What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-04-02 compared with 2024-04-03 · 81 added, 55 removed, 469 unchanged (22% of the section changed)

4 unchanged sentences

We have audited the accompanying consolidated balance sheets of The Buckle, Inc.

and subsidiary (the "Company") as of February 3, 2024 and January 28, 2023, the related consolidated statements of income, stockholders' equity, and cash flows, for each of the three fiscal years in the period ended February 3, 2024, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February 3, 2024 and January 28, 2023, and the results of its operations and its cash flows for each of the three years in the period ended February 3, 2024, in conformity with accounting principles generally accepted in the United States of America.

and subsidiary (the “Company”) as of February 1, 2025 and February 3, 2024, the related consolidated statements of income, stockholders’ equity, and cash flows, for each of the three years in the period ended February 1, 2025, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of February 1, 2025 and February 3, 2024, and the results of its operations and its cash flows for each of the three years in the period ended February 1, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of February 1, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated April 2, 2025, expressed an unqualified opinion on the Company’s internal control over financial reporting.

18 unchanged sentences

Changes in assumptions applied to the current inventory levels within each different markdown level and the overall aging of inventory could have a significant impact on the valuation of inventory.

The adjustment to inventory for markdowns and obsolescence was $9.1 million as of February 3, 2024.

Given the judgments made by management to estimate the adjustment to inventory for markdowns and obsolescence, auditing the adjustment to inventory for markdowns and obsolescence involved a higher degree of auditor judgment and the involvement of more senior members of the engagement team in executing, supervising, and reviewing the results of the procedures.

15 unchanged sentences

ASSETS February 1,

2024 January 28,

2025 February 3,

CURRENT ASSETS:

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Common stock, authorized 100,000,000 shares of $ 0.01 par value;

50,445,186 and 50,092,616 shares issued and outstanding at February 3, 2024 and January 28, 2023, respectively

50,773,556 and 50,445,186 shares issued and outstanding at February 1, 2025 and February 3, 2024, respectively

Additional paid-in capital 205,817 192,686

7 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

35 unchanged sentences

Amortization of non-vested stock grants, net of forfeitures — — 13,725 — 13,725

BALANCE, January 28, 2023 50,092,616 $ 501 $ 178,964 $ 196,849 $ 376,314

BALANCE, February 3, 2024 50,445,186 $ 504 $ 192,686 $ 220,030 $ 413,220

Net income — — — 195,468 195,468

9 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

38 unchanged sentences

All references in these consolidated financial statements to fiscal years are to the calendar year in which the fiscal year begins.

Fiscal 2023 represents the 53-week period ended February 3, 2024, fiscal 2022 represents the 52-week period ended January 28, 2023, and fiscal 2021 represents the 52-week period ended January 29, 2022.

Nature of Operations - The Company is a retailer of medium to better-priced casual apparel, footwear, and accessories for fashion-conscious young men and women.

Fiscal 2024 represents the 52-week period ended February 1, 2025, fiscal 2023 represents the 53-week period ended February 3, 2024, and fiscal 2022 represents the 52-week period ended January 28, 2023.

Nature of Operations - The Company is a retailer of medium to better-priced casual apparel, footwear, and accessories for fashion-conscious men, women, and kids.

The Company operates its business as one reportable segment and sells its merchandise through its retail stores and e-Commerce platform.

2 unchanged sentences

During fiscal 2023, the Company opened 9 new stores, substantially remodeled 18 stores, and closed 6 stores.

During fiscal 2021, the Company opened 1 new store, substantially remodeled 15 stores, and closed 4 stores.

During fiscal 2022, the Company opened 4 new stores, substantially remodeled 23 stores, and closed 3 stores.

Principles of Consolidation - The consolidated financial statements include the accounts of The Buckle, Inc.

7 unchanged sentences

A current liability for unredeemed gift cards and certificates is recorded at the time the card or certificate is purchased.

The liability recorded for unredeemed gift certificates and gift cards was $ 16,667 and $ 16,777 as of February 3, 2024 and January 28, 2023, respectively.

The liability recorded for unredeemed gift certificates and gift cards was $ 17,007 and $ 16,667 as of February 1, 2025 and February 3, 2024, respectively.

Gift card and gift certificate breakage is recognized as revenue in proportion to the redemption pattern of customers by applying an estimated breakage rate.

3 unchanged sentences

The Company also recognizes a return asset and a corresponding adjustment to cost of sales for the Company's right to recover returned merchandise, which is measured at the estimated carrying value, less any expected recovery costs.

The accrued liability for reserve for sales returns was $ 2,551 as of February 3, 2024 and $ 2,979 as of January 28, 2023.

The accrued liability for reserve for sales returns was $ 2,587 as of February 1, 2025 and $ 2,551 as of February 3, 2024.

The Company's Buckle Rewards program allows participating guests to earn points for every qualifying purchase, which (after achievement of certain point thresholds) are redeemable as a discount off a future purchase.

3 unchanged sentences

A liability has been recorded for future rewards based on the Company's estimate of how many earned points will turn into rewards and ultimately be redeemed prior to expiration.

As of February 3, 2024 and January 28, 2023, $ 10,355 and $ 10,137 was included in accrued store operating expenses as a liability for estimated future rewards.

Effective July 1, 2022, the Company entered into a new five year agreement (the "Agreement") with the Bank, to continue providing guests with PLCC services.

Each PLCC bears the Buckle brand logo and can only be used at the Company's retail locations and eCommerce platform.

The Bank is the sole owner of the accounts issued under the PLCC program and bears full risk associated with guest non-payment.

As part of the Agreement, the Company receives a percentage of PLCC sales from the Bank, along with other incentive payments upon the achievement of certain performance targets.

All amounts received from the Bank under the Agreement are recorded in net sales in the consolidated statements of income.

As of February 1, 2025 and February 3, 2024, $ 10,295 and $ 10,355 was included in accrued store operating expenses as a liability for estimated future rewards.

Cash and Cash Equivalents - The Company considers all debt instruments with an original maturity of three months or less when purchased to be cash equivalents.

7 unchanged sentences

Management also reviews the levels of inventory in each markdown group and the overall aging of the inventory versus the estimated future demand for such product and the current market conditions.

The adjustment to inventory for markdowns and/or obsolescence reduced the Company’s inventory valuation by $ 9,113 and $ 6,295 as of February 3, 2024 and January 28, 2023, respectively.

The adjustment to inventory for markdowns and/or obsolescence reduced the Company’s inventory valuation by $ 9,222 and $ 9,113 as of February 1, 2025 and February 3, 2024, respectively.

Property and Equipment - Property and equipment are stated on the basis of historical cost.

Depreciation is provided using a combination of accelerated and straight-line methods based upon the estimated useful lives of the assets.

Depreciation is provided using primarily the straight-line method based upon the estimated useful lives of the assets.

The majority of property and equipment have useful lives of 5 to 10 years with the exception of buildings, which have estimated useful lives of 31.5 to 39 years.

7 unchanged sentences

The Company’s plan covers eligible employees, and management makes estimates at period end to record a reserve for unpaid claims based upon historical claims information.

The accrued liability as a reserve for unpaid health care claims was $ 930 and $ 792 as of February 3, 2024 and January 28, 2023, respectively.

The accrued liability as a reserve for unpaid health care claims was $ 1,020 and $ 930 as of February 1, 2025 and February 3, 2024, respectively.

Leases - The Company's lease portfolio is primarily comprised of leases for retail store locations.

33 unchanged sentences

The ASU requires public entities to adopt this new guidance on a retrospective basis.

The Company is currently evaluating the effect that the new ASU will have on its disclosures.

In December 2023, the FASB issued Accounting Standards Update ("ASU") 2023-09, Income Taxes (Topic 740):

The Company adopted ASU 2023-07 for the fiscal year ended February 1, 2025, and applied it retrospectively to all prior periods presented.

See Footnote N "Segment Reporting" for further information.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures, which requires business entities to expand their annual disclosures of income taxes paid and the effective rate reconciliation.

1 unchanged sentence

The Company plans to adopt ASU 2023-09 effective for fiscal 2025.

The Company is currently evaluating the impact of this new guidance and believes the adoption will not have a material impact on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income (Topic 220):

Disaggregation of Income Statement Expenses, which requires the disaggregated disclosure of certain costs and expenses on an interim and annual basis.

The ASU is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted.

The ASU may be applied on either a prospective or retrospective basis.

The Company is currently evaluating the impact that this guidance will have on its disclosures.

Supplemental Cash Flow Information - The Company had non-cash investing activities during fiscal years 2024, 2023, and 2022 of $ 1,455 , $( 1,031 ), and $( 1,098 ), respectively.

The non-cash investing activity relates to the change in the balance of unpaid purchases of property, plant, and equipment included in accounts payable as of the end of the year.

The liability for unpaid purchases of property, plant, and equipment included in accounts payable was $ 3,485 , $ 2,454 , and $ 1,356 as of February 3, 2024, January 28, 2023, and January 29, 2022, respectively.

The liability for unpaid purchases of property, plant, and equipment included in accounts payable was $ 2,030 , $ 3,485 , and $ 2,454 as of February 1, 2025, February 3, 2024, and January 28, 2023, respectively.

Amounts reported as unpaid purchases are recorded as cash outflows from investing activities for purchases of property, plant, and equipment in the consolidated statement of cash flows in the period they are paid.

8 unchanged sentences

Mutual funds $ 25,516 $ 2,600 $ — $ — $ 28,116

The following is a summary of investments as of January 28, 2023:

The following is a summary of investments as of February 3, 2024:

Par Value Gross

10 unchanged sentences

Total $ 23,801 $ 23,831

As of February 3, 2024 and January 28, 2023, all of the Company's investments in held-to-maturity securities are classified in short-term investments.

As of February 1, 2025 and February 3, 2024, all of the Company's investments in held-to-maturity securities are classified in short-term investments.

Trading securities are held in a Rabbi Trust, intended to fund the Company’s deferred compensation plan, and are classified in long-term investments.

6 unchanged sentences

• Level 3 – Unobservable inputs that are not corroborated by market data and are projections, estimates, or interpretations that are supported by little or no market activity and are significant to the fair value of the assets.

As of February 3, 2024 and January 28, 2023, the Company held certain assets that are required to be measured at fair value on a recurring basis including its investments in trading securities.

As of February 1, 2025 and February 3, 2024, the Company held certain assets that are required to be measured at fair value on a recurring basis including its investments in trading securities.

The Company’s financial assets measured at fair value on a recurring basis are as follows:

13 unchanged sentences

Inputs Significant

January 28, 2023 (Level 1) (Level 2) (Level 3) Total

February 3, 2024 (Level 1) (Level 2) (Level 3) Total

Trading securities (including mutual funds) $ 24,993 $ — $ — $ 24,993

5 unchanged sentences

As of February 1, 2025, the fair value of held-to-maturity securities was $ 23,831 compared to the carrying amount of $ 23,801 .

As of January 28, 2023, the fair value of held-to-maturity securities was $ 20,992 compared to the carrying amount of $ 20,997 .

As of February 3, 2024, the fair value of held-to-maturity securities was $ 22,222 compared to the carrying amount of $ 22,210 .

The carrying values of receivables, accounts payable, accrued expenses, and other current liabilities approximates fair value because of their short-term nature.

19 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

7 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

17 unchanged sentences

PROPERTY AND EQUIPMENT

2024 January 28,

2025 February 3,

Land $ 2,491 $ 2,491

13 unchanged sentences

The Company has, from time to time, borrowed against these lines of credit.

There were no bank borrowings as of February 3, 2024 or January 28, 2023.

The Company had outstanding letters of credit totaling $ 3,176 and $ 3,277 as of February 3, 2024 and January 28, 2023, respectively.

There were no bank borrowings as of February 1, 2025 or February 3, 2024.

The Company had outstanding letters of credit totaling $ 2,167 and $ 3,176 as of February 1, 2025 and February 3, 2024, respectively.

The provision for income taxes consists of:

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

7 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

4 unchanged sentences

Deferred income tax assets and liabilities are comprised of the following:

2024 January 28,

2025 February 3,

Deferred income tax assets (liabilities):

11 unchanged sentences

Net deferred income tax asset $ 8,804 $ 9,441

As of February 3, 2024 and January 28, 2023, respectively, the net deferred income tax assets of $ 9,441 and $ 8,352 are classified in other assets.

There were no unrecognized tax benefits recorded in the Company’s consolidated financial statements as of February 3, 2024 or January 28, 2023.

As of February 1, 2025 and February 3, 2024, respectively, the net deferred income tax assets of $ 8,804 and $ 9,441 are classified in other assets.

There were no unrecognized tax benefits recorded in the Company’s consolidated financial statements as of February 1, 2025 or February 3, 2024.

Fiscal years 2021 through 2024 remain subject to potential federal examination.

1 unchanged sentence

RELATED PARTY TRANSACTIONS

Included in other assets is a note receivable of $ 1,455 as of February 3, 2024 and $ 1,425 as of January 28, 2023, respectively, from a life insurance trust fund controlled by the Company’s Chairman.

Included in other assets is a note receivable of $ 1,485 as of February 1, 2025 and $ 1,455 as of February 3, 2024, respectively, from a life insurance trust fund controlled by the Company’s Chairman.

The note was created over three years , beginning in July 1994, when the Company paid life insurance premiums of $ 200 each year for the Chairman on a personal policy.

16 unchanged sentences

The Company has not granted any stock options since fiscal 2008 and there are currently no stock options outstanding.

The Company also has a restricted stock plan that allows for the granting of non-vested shares of common stock to employees and executives and a restricted stock plan that allows for the granting of non-vested shares of common stock to non-employee directors.

The Company also has restricted stock plans that allow for the granting of non-vested shares of common stock to employees and executives and restricted stock plans that allow for the granting of non-vested shares of common stock to non-employee directors.

As of February 1, 2025, 2,958,900 shares were available for grant under the Company’s various restricted stock plans, of which 2,658,900 shares were available for grant to executive officers.

The 3,000,000 shares available for grant to employees and executive officers represents the entirety of the shares authorized for issuance under the Company's 2023 Employee Restricted Stock Plan, which was approved by stockholders at the Company's 2023 annual meeting to replace the Company's 2005 Restricted Stock Plan, as the Company has not yet granted any shares under the new plan.

Included in the total shares available for grant are 300,000 shares available for grant to non-employee directors under the Company's 2024 Director Restricted Stock Plan.

This plan was approved by stockholders at the Company's 2024 annual meeting to replace the Company's 2008 Director Restricted Stock Plan.

The Company has not yet granted any shares under the new plan.

Compensation expense was recognized during fiscal 2024, 2023, and 2022 for equity-based grants, based on the grant date fair value of the awards.

2 unchanged sentences

Fiscal Years Ended

2024 January 28,

2025 February 3,

2024 January 28,

1 unchanged sentence

Stock-based compensation expense, after tax $ 9,956 $ 10,431 $ 8,846

Non-vested shares of common stock granted during each of the past three fiscal years were granted pursuant to the Company’s 2005 Restricted Stock Plan and the Company’s 2008 Director Restricted Stock Plan.

Shares granted under the 2005 Plan are typically "performance based" and vest over a period of four years , only upon certification by the Compensation Committee of the Board of Directors that the Company has achieved its pre-established performance targets for the fiscal year.

Certain shares granted under the 2005 Plan, however, are "non-performance based" and vest over a period of four years without being subject to the achievement of performance targets.

Non-vested shares of common stock granted during fiscal 2024 were granted pursuant to the Company's 2023 Employee Restricted Stock Plan and the Company's 2008 Director Restricted Stock Plan.

Non-vested shares of common stock granted during fiscal 2023 and fiscal 2022 were granted pursuant to the Company's 2005 Restricted Stock Plan and the Company's 2008 Director Restricted Stock Plan.

The 2023 Employee Restricted Stock Plan was approved by stockholders at the Company's 2023 annual meeting to replace the 2005 Restricted Stock Plan.

Shares granted under the 2023 Employee Restricted Stock Plan and 2005 Restricted Stock Plan are typically "performance based" and vest over a period of four years , only upon certification by the Compensation Committee of the Board of Directors that the Company has achieved its pre-established performance targets for the fiscal year.

Certain shares granted under both plans, however, are "non-performance based" and vest over a period of four years without being subject to the achievement of performance targets.

Shares granted under the 2008 Director Plan vest 25 % on the date of grant and then in equal portions on each of the first three anniversaries of the date of grant.

12 unchanged sentences

Fiscal Years Ended

February 3, 2024 January 28, 2023 January 29, 2022

February 1, 2025 February 3, 2024 January 28, 2023

Net Income Weighted

9 unchanged sentences

(a) Shares in thousands .

The Company is a retailer of medium to better-priced casual apparel, footwear, and accessories for fashion-conscious young men and women.

The Company is a retailer of medium to better-priced casual apparel, footwear, and accessories for fashion-conscious men, women, and kids.

The Company operates its business as one reportable segment.

6 unchanged sentences

Merchandise Group February 1,

2024 January 28,

2025 February 3,

2024 January 28,

8 unchanged sentences

Total 100.0 % 100.0 % 100.0 %

Effective July 1, 2022, the Company entered into a new five year agreement (the "Agreement") with Bread Financial and Comenity Bank (collectively the "Bank"), to provide guests with private label credit cards ("PLCC").

Each PLCC bears the Buckle brand logo and can only be used at the Company's retail locations and eCommerce platform.

The Bank is the sole owner of the accounts issued under the PLCC program and bears full risk associated with guest non-payment.

As part of the Agreement, the Company receives a percentage of PLCC sales from the Bank, along with other incentive payments upon the achievement of certain performance targets.

All amounts received from the Bank under the Agreement are recorded in net sales in the consolidated statements of income.

SEGMENT REPORTING

The Company's operations are managed at a consolidated level and function as a single operating and reporting segment.

The segment generates revenue from the sale of merchandise through its retail stores and e-Commerce platform, all of which are located in the United States.

The Company's President and Chief Executive Officer is its Chief Operating Decision Maker ("CODM").

The CODM evaluates the financial performance of the segment to allocate resources, reinvest profits into the business, and make capital allocation decisions based on income from operations and net income, as reported in the consolidated statements of income.

The table below presents the Company's significant segment expenses and results of operations which are regularly reviewed by the CODM:

Fiscal Years Ended

Income Statement February 1,

2025 February 3,

2024 January 28,

Net Sales $ 1,217,689 $ 1,261,102 $ 1,345,187

Merchandise COGS (a)

422,432 444,256 471,736

Other COGS (b)

202,470 197,781 197,448

Personnel Costs (c)

264,991 263,728 260,659

Other Operating Expenses 86,432 84,278 87,212

Income From Operations 241,364 271,059 328,132

Other Income, Net 16,413 18,156 6,924

Income Tax Expense 62,309 69,296 80,430

Net Income $ 195,468 219,919 $ 254,626

(a) Merchandise COGS represents expenses related to the sale of merchandise, including product costs, inbound freight, and shrinkage.

(b) Other COGS consists of buying, distribution, warehousing, and occupancy expenses.

(c) Personnel costs include wages, incentive compensation, benefits, and insurance costs related to store and non-buying related home office teammates.

As the Company operates as a single reportable segment, the additional disclosures required by ASC 280, Segment Reporting , are included in the consolidated financial statements and accompanying notes.

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

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

What changed 10-K

Item 8. Financial Statements and Supplementary Data