e-commerce sites, our mobile sites and apps as well as traditional, digital, and social media. We believe the hands-on and interactive nature of our experiencial locations, our personal service model and engaging digital shopping experiences result in guests forming an emotional connection with our brand which has multi-generational appeal that captures today’s zeitgeist including desire for engaging experiences, personalization and “DIY” while being recognized as trusted, giving, and a part of pop culture. Operating Strategies Our operating strategies have enabled us to build a strong foundation while continuing to invest in the brand’s iconic status, diversifying and growing the business by reaching more consumers, in more places, with more products, for more occasions. Upon that foundation, we have evolved to focus on scaling our company through a four-pillar strategic framework, supported by four platform areas. These four pillars are intended to leverage the strength of the brand to drive incremental revenue, with pillars one and two continuing to activate proven strategies, with an expectation that they will help fund the expansion into the newer revenue streams represented by pillars three and four. These four pillars are as follows: • Pillar One - Organic Growth. While we expect to add new and faster-growing revenue streams over time, we must also continue to drive our core business. We plan to do this by optimizing our omnichannel model via deeper integration, greater visibility, and more meaningful engagement with guests to improve lifetime value. Our physical experiencial locations remain critical in building the strength of the Build-A-Bear brand with our core kid consumer. At the same time, our e-commerce business remains our single largest store, serving as a key information destination and a highly complementary channel that extends our reach beyond the core by over-indexing with teen and adult gifting and collectible consumers. • Pillar Two - Location Expansion. We expect to continue growing our experiential location footprint across all three retail business models, including corporately operated, partner-operated, and franchise, with a particular focus on international growth through our asset-light partner-operated approach. We expect to continue opening across global locations, in a broad range of formats, from smaller standalone locations, shop-in-shops to larger, tourist-destination locations. • Pillar Three - Wholesale and Outbound Brand Licensing . We are enhancing our capabilities, from systems to sourcing to replenishment, to be able to sell branded products to traditional wholesale customers beyond our experience locations. These products will be based on a variety of form factors and designed for the wholesale channel, including, for example, pre-stuffed plush. This effort is designed not only to drive incremental revenue but also to extend the brand presence to tens of thousands of new points of sale. We also intend to leverage our nearly 30 years of multi-generational brand equity to access substantial whitespace and enter adjacent non-plush categories through outbound licensing relationships, again, to bring Build-A-Bear-branded items to more places. Importantly, we view these additional spaces as complementary to our Workshops, with the intention of ultimately serving as a mechanism for awareness and trial, driving more traffic to our stores for the full Build-A-Bear experience. • Pillar Four - Gifting and Personalization . This pillar is designed to gain more share of the growing multi-billion-dollar gifting and personalization markets. Build-A-Bear offers beloved gifts that create memories for both the gift-giver and recipient across multiple age groups and occasions. With over one-third of our revenue currently driven by birthdays, we have already proven that the brand is associated with gifting occasions but believe there is a robust opportunity to expand into gifts for more of life’s special moments, with our powerful brand and personalization options serving as an important competitive point of difference. These four pillars are enabled by our continued focus on four platform areas that span each of the pillars and support their continued growth. The four platforms are as follows: • Platform One - Enhance Brand. Building our brand is core to our long-term growth, as it is the cornerstone of our ability to bring the unique and memorable Build-A-Bear experience to more guests around the world. We leverage innovative, brand-aligned marketing strategies to reach and engage our guests to enhance their affinity with and trust of Build-A-Bear. • Platform Two - Leverage Content. We drive elevated consumer engagement with Build-A-Bear through the strategic integration of product and experience across several different content strategies, including: stories that we tell through the launches of seasonal collections; owned Intellectual Property that can evolve from a screen-based character into plush; and partnerships with licensed brands for whom we can create unique “make-your-own” plush interpretations of their beloved characters. • Platform Three - Evolve Technology. We strategically evolve our technological infrastructure as needed to support our future growth and make data-driven decisions that allow us to scale more effectively. • Platform Four - Elevate Organization. We elevate our workforce to support the capabilities required for growth both through the development of current talent and the strategic addition of new team members to our organization. 19 Table of Contents Stores: Corporately-Managed Locations: The table below sets forth the number of Build-A-Bear Workshop corporately-managed stores in the U.S., Canada, and Puerto Rico (collectively, North America) and the U.K. and Ireland (collectively, Europe) for the periods presented: Twenty-six weeks ended August 1, 2026 August 2, 2025 North America Europe Total North America Europe Total Beginning of period 333 42 375 328 40 368 Opened 8 - 8 - 1 1 Closed (4 ) - (4 ) (1 ) - (1 ) End of period 337 42 379 327 41 368 As of August 1, 2026, 55% of our corporately-managed stores were in an updated Discovery format. We also expect to close certain stores in accordance with natural lease events as an ongoing part of our real estate management and day-to-day operational plans. The future of our retail store fleet may include expansion into more non-traditional locations, including concourse format shops, and expansion in other locations outside of traditional malls. Partner-Operated Locations: The number of partner-operated locations opened and closed for the periods presented below is summarized as follows: Twenty-six weeks ended August 1, 2026 August 2, 2025 Beginning of period 178 138 Opened 13 19 Closed (14 ) - End of period 177 157 Through our partner-operated model, there were 177 stores in operation at the end of the second quarter of 2026 with relationships that included Carnival Cruise Line, Great Wolf Lodge Resorts, Landry's and Girl Scouts of the USA. The partner-operated model is capital light for us, with the partner company building out and operating the workshops including providing the real estate location and covering the cost of labor and inventory, which is purchased from us on a wholesale basis. These locations are heavily weighted to the hospitality industry, which allow us to further advance our focus on experience location expansion in non-traditional and tourist areas, as well as shop-in-shop arrangements within other retailers’ stores. International Franchise Locations: Our first franchisee location opened in November 2003. All franchise stores have similar signage, store layout, merchandise characteristics and guest experience as our corporately-managed stores. As of August 1, 2026, we had seven master franchise agreements, which typically grant franchise rights for a particular country or group of countries, covering a total of twelve countries. The number of international franchise locations opened and closed for the periods presented below is summarized as follows: Twenty-six weeks ended August 1, 2026 August 2, 2025 Beginning of period (1) 109 92 Opened 10 15 Closed (1 ) (5 ) End of period 118 102 (1) Count for both years include nine shop-in-shop locations in Australia not previously reported. In the ordinary course of business, we anticipate signing additional master franchise agreements in the future and terminating other such agreements. We source fixtures and other supplies for our franchisees from China which significantly reduces the capital and lowers the expenses required to open franchises. We are leveraging new formats that have been developed for our corporately-managed locations such as concourses and shop-in-shops with our franchisees. 20 Table of Contents Results of Operations The following table sets forth, for the periods indicated, selected income statement data expressed as a percentage of total revenues, except where otherwise indicated. Percentages will not total due to cost of merchandise sold being expressed as a percentage of net retail sales, commercial revenue, international franchising, respectively, as well as immaterial rounding. BUILD-A-BEAR WORKSHOP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Thirteen weeks ended Twenty-six weeks ended August 1, August 2, August 1, August 2, 2026 2025 2026 2025 Revenues: Net retail sales 92.4 % 92.3 % 91.5 % 92.7 % Commercial revenue 7.0 6.9 7.9 6.4 International franchising 0.6 0.8 0.6 0.9 Total revenues 100.0 100.0 100.0 100.0 Costs and expenses: Cost of merchandise sold - retail (1) 46.0 42.4 40.6 42.7 Cost of merchandise sold - commercial (1) 41.8 39.6 41.0 39.6 Cost of merchandise sold - international franchising (1) 66.1 77.8 71.1 73.3 Total cost of merchandise sold 45.8 42.4 40.8 42.8 Consolidated gross profit 54.2 57.6 59.2 57.2 Selling, general and administrative 44.6 45.4 44.7 43.5 Interest income, net (0.5 ) (0.2 ) (0.3 ) (0.2 ) Income before income taxes 10.1 12.3 14.8 13.8 Income tax expense 2.5 2.4 3.5 2.9 Net income 7.6 10.0 11.2 11.0 Retail Gross Margin (2) 54.0 % 57.6 % 59.4 % 57.3 % (1) Cost of merchandise sold – retail is expressed as a percentage of net retail sales. Cost of merchandise sold – commercial is expressed as a percentage of commercial revenue. Cost of merchandise sold – international franchising is expressed as a percentage of international franchising revenue. (2) Retail gross margin represents net retail sales less cost of merchandise sold - retail; retail gross margin percentage represents retail gross margin divided by net retail sales. Thirteen weeks ended August 1, 2026 compared to thirteen weeks ended August 2, 2025 Total revenues. Consolidated revenues decreased $9.0 million or 7.2%, primarily driven by a $8.1 million or 7.1% decrease in net retail sales and a $0.9 million or 9.0% decrease in combined commercial and international franchising revenue when compared to the second fiscal quarter of 2025. The decrease in net retail sales was driven by lower sales at existing stores and decreased e-commerce demand offset by sales at new stores. The decrease in commercial revenue was due to lower sales volume from our wholesale customers through our partner-operated retail model. The decrease in international franchising revenue was due to timing of product shipments. Net retail sales for the thirteen weeks ended August 1, 2026 were $106.5 million, compare d to $114.6 mi llion for the thirteen weeks ended August 2, 2025. The components of the performance are as follows (dollars in thousands): Thirteen weeks ended August 1, 2026 Impact from: Existing stores $ (10,921 ) New stores 4,141 Store closures (477 ) Foreign currency translation (131 ) Gift card breakage (169 ) Gift card discounts 143 Digital sales (1,144 ) Other 467 Total Change $ (8,091 ) The lower retail revenue performance was primarily due to lower sales at existing stores and decreased e-commerce demand offset by sales at new stores. 21 Table of Contents Commercial revenue was $8.1 million for the thirteen weeks ended August 1, 2026 compared to $8.6 million for the thirteen weeks ended August 2, 2025. The $0.5 million decrease was primarily due to lower sales volume from our wholesale accounts. International franchising revenue was $0.7 million for the thirteen weeks ended August 1, 2026 compared to $1.0 million for the thirteen weeks ended August 2, 2025. The $0.3 million decrease was primarily due to lower royalties and other sales to franchisees. Retail gross margin. Retail gross margin dollars decreased $8.5 million to $57.6 million from $66.1 million for the thirteen weeks ended August 2, 2025 . The retail gross margin rate decreased 360 basis points compared to the prior year primarily due to occupancy cost deleverage and increased promotional activity. Selling, general and administrative. SG&A expenses were $51.4 million, or 44.6% of consolidated revenue, for the thirteen weeks ended August 1, 2026, compared to $56.4 million, or 45.4% of consolidated revenue, for the thirteen weeks ended August 2, 2025. The decrease was primarily driven by lower incentive compensation. Interest income, net. Interest income was $0.6 million for the thirteen weeks ended August 1, 2026, compared to interest income of $0.2 million for the thirteen weeks ended August 2, 2025. The increase was driven by higher interest income from IEEPA tariff refunds. Provision for income taxes . Income tax expense was $2.9 million with a tax rate of 24.7% for the thirteen weeks ended August 1, 2026, as compared to $3.0 million with a tax rate of 19.3% for the thirteen weeks ended August 2, 2025 . In the second quarter of fiscal 2026, the 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 and the foreign-derived eligible income deduction (formerly foreign derived intangible income). In the second quarter of fiscal 2025, the 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. In addition, in the second quarter of fiscal 2026 and 2025, the Company remains in a full valuation allowance in certain foreign jurisdictions. Twenty-six weeks ended August 1, 2026 compared to twenty-six weeks ended August 2, 2025 Total revenues. Consolidated revenues decreased $12.1 million or 4.8%, primarily driven by a $14.2 million or 6.1% decrease in net retail sales partially offset by a $2.1 million or 11.6% increase in combined commercial and international franchising revenue when compared to the same period of 2025. The decrease i n net retail sales was driven by lower sales at existing stores and decreased e-commerce demand. The increase in commercial revenue was due to higher sales to our wholesale customers, including sales to new wholesale customers resulting from a net increase of 16 partner-operated locations since the second quarter of 2025. Net retail sales for the twenty-six weeks ended August 1, 2026 were $220.0 million compare d to $234.2 mi llion for the twenty-six weeks ended August 2, 2025. The components of the performance are as follows (dollars in thousands): Twenty-six weeks ended August 1, 2026 Impact from: Existing stores $ (18,450 ) New stores 7,679 Store closures (963 ) Foreign currency translation 701 Gift card breakage (161 ) Gift card discounts 271 Digital sales (4,018 ) Other 726 Total Change $ (14,214 ) The lower retail revenue performance was primarily due to lower sales at existing stores and decreased e-commerce demand. 22 Table of Contents Commercial revenue was $19.0 million for the twenty-six weeks ended August 1, 2026 compared to $16.3 million for the twenty-six weeks ended August 2, 2025. The $2.8 million increase i s primarily due to increased sales volume from our wholesale accounts. International franchising revenue was $1.5 million for the twenty-six weeks ended August 1, 2026 compared to $2.2 million for the twenty-six weeks ended August 2, 2025. The $0.7 million decrease is primarily due to lower royalties and other sales to franchisees. Retail gross margin. Retail gross margin dollars decreased $3.4 million to $130.7 million from $134.1 million for the twenty-six weeks ended August 2, 2025 . The retail gross margin rate increased 210 basis points compared to the prior year. Ex cluding a 535 basis-point benefit from the $7.0 million IEEPA tariff refund related to prior fiscal year costs, retail gross margin increased primarily driven by selective price increases partially offset by occupancy cost deleverage and higher promotional activity. Selling, general and administrative. SG&A expenses were $107.5 million, or 44.7% of consolidated revenue, for the twenty-six weeks ended August 1, 2026, compared to $110.0 million, or 43.5% of consolidated revenue, for the twenty-six weeks ended August 2, 2025. The 120 -basis-point increase in SG&A expense was driven mainly by higher store-level compensation expense, general inflationary pressures, and longer-term investments, partially offset by lower incentive compensation expense. Interest income, net. Interest income was $0.7 million for the twenty-six weeks ended August 1, 2026, compared to interest income of $0.4 million for the twenty-six weeks ended August 2, 2025. The increase was driven by higher interest income from IEEPA tariff refunds. Provision for income taxes . Income tax expense was $8.5 million with a tax rate of 23.8% for the twenty-six weeks ended August 1, 2026, as compared to $7.3 million with a tax rate of 20.8% for the twenty-six weeks ended August 1, 2026 . The fiscal 2026 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 and the foreign-derived eligible income deduction (formerly foreign derived intangible income). 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. Earnings before Interest, Taxes, Depreciation, and Amortization We believe that earnings before interest, taxes, depreciation, and amortization ("EBITDA") provides meaningful information about our operational efficiency by excluding the impact of differences in tax jurisdictions and structures, debt levels, and capital investment. Additionally, this measure is the metric used for portions of the Company's incentive compensation structure. This measure is not in accordance with, or an alternative to, GAAP. The most comparable GAAP measure is income before income taxes, or pre-tax income. EBITDA should not be considered in isolation or as a substitution for analysis of our results as reported in accordance with GAAP. Other companies may calculate EBIT and EBITDA differently, limiting the usefulness of the measures for comparisons with other companies. The following table sets forth, for the periods indicated, the components of EBITDA (dollars in millions). Thirteen weeks ended Twenty-six weeks ended August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025 Income before income taxes (pre-tax) $ 11,631 $ 15,318 $ 35,511 $ 34,949 Interest income, net (552 ) (206 ) (686 ) (406 ) Depreciation and amortization expense 4,112 3,668 8,114 7,368 Earnings before interest, taxes, depreciation, and amortization $ 15,191 $ 18,780 $ 42,939 $ 41,911 EBITDA for the thirteen weeks ended August 1, 2026 decreased $3.6 million, or 19.1% to $15.2 million from $18.8 million for the thirteen weeks ended August 2, 2025. The decrease was driven by lower gross profit resulting from occupancy cost deleverage and increased promotional activity, partially offset by lower SG&A expenses, primarily due to reduced incentive compensation. EBITDA for the twenty-six weeks ended August 1, 2026 increased $1.0 million, or 2.5% to $42.9 million from $41.9 million for the twenty-six weeks ended August 2, 2025. The increase was driven by higher gross profit resulting from increased retail and commercial margins partially offset by higher SG&A expenses. The increase to retail margin primarily resulted from the benefit of IEEPA tariff refund, $7.0 million of which related to prior fiscal year costs. Seasonality and Quarterly Results Our operating results for one period may not be indicative of results for other periods, and may fluctuate significantly because of a variety of factors, including, but not limited to: (1) changes in general economic conditions and consumer spending patterns; (2) increases or decreases in our existing store and e-commerce sales; (3) fluctuations in the profitability of our stores; (4) the timing and frequency of the sales of licensed products tied to major theatrical releases (including the cancellation or delay of such releases due to the pandemic or other external factors) and our marketing initiatives, including national media and other public relations events; (5) changes in foreign currency exchange rates; (6) the timing of new store openings, closings, relocations and remodeling and related expenses; (7) changes in consumer preferences; (8) the effectiveness of our inventory management; (9) the actions of our competitors or mall anchors and co-tenants; (10) seasonal shopping patterns and holiday and vacation schedules; (11) disruptions in store operations due to civil unrest; and (12) weather conditions. The timing of store closures, relocations, remodels, openings and re-openings may result in fluctuations in quarterly results based on the revenues and expenses associated with each store location. Expenses related to store closings are typically incurred in stages: when the decision is made to close the store typically associated with a lease event such as an expiration or lease-triggered clause; when the closure is communicated to store associates; and at the time of closure. We typically incur most preopening costs for a new store in the three months immediately preceding the store’s opening. Because our retail operations include toy products which have sales that historically peak in relation to the holiday season as part of our revenue model, our sales have historically been highest in our fourth quarter. The timing of holidays and school vacations can impact our quarterly results. We cannot provide assurance that this will continue to be the case. In addition, for accounting purposes, the quarters of each fiscal year consist of 13 weeks, although we will have a 14-week quarter approximately once every six years. Our most recent 14-week quarter was the 2023 fiscal fourth quarter. 23 Table of Contents Liquidity and Capital Resources Our cash requirements are primarily for the opening, remodeling or reformatting of stores, installation and upgrades of information systems and working capital. Over the past several years, we have met these requirements through cash generated from operations. A summary of cash provided by or used in our operating, investing and financing activities is shown in the following table (dollars in thousands). Twenty-six weeks ended August 1, August 2, 2026 2025 Net cash provided by operating activities $ 26,146 $ 32,017 Net cash used in investing activities (15,421 ) (6,328 ) Net cash used in financing activities (23,374 ) (14,425 ) Effect of exchange rates on cash (102 ) 86 (Decrease)/Increase in cash, cash equivalents, and restricted cash $ (12,751 ) $ 11,350 Operating Activities. Cash provided by operating activities decreased $5.9 million for the twenty-six weeks ended August 1, 2026, as compared to the twenty-six weeks ended August 2, 2025. The decrease i n cash from operating activities was driven by changes in working capital balances. Investing Activities. Cash used in investing activities increased $9.1 million for the twenty-six weeks ended August 1, 2026, as compared to the twenty-six weeks ended August 2, 2025. The increase in cash used in investing activities was primarily driven by increased spending on capital expenditures. Financing Activities. Cash used in financing activitie s increased $8.9 million for the twenty-six weeks ended August 1, 2026, as compared to the twenty-six weeks ended August 2, 2025. This increase in cash used in financing activities was driven by higher share repurchases compared to the prior year. Capital Resources: As of August 1, 2026, we had a consolidated cash balance of $14.0 million, 66% of which w as domiciled within the U.S., after investing $15.4 million in capital projects in fiscal 2026. We have a revolving credit and security agreement with PNC Bank, as agent, that provides for a secured revolving loan in an aggregate principal amount of up to $40.0 million, subject to a borrowing base formula. As of August 1, 2026, borrowings under the agreement would bear interest at (a) a base rate determined under the agreement, or (b) at a rate based on SOFR reference rate, plus in either case a margin based on average undrawn availability as determined in accordance with the agreement. As of August 1, 2026, the Company had approximately $39.5 million of available borrowing base, net of a $0.5 million outstanding letter of credit, and no amounts were outstanding under the agreement as of the end of the quarter. Most of our corporately-managed retail stores are located within shopping malls and all are operated under leases classified as operating leases. Our leases in North America tend to be shorter term leases to provide flexibility in aligning stores with market trends. Beginning in fiscal 2023, lease extensions began to have longer terms as we have secured longer contracts with more favorable terms. Our leases typically require us to pay personal property taxes, our pro rata share of real property taxes of the shopping mall, our own utilities, repairs and maintenance in our store, a pro rata share of the malls’ common area maintenance and, in some instances, merchant association fees and media fund contributions. Many leases contain incentives to help defray the cost of construction of a new store. Typically, a portion of the incentive must be repaid to the landlord if we choose to terminate the lease prior to its contracted term. In addition, some of these leases contain various restrictions relating to change in control of our company. Our leases also subject us to risks relating to compliance with changing mall rules and the exercise of discretion by our landlords on various matters, including rights of termination in some cases. Rents are invoiced monthly and paid in advance. Our leases in the U.K. and the Republic of Ireland also typically contain provisions requiring rent reviews every five years in which the base rent that we pay is adjusted to current market rates. These rent reviews require that base rents cannot be reduced if market conditions have deteriorated but can be changed “upwards only.” We may be required to pay base rents that are significantly higher than we have projected. As a result of these and other factors, we may not be able to operate our European store locations profitably. If we cannot do so, our results of operations and financial condition could be harmed, and we may be required to record significant additional impairment charges. 24 Table of Contents Capital spending for the twenty-six weeks ended August 1, 2026 totaled $15.4 million for information technology projects and new store openings, and we expect to spend approximately $25 million on capital expenditures in fiscal 2026 . Total inventory at quarter end was $81.1 million, a decrease of $0.6 million or 1% from the end of the fiscal 2025 second quarter. We are comfortable with the level and composition of our inventory to support customer demand and critical seasonal products. We have various contractual or other obligations, including operating lease commitments and obligations under deferred compensation plans. As of August 1, 2026, we had purchase obligations totaling approximately $126.8 million, of whi ch $28.4 million are due in the next 12 months. We believe our operating cash flows are sufficient to meet our material cash requirements for at least the next 12 months. We utili zed $17.0 million in cash to repurchase 403,236 shares during the twenty-six weeks ended August 1, 2026 under our current September 2024 Stock Repurchase Program, compared to using $7.3 million in cash to repurchase 167,585 shares during the twenty-six weeks ended August 2, 2025 under our September 2024 Stock Repurchase Program and completed August 2022 program . Off-Balance Sheet Arrangements None. Inflation The Company continued to experience inflationary pressures during the first half of fiscal 2026, primarily through higher store labor, product, freight, transportation and other supply chain costs. In addition, evolving tariffs and trade policies have increased cost and pricing pressure and created additional uncertainty across our sourcing and supply chain activities. We have taken actions to help mitigate these pressures, including cost reduction initiatives, process efficiencies, supplier negotiations, sourcing actions and selective pricing and assortment decisions. We expect inflationary and trade-related pressures to continue during fiscal 2026 and they may persist thereafter. The ultimate scope, duration and impact of existing and newly announced tariffs, any changes or pauses to such tariffs, and the timing and amount of any related refunds remain uncertain. These conditions may continue to affect product costs, freight and warehousing expense, other operating costs, customer spending patterns and our gross margins. In addition, broader geopolitical and macroeconomic developments may further increase transportation and supply chain costs or otherwise adversely affect our business. Although we continue to monitor these developments and adjust our operating and pricing strategies as appropriate, we cannot reasonably estimate the ultimate impact of inflation, tariffs, trade policy developments or related macroeconomic uncertainty on our future results. If we are unable to offset these higher costs or if consumer demand weakens, our sales, results of operations, financial condition and cash flows could be adversely affected. Critical Accounting Estimates The preparation of financial statements in conformity with U.S. GAAP requires the appropriate application of certain accounting policies, which require us to make estimates and assumptions about future events and their impact on amounts reported in our financial statements and related notes. Since future events and their impact cannot be determined with certainty, the actual results will inevitably differ from our estimates. Such differences could be material to the financial statements. We believe our application of accounting policies, and the estimates inherently required therein, are reasonable. These accounting policies and estimates, including those related to long-lived assets, leases, revenue recognition and income taxes, are reevaluated on an ongoing basis, and adjustments are made when facts and circumstances dictate a change. Historically, we have found our application of accounting policies to be appropriate, and actual results have not differed materially from those determined using necessary estimates. Our critical accounting policies and estimates are discussed in and should be read in conjunction with our Annual Report on Form 10-K for the year ended January 31, 2026 as filed with the SEC on April 16, 2026, as amended by Amendment No. 1 as filed with the SEC on April 17, 2026 (the"2025 Form 10-K"), which includes audited consolidated financial statements for our 2025 and 2024 fiscal years. There have been no material changes to the critical accounting estimates disclosed in the 2025 Form 10-K. 25 Table of Contents Recent Accounting Pronouncements See Note 1 to the Condensed Consolidated Financial Statements — Basis of Presentation — Recent Accounting Pronouncements – Adopted in the Current Year as disclosed in our 2025 Form 10-K. Item 3. Quantitative and Qualitative Disclosures About Market Risk. There have been no material changes to our Quantitative and Qualitative Disclosures About Market Risk as disclosed in our 2025 Form 10-K.