3 unchanged sentences
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
February 3, 2024
34 unchanged sentences
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands, except per share amounts)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Cost of goods sold
Selling and administrative expenses
+Added: Restructuring and other special charges, net
Operating earnings
3 unchanged sentences
Income tax provision
−Removed: Net (loss) earnings attributable to noncontrolling interests
+Added: Net earnings attributable to noncontrolling interests
Net earnings attributable to Caleres, Inc.
5 unchanged sentences
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
−Removed: Other comprehensive (loss) income ("OCI"), net of tax:
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Other comprehensive income (loss) ("OCI"), net of tax:
Foreign currency translation adjustment
2 unchanged sentences
Comprehensive income
−Removed: Comprehensive (loss) income attributable to noncontrolling interests
+Added: Comprehensive income (loss) attributable to noncontrolling interests
Comprehensive income attributable to Caleres, Inc.
2 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Operating Activities
24 unchanged sentences
Issuance of common stock under share-based plans, net
+Added: Contributions by noncontrolling interests
Net cash used for financing activities
12 unchanged sentences
Paid-In Capital
+Added: BALANCE MAY 4, 2024
+Added: Foreign currency translation adjustment
+Added: Pension and other postretirement benefits adjustments, net of tax of $ 376
+Added: Comprehensive income
+Added: Contributions by noncontrolling interests
+Added: Dividends ($ 0.07 per share)
+Added: Issuance of common stock under share-based plans, net
+Added: Share-based compensation expense
+Added: BALANCE AUGUST 3, 2024
+Added: BALANCE APRIL 29, 2023
+Added: Foreign currency translation adjustment
+Added: Pension and other postretirement benefits adjustments, net of tax of $ 211
+Added: Comprehensive income
+Added: Contributions by noncontrolling interests
+Added: Dividends ($ 0.07 per share)
+Added: Acquisition of treasury stock
+Added: Issuance of common stock under share-based plans, net
+Added: Share-based compensation expense
+Added: BALANCE JULY 29, 2023
+Added: Total Caleres, Inc.
+Added: Comprehensive
+Added: Shareholders’
+Added: Noncontrolling
+Added: ($ thousands, except number of shares and per share amounts)
+Added: Paid-In Capital
BALANCE FEBRUARY 3, 2024
−Removed: Net earnings (loss)
Foreign currency translation adjustment
Pension and other postretirement benefits adjustments, net of tax of $ 771
−Removed: Comprehensive income (loss)
+Added: Comprehensive income
+Added: Contributions by noncontrolling interests
Dividends ($ 0.14 per share)
2 unchanged sentences
Share-based compensation expense
−Removed: BALANCE MAY 4, 2024
+Added: BALANCE AUGUST 3, 2024
BALANCE JANUARY 28, 2023
2 unchanged sentences
Comprehensive income
+Added: Contributions by noncontrolling interests
Dividends ($ 0.14 per share)
+Added: Acquisition of treasury stock
Issuance of common stock under share-based plans, net
Share-based compensation expense
−Removed: BALANCE APRIL 29, 2023
+Added: BALANCE JULY 29, 2023
See notes to condensed consolidated financial statements.
18 unchanged sentences
The Company and Brand Investment Holding are each 50 % owners of the joint venture, which is named CLT Brand Solutions (“CLT”).
−Removed: Net sales and operating (loss) earnings of CLT for the periods ended May 4, 2024 and April 29, 2023 were as follows:
+Added: During the thirteen and twenty-six weeks ended August 3, 2024, capital contributions of $ 1.0 million were made to CLT, including $ 0.5 million received from Brand Investment Holding.
+Added: During the thirteen and twenty-six weeks ended July 29, 2023, capital contributions of $ 2.0 million were made to CLT, including $ 1.0 million received from Brand Investment Holding.
+Added: Net sales and operating earnings of CLT for the periods ended August 3, 2024 and July 29, 2023 were as follows:
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
−Removed: Operating (loss) earnings
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Operating earnings
The Company consolidates CLT into its condensed consolidated financial statements on a one-month lag.
−Removed: Net (loss) earnings attributable to noncontrolling interests represents the share of net earnings or losses that is attributable to Brand Investment Holding.
+Added: Net earnings attributable to noncontrolling interests represents the share of net earnings that is attributable to Brand Investment Holding.
Transactions between the Company and the joint venture have been eliminated in the condensed consolidated financial statements.
3 unchanged sentences
The suppliers that participate in the Program have discretion to determine which invoices, if any, are sold to the participating financing institutions.
−Removed: The liabilities to the suppliers that participate in the Program are presented as accounts payable in the Company’s condensed consolidated balance sheets, with changes reflected within cash flows from operating activities when settled.
−Removed: As of May 4, 2024 and April 29, 2023, the Company had $ 16.0 million and $ 16.8 million, respectively, of accounts payable subject to the Program arrangements.
+Added: The liabilities to the suppliers that participate in the Program are presented as accounts payable in the Company’s condensed
+Added: consolidated balance sheets, with changes reflected within cash flows from operating activities when settled.
+Added: As of August 3, 2024 and July 29, 2023, the Company had $ 15.8 million and $ 32.9 million, respectively, of accounts payable subject to the Program arrangements.
P roperty and Equipment, Held for Sale
−Removed: The Company continues to actively market for sale its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri and, as of May 4, 2024, was engaged in discussions with multiple potential buyers.
+Added: The Company continues to actively market for sale its nine -acre corporate headquarters campus (the “Campus”) located in Clayton, Missouri and, as of August 3, 2024, was engaged in discussions with a few potential buyers.
The Company expects the Campus to qualify as a completed sale within the next year.
−Removed: Accordingly, the Campus, primarily consisting of land and buildings, has been classified as property and equipment, held for sale on the condensed consolidated balance sheet as of May 4, 2024 within the Eliminations and Other category.
−Removed: The Company evaluated the Campus asset group for impairment and determined that no indicators were present as of May 4, 2024.
+Added: Accordingly, the Campus, primarily consisting of land and buildings, has been classified as property and equipment, held for sale on the condensed consolidated balance sheet as of August 3, 2024 within the Eliminations and Other category.
+Added: The Company evaluated the Campus asset group for impairment and determined that no indicators were present as of August 3, 2024.
Enterprise Resource Planning (“ERP”) Implementation
−Removed: The Company is in the process of undergoing a multi-year cloud-based ERP implementation.
−Removed: Other assets on the condensed consolidated balance sheets included $ 14.5 million and $ 2.3 million as of May 4, 2024 and April 29, 2023, respectively, for capitalized costs associated with this implementation.
+Added: The Company is in the process of a multi-year cloud-based ERP implementation.
+Added: Other assets on the condensed consolidated balance sheets included $ 19.6 million and $ 5.2 million as of August 3, 2024 and July 29, 2023, respectively, for capitalized costs associated with this implementation.
Note 2 Impact of New Accounting Pronouncements
11 unchanged sentences
Disaggregation of Revenues
−Removed: The following table disaggregates revenue by segment and major source for the periods ended May 4, 2024 and April 29, 2023:
−Removed: Thirteen Weeks Ended May 4, 2024
+Added: The following table disaggregates revenue by segment and major source for the periods ended August 3, 2024 and July 29, 2023:
+Added: Thirteen Weeks Ended August 3, 2024
Eliminations and
10 unchanged sentences
Licensing and royalty
−Removed: Thirteen Weeks Ended April 29, 2023
+Added: Thirteen Weeks Ended July 29, 2023
Eliminations and
10 unchanged sentences
Licensing and royalty
+Added: Twenty-Six Weeks Ended August 3, 2024
+Added: Eliminations and
+Added: ($ thousands)
+Added: Famous Footwear
+Added: Brand Portfolio
+Added: Retail stores
+Added: E-commerce - Company websites (1)
+Added: E-commerce - wholesale drop-ship (1)
+Added: Total direct-to-consumer sales
+Added: Wholesale - e-commerce (1)
+Added: Wholesale - landed
+Added: Wholesale - first cost
+Added: Licensing and royalty
+Added: Twenty-Six Weeks Ended July 29, 2023
+Added: Eliminations and
+Added: ($ thousands)
+Added: Famous Footwear
+Added: Brand Portfolio
+Added: Retail stores
+Added: E-commerce - Company websites (1)
+Added: E-commerce - wholesale drop-ship (1)
+Added: Total direct-to-consumer sales
+Added: Wholesale - e-commerce (1)
+Added: Wholesale - landed
+Added: Wholesale - first cost
+Added: Licensing and royalty
(1) Collectively referred to as "e-commerce" in the narrative below
23 unchanged sentences
The Company has license agreements with third parties allowing them to sell the Company’s branded product, or other merchandise that uses the Company’s owned or licensed brand names.
−Removed: These license agreements provide the licensee access to the Company’s symbolic intellectual property, and revenue is therefore recognized over the license term.
+Added: These license agreements provide the licensee access to the Company’s symbolic
+Added: intellectual property, and revenue is therefore recognized over the license term.
For royalty contracts that do not have guaranteed minimums, the Company recognizes revenue as the licensee’s sales occur.
7 unchanged sentences
Reserves for projected returns are based on historical patterns and current expectations.
−Removed: Information about significant contract balances from contracts with customers is as follows:
+Added: Information about significant balances from contracts with customers is as follows:
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
February 3, 2024
4 unchanged sentences
Changes in contract balances with customers generally reflect differences in relative sales volume for the periods presented.
−Removed: In addition, during the thirteen weeks ended May 4, 2024, the loyalty programs liability increased $ 9.7 million due to points and material rights earned on purchases and decreased $ 12.8 million due to expirations and redemptions.
−Removed: In addition, during 2023, the Company modified its Famous Footwear Rewards loyalty program.
−Removed: Under the modified program, points and savings certificates have a shorter time period to be either utilized or expired, which has resulted in a lower liability as of May 4, 2024.
−Removed: During the thirteen weeks ended April 29, 2023, the loyalty programs liability increased $ 8.8 million due to points and material rights earned on purchases and decreased $ 9.5 million due to expirations and redemptions.
+Added: In addition, during the twenty-six weeks ended August 3, 2024, the loyalty programs liability increased $ 15.5 million due to points and material rights earned on purchases and decreased $ 18.9 million due to expirations and redemptions.
+Added: During 2023, the Company modified its Famous Footwear Rewards loyalty program.
+Added: Under the modified program, points and savings certificates have a shorter time period to be either utilized or expired, which has resulted in a lower liability as of August 3, 2024.
+Added: During the twenty-six weeks ended July 29, 2023, the loyalty programs liability increased $ 22.7 million due to points and material rights earned on purchases and decreased $ 23.8 million due to expirations and redemptions.
The liability for loyalty programs is presented within other accrued expenses when earned and is generally expected to be recognized as revenue within one year.
1 unchanged sentence
The Company estimates and records an expected lifetime credit loss on accounts receivable by utilizing credit ratings and other customer-related information, as well as historical loss experience.
−Removed: The following table summarizes the activity in the Company’s allowance for expected credit losses during the thirteen weeks ended May 4, 2024 and April 29, 2023:
−Removed: Thirteen Weeks Ended
+Added: The following table summarizes the activity in the Company’s allowance for expected credit losses during the twenty-six weeks ended August 3, 2024 and July 29, 2023:
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Balance, beginning of period
−Removed: Adjustment to expected credit losses
+Added: Adjustment for expected credit losses
Uncollectible accounts written off, net of recoveries
3 unchanged sentences
shareholders.
−Removed: In periods of net loss, no effect is given to the Company’s participating securities since they do not contractually participate in the losses of the Company.
+Added: In periods of net loss, no effect is given to the Company’s participating securities since they do not contractually participate in the losses of
The following table sets forth the computation of basic and diluted earnings per common share attributable to Caleres, Inc.
−Removed: shareholders for the periods ended May 4, 2024 and April 29, 2023:
+Added: shareholders for the periods ended August 3, 2024 and July 29, 2023:
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands, except per share amounts)
−Removed: April 29, 2023
−Removed: Net loss (earnings) attributable to noncontrolling interests
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Net earnings attributable to noncontrolling interests
Net earnings attributable to Caleres, Inc.
8 unchanged sentences
As further discussed in Item 2, Unregistered Sales of Equity Securities and Use of Proceeds , the Company has a publicly announced share repurchase program.
−Removed: The Company repurchased 416,000 shares under this program during the thirteen weeks ended May 4, 2024.
−Removed: The Company did no t repurchase any shares during the thirteen weeks ended April 29, 2023.
−Removed: No excise taxes are due on the Company’s share repurchases during the thirteen weeks ended May 4, 2024 under the provisions of the Inflation Reduction Act of 2022.
+Added: The Company repurchased zero and 416,000 shares under this program during the thirteen and twenty-six weeks ended August 3, 2024, respectively.
+Added: During the thirteen and twenty-six weeks ended July 29, 2023 the Company repurchased 763,000 shares under the program.
+Added: Under the provisions of the Inflation Reduction Act of 2022, an immaterial amount of excise taxes are due on the Company’s share repurchases during the twenty-six weeks ended August 3, 2024 or July 29, 2023.
+Added: Note 5 Restructuring and Other Special Charges
+Added: The Company incurred costs of approximately $ 1.7 million ($ 1.2 million on an after-tax basis) during the thirteen and twenty-six weeks ended July 29, 2023 related to expense reduction initiatives, primarily severance.
+Added: Of the approximately $ 1.7 million in charges presented in restructuring and other special charges on the condensed consolidated statements of earnings, $ 0.9 million is reflected in the Brand Portfolio segment, $ 0.6 million is reflected within the Eliminations and Other category and $ 0.2 million is reflected in the Famous Footwear segment.
+Added: There were no corresponding costs for the twenty-six weeks ended August 3, 2024.
+Added: As of July 29, 2023, restructuring reserves of $ 1.5 million were included in other accrued expenses on the condensed consolidated balance sheet, with no corresponding restructuring reserves as of August 3, 2024.
Note 6 Business Segment Information
−Removed: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended May 4, 2024 and April 29, 2023:
+Added: Following is a summary of certain key financial measures for the Company’s business segments for the periods ended August 3, 2024 and July 29, 2023:
($ thousands)
−Removed: Thirteen Weeks Ended May 4, 2024
+Added: Thirteen Weeks Ended August 3, 2024
Intersegment sales (1)
1 unchanged sentence
Segment assets
−Removed: Thirteen Weeks Ended April 29, 2023
+Added: Thirteen Weeks Ended July 29, 2023
Intersegment sales (1)
1 unchanged sentence
Segment assets
+Added: Twenty-Six Weeks Ended August 3, 2024
+Added: Intersegment sales (1)
+Added: Operating earnings (loss)
+Added: Twenty-Six Weeks Ended July 29, 2023
+Added: Intersegment sales (1)
+Added: Operating earnings (loss)
(1) Included in net sales in the Brand Portfolio segment and eliminated in the Eliminations and Other category.
2 unchanged sentences
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Operating earnings
5 unchanged sentences
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
February 3, 2024
3 unchanged sentences
Inventories, net (1)
−Removed: (1) Net of adjustment to last-in, first-out cost of $ 10.9 million, $ 9.5 million and $ 10.3 million as of May 4, 2024, April 29, 2023 and February 3, 2024, respectively.
+Added: Net of adjustment to last-in, first-out cost of $ 10.4 million, $ 9.3 million and $ 10.3 million as of August 3, 2024, July 29, 2023 and February 3, 2024, respectively.
Note 8 Goodwill and Intangible Assets
1 unchanged sentence
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
February 3, 2024
8 unchanged sentences
Goodwill and intangible assets, net
−Removed: (1) The carrying amount of intangible assets as of May 4, 2024, April 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 106.2 million.
−Removed: (2) The carrying amount of goodwill as of May 4, 2024, April 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 415.7 million.
−Removed: The Company’s intangible assets as of May 4, 2024, April 29, 2023 and February 3, 2024 were as follows:
+Added: (1) The carrying amount of intangible assets as of August 3, 2024, July 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 106.2 million.
+Added: (2) The carrying amount of goodwill as of August 3, 2024, July 29, 2023 and February 3, 2024 is presented net of accumulated impairment charges of $ 415.7 million.
+Added: The Company’s intangible assets as of August 3, 2024, July 29, 2023 and February 3, 2024 were as follows:
($ thousands)
+Added: August 3, 2024
Estimated Useful Lives
1 unchanged sentence
Customer relationships
−Removed: April 29, 2023
+Added: July 29, 2023
Estimated Useful Lives
5 unchanged sentences
Customer relationships
−Removed: Amortization expense related to intangible assets was $ 2.8 million and $ 3.0 million for the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
+Added: Amortization expense related to intangible assets was $ 2.8 million and $ 3.0 million for the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively, and $ 5.5 million and $ 6.1 million for the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
The Company estimates that amortization expense related to intangible assets will be approximately $ 11.0 million in 2024, 2025 , and 2026 , $ 10.9 million in 2027 and $ 10.7 million in 2028.
Goodwill is tested for impairment as of the first day of the fourth quarter of each fiscal year, or more frequently if events or circumstances indicate it might be impaired, using either the qualitative assessment or a quantitative fair value-based test.
−Removed: The Company recorded no goodwill impairment charges during the thirteen weeks ended May 4, 2024 or April 29, 2023.
+Added: The Company recorded no goodwill impairment charges during the twenty-six weeks ended August 3, 2024 or July 29, 2023.
Indefinite-lived intangible assets are tested for impairment as of the first day of the fourth quarter of each fiscal year unless events or circumstances indicate an interim test is required.
−Removed: The Company recorded no impairment charges for indefinite-lived intangible assets during the thirteen weeks ended May 4, 2024 or April 29, 2023.
+Added: The Company recorded no impairment charges for indefinite-lived intangible assets during the twenty-six weeks ended August 4, 2024 or July 29, 2023.
Note 9 Leases
7 unchanged sentences
The Company regularly analyzes the results of all of its stores and assesses the viability of underperforming stores to determine whether events or circumstances exist that indicate the stores should be closed or whether the carrying amount of their long-lived assets may not be recoverable.
−Removed: After allowing for an appropriate start-up period and consideration of any unusual nonrecurring events, property and equipment at stores and the lease right-of-use assets indicated as impaired are written down to fair value as calculated using a discounted cash flow method.
+Added: After allowing for an appropriate start-up period and consideration of any unusual nonrecurring events, property and equipment
+Added: at stores and the lease right-of-use assets indicated as impaired are written down to fair value as calculated using a discounted cash flow method.
The fair value of the lease right-of-use assets is determined utilizing projected cash flows for each store location, discounted using a risk-adjusted discount rate, subject to a market floor based on current market lease rates.
−Removed: During the thirteen weeks ended May 4, 2024, the Company recorded asset impairment charges of $ 0.2 million.
−Removed: An immaterial amount of impairment charges were recorded during the thirteen weeks ended April 29, 2023.
+Added: During the thirteen and twenty-six weeks ended August 3, 2024, the Company recorded asset impairment charges of $ 0.6 million and $ 0.8 million, respectively, primarily related to underperforming retail stores.
Refer to Note 14 to the condensed consolidated financial statements for further discussion of impairment charges on the Company’s operating lease right-of-use assets and property and equipment in retail stores.
−Removed: During the thirteen weeks ended May 4, 2024, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 74.2 million on the condensed consolidated balance sheets.
−Removed: As of May 4, 2024, the Company has entered into lease commitments for three retail locations for which the leases have not yet commenced.
−Removed: The Company anticipates that those leases will begin in the current fiscal year.
−Removed: Upon commencement, right-of-use assets and lease liabilities of approximately $ 3.0 million will be recorded on the condensed consolidated balance sheets.
−Removed: The components of lease expense for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:
+Added: During the twenty-six weeks ended August 3, 2024, the Company entered into new or amended leases that resulted in the recognition of right-of-use assets and lease obligations of $ 130.5 million on the condensed consolidated balance sheets.
+Added: As of August 3, 2024, the Company has entered into lease commitments for three retail locations for which the leases have not yet commenced.
+Added: The Company anticipates that two leases will begin in the current fiscal year and one will begin in the next fiscal year.
+Added: Upon commencement, right-of-use assets and lease liabilities of approximately $ 1.1 million will be recorded in the current fiscal year and $ 1.0 million will be recorded in the next fiscal year on the condensed consolidated balance sheets.
+Added: The components of lease expense for the thirteen and twenty-six weeks ended August 3, 2024 and July 29, 2023 were as follows:
Thirteen Weeks Ended
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Operating lease expense
2 unchanged sentences
Total lease expense
−Removed: During the thirteen weeks ended May 4, 2024 and April 29, 2023, the Company paid cash for lease liabilities of $ 42.2 million and $ 41.2 million, respectively.
+Added: Twenty-Six Weeks Ended
+Added: ($ thousands)
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Operating lease expense
+Added: Variable lease expense
+Added: Short-term lease expense
+Added: Total lease expense
+Added: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, the Company paid cash for lease liabilities of $ 83.2 million and $ 82.2 million, respectively.
Note 10 Financing Arrangements
15 unchanged sentences
The Credit Agreement also contains certain other covenants and restrictions.
−Removed: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of May 4, 2024.
−Removed: At May 4, 2024, the Company had $ 191.0 million of borrowings outstanding and $ 9.4 million in letters of credit outstanding under the Credit Agreement.
−Removed: Total additional borrowing availability was $ 299.6 million as of May 4, 2024.
+Added: The Company was in compliance with all covenants and restrictions under the Credit Agreement as of August 3, 2024.
+Added: At August 3, 2024, the Company had $ 146.5 million of borrowings outstanding and $ 9.4 million in letters of credit outstanding under the Credit Agreement.
+Added: Total additional borrowing availability was $ 344.1 million as of August 3, 2024.
+Added: The Company’s borrowings were favorably impacted by an unplanned shift to the third quarter of 2024 of a significant payment to one of its largest vendors, for which the revolving credit facility would have been used.
Note 11 Shareholders’ Equity
Accumulated Other Comprehensive Loss
−Removed: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended May 4, 2024 and April 29, 2023:
+Added: The following table sets forth the changes in accumulated other comprehensive loss (OCL) by component for the periods ended August 3, 2024 and July 29, 2023:
Postretirement
3 unchanged sentences
(Loss) Income
+Added: Balance at May 4, 2024
+Added: Other comprehensive income before reclassifications
+Added: Reclassifications:
+Added: Amounts reclassified from accumulated other comprehensive loss
+Added: Net reclassifications
+Added: Other comprehensive income
+Added: Balance at August 3, 2024
+Added: Balance at April 29, 2023
+Added: Other comprehensive income before reclassifications
+Added: Reclassifications:
+Added: Amounts reclassified from accumulated other comprehensive loss
+Added: Net reclassifications
+Added: Other comprehensive income
+Added: Balance at July 29, 2023
Balance at February 3, 2024
−Removed: Other comprehensive loss before reclassifications
+Added: Other comprehensive income before reclassifications
Reclassifications:
1 unchanged sentence
Net reclassifications
−Removed: Other comprehensive (loss) income
−Removed: Balance at May 4, 2024
+Added: Other comprehensive income
+Added: Balance at August 3, 2024
Balance at January 28, 2023
4 unchanged sentences
Other comprehensive (loss) income
−Removed: Balance at April 29, 2023
+Added: Balance at July 29, 2023
(1) Amounts reclassified are included in other income, net.
1 unchanged sentence
Note 12 Share-Based Compensation
−Removed: The Company recognized share-based compensation expense of $ 3.7 million and $ 2.9 million during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
−Removed: The Company had net issuances of 61,388 and 558,847 shares of common stock during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively, for restricted stock grants, stock performance awards issued to employees and common and restricted stock grants issued to non-employee directors, net of forfeitures and shares withheld to satisfy the tax withholding requirement.
+Added: The Company recognized share-based compensation expense of $ 4.2 million and $ 4.0 million during the thirteen weeks and $ 7.9 million and $ 6.9 million during the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
+Added: The Company had net issuances of 463 and 28,494 shares of common stock during the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively, for restricted stock grants, stock performance awards issued to employees and common and restricted stock grants issued to non-employee directors, net of forfeitures and shares withheld to satisfy the tax withholding requirement.
+Added: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, the Company had net issuances of 61,851 and 587,341 shares of common stock, respectively, related to share-based plans.
Restricted Stock
−Removed: The following table summarizes restricted stock activity for the periods ended May 4, 2024 and April 29, 2023:
+Added: The following table summarizes restricted stock activity for the periods ended August 3, 2024 and July 29, 2023:
Thirteen Weeks Ended
Thirteen Weeks Ended
+Added: August 3, 2024
+Added: July 29, 2023
+Added: of Restricted
+Added: of Restricted
April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Twenty-Six Weeks Ended
+Added: Twenty-Six Weeks Ended
+Added: August 3, 2024
+Added: July 29, 2023
of Restricted
2 unchanged sentences
January 28, 2023
−Removed: April 29, 2023
−Removed: The Company granted 303,285 restricted shares during the thirteen weeks ended May 4, 2024, which have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
−Removed: Of the 546,384 restricted shares granted during the thirteen weeks ended April 29, 2023, 533,584 shares have a graded-vesting term of three years , with 50 % vesting after two years and 50 % after three years , 7,000 shares have a graded-vesting term of three years , with 50 % vesting after eighteen months and 50 % after three years , and 5,800 shares have a cliff-vesting term of two years .
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Of the 16,812 restricted shares the Company granted during the thirteen weeks ended August 3, 2024, 13,692 shares have a cliff-vesting term of one year and 3,120 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 320,097 restricted shares the Company granted during the twenty-six weeks ended August 3, 2024, 13,692 have a cliff-vesting term of one year and 306,405 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 33,610 restricted shares the Company granted during the thirteen weeks ended July 29, 2023, 23,268 have a cliff-vesting term of one year and 10,342 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years .
+Added: Of the 579,994 restricted shares granted during the twenty-six weeks ended July 29, 2023, 543,926 shares have a graded vesting term of three years , with 50 % vesting after two years and 50 % after three years , 23,268 shares have a cliff-vesting term of one year , 7,000 shares have a graded vesting term of three years , with 50 % vesting after eighteen months and 50 % after three years , and 5,800 shares have a cliff-vesting term of two years .
Performance Awards
−Removed: During the thirteen weeks ended May 4, 2024, the Company granted performance share awards for a targeted 165,854 shares, with a weighted-average grant date fair value of $ 41.05 in connection with the 2024 performance award (2024 – 2026 performance period).
−Removed: During the thirteen weeks ended April 29, 2023, the Company granted performance share awards for a targeted 276,434 shares, with a weighted-average grant date fair value of $ 23.12 in connection with the 2023 performance award (2023 – 2025 performance period).
+Added: During the twenty-six weeks ended August 3, 2024, the Company granted performance share awards for a targeted 165,854 shares, with a weighted-average grant date fair value of $ 41.05 in connection with the 2024 performance award (2024 – 2026 performance period).
+Added: During the twenty-six weeks ended April 29, 2023, the Company granted performance share awards for a targeted 276,434 shares, with a weighted-average grant date fair value of $ 23.12 in connection with the 2023 performance award (2023 – 2025 performance period).
At the end of the vesting period, the employee will have earned an amount of shares or units between 0 % and 200 % of the targeted award, depending on the attainment of certain financial goals for the service period and individual achievement of strategic initiatives over the cumulative period of the award.
9 unchanged sentences
Gains and losses resulting from changes in the fair value of the RSUs payable in cash subsequent to the vesting period and through the settlement date are recognized in the Company’s condensed consolidated statements of earnings.
−Removed: The Company granted 879 and 1,423 RSUs for dividend equivalents during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively, with weighted-average grant date fair values of $ 35.57 and $ 21.47 , respectively.
+Added: The Company granted 28,444 and 47,873 RSUs to non-employee directors, including 1,060 and 1,337 RSUs for dividend equivalents, during the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively, with weighted-average grant date fair values of $ 35.01 and $ 19.46 , respectively.
+Added: The Company granted 29,323 and 49,295 RSUs to non-employee directors, including 1,939 and 2,759 and for dividend equivalents, during the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively, with weighted-average grant date fair values of $ 35.03 and $ 19.52 , respectively.
Note 13 Retirement and Other Benefit Plans
5 unchanged sentences
($ thousands)
−Removed: April 29, 2023
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Interest cost
4 unchanged sentences
Total net periodic benefit expense (income)
+Added: Pension Benefits
+Added: Other Postretirement Benefits
+Added: Twenty-Six Weeks Ended
+Added: Twenty-Six Weeks Ended
+Added: ($ thousands)
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: Interest cost
+Added: Expected return on assets
+Added: Amortization of:
+Added: Actuarial loss (gain)
+Added: Prior service cost (income)
+Added: Total net periodic benefit expense (income)
Service cost is included in selling and administrative expenses.
3 unchanged sentences
Fair value measurement disclosure requirements specify a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources (“observable inputs”) or reflect the Company’s own assumptions of market participant valuation (“unobservable inputs”).
−Removed: In accordance with the fair value guidance, the inputs to valuation techniques used to measure fair value are categorized into three levels based on the reliability of the inputs as follows:
+Added: In accordance with the fair
+Added: value guidance, the inputs to valuation techniques used to measure fair value are categorized into three levels based on the reliability of the inputs as follows:
● Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;
13 unchanged sentences
Consequently, the trust qualifies as a grantor trust for income tax purposes (i.e., a “Rabbi Trust”).
−Removed: The liabilities of the Deferred Compensation Plan are presented in other accrued
−Removed: expenses and the assets held by the trust are classified within prepaid expenses and other current assets in the condensed consolidated balance sheets.
+Added: The liabilities of the Deferred Compensation Plan are presented in other accrued expenses and the assets held by the trust are classified within prepaid expenses and other current assets in the condensed consolidated balance sheets.
Changes in the Deferred Compensation Plan assets and liabilities are charged to selling and administrative expenses.
9 unchanged sentences
Consequently, the trust qualifies as a grantor trust for income tax purposes (i.e., a “Rabbi Trust”).
−Removed: The liabilities of the Restoration Plan are presented in other accrued expenses and the assets held by the trust are classified within prepaid and other current assets in the condensed consolidated balance sheet as of May 4, 2024.
+Added: The liabilities of the Restoration Plan are presented in other accrued expenses and the assets held by the trust are classified within prepaid and other current assets in the condensed consolidated balance sheet as of August 3, 2024.
Changes in the Restoration Plan assets and liabilities are charged to selling and administrative expenses.
4 unchanged sentences
Dividend equivalents are paid on PSUs at the same rate as dividends on the Company’s common stock and are reinvested in additional PSUs at the next fiscal quarter-end.
−Removed: The liabilities of the plan are based on the fair value of the outstanding PSUs and are presented in other accrued expenses (current portion) or other liabilities in the condensed consolidated balance sheets.
+Added: The liabilities of the plan are based on the fair value of the outstanding PSUs and are presented in other accrued expenses (current portion) or other liabilities in the
+Added: condensed consolidated balance sheets.
Gains and losses resulting from changes in the fair value of the PSUs are presented in selling and administrative expenses in the Company’s condensed consolidated statements of earnings.
5 unchanged sentences
Additional information related to RSUs for non-employee directors is disclosed in Note 12 to the condensed consolidated financial statements.
−Removed: The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at May 4, 2024, April 29, 2023 and February 3, 2024.
−Removed: During the thirteen weeks ended May 4, 2024 and April 29, 2023, there were no transfers into or out of Level 3.
+Added: The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at August 3, 2024, July 29, 2023 and February 3, 2024.
+Added: During the twenty-six weeks ended August 3, 2024 and July 29, 2023, there were no transfers into or out of Level 3.
Fair Value Measurements
1 unchanged sentence
Asset (Liability)
+Added: August 3, 2024:
Non-qualified deferred compensation plan assets
4 unchanged sentences
Restricted stock units for non-employee directors
−Removed: April 29, 2023:
+Added: July 29, 2023:
Non-qualified deferred compensation plan assets
14 unchanged sentences
Certain factors, such as estimated store sales and expenses, used for this nonrecurring fair value measurement are considered Level 3 inputs as defined by FASB ASC Topic 820, Fair Value Measurement .
−Removed: Long-lived assets held and used with a carrying amount of $ 655.1 million and $ 559.5 million at May 4, 2024 and April 29, 2023, respectively, were assessed for indicators of impairment.
+Added: Long-lived assets held and used with a carrying amount of $ 647.4 million and
+Added: $ 552.4 million at August 3, 2024 and July 29, 2023, respectively, were assessed for indicators of impairment.
This assessment resulted in impairment charges for operating lease right-of-use assets, leasehold improvements and furniture and fixtures in the Company’s retail stores.
Thirteen Weeks Ended
+Added: Twenty-Six Weeks Ended
($ thousands)
−Removed: April 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
+Added: August 3, 2024
+Added: July 29, 2023
Long-Lived Asset Impairment Charges:
4 unchanged sentences
The fair values of cash and cash equivalents, receivables and trade accounts payable approximate their carrying values due to the short-term nature of these instruments.
−Removed: The fair values of the borrowings under revolving credit agreement of $ 191.0 million and $ 291.5 million as of May 4, 2024 and April 29, 2023, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
+Added: The fair values of the borrowings under revolving credit agreement of $ 146.5 million and $ 244.0 million as of August 3, 2024 and July 29, 2023, respectively, approximate their carrying values due to the short-term nature of the borrowings (Level 1).
Note 15 Income Taxes
The Company’s consolidated effective tax rate can vary considerably from period to period, depending on a number of factors.
−Removed: The Company’s consolidated effective tax rates were 23.0 % and 23.5 % for the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively.
−Removed: As of May 4, 2024, no deferred taxes have been provided on the accumulated unremitted earnings of the Company’s foreign subsidiaries that are not subject to United States income tax, beyond the amounts recorded for the one-time transition tax for the mandatory deemed repatriation of cumulative international earnings, as required by the Tax Cuts and Jobs Act.
+Added: The Company’s consolidated effective tax rates were 25.0 % and 25.6 % for the thirteen weeks ended August 3, 2024 and July 29, 2023, respectively.
+Added: The Company’s consolidated effective tax rates were 24.0 % and 24.5 % for the twenty-six weeks ended August 3, 2024 and July 29, 2023, respectively.
+Added: The lower effective tax rate for the twenty-six weeks ended August 3, 2024 was primarily driven by discrete tax benefits of $ 1.0 million related to the Company’s share-based compensation, compared to discrete tax benefits of $ 0.6 million for the twenty-six weeks ended July 29, 2023.
+Added: As of August 3, 2024, no deferred taxes have been provided on the accumulated unremitted earnings of the Company’s foreign subsidiaries that are not subject to United States income tax, beyond the amounts recorded for the one-time transition tax for the mandatory deemed repatriation of cumulative international earnings, as required by the Tax Cuts and Jobs Act.
The Company periodically evaluates its international investment opportunities and plans, as well as its international working capital needs, to determine the level of investment required and, accordingly, determines the level of international earnings that is considered indefinitely reinvested.
15 unchanged sentences
The Company continues to implement the expanded remedy work plan that was approved by the oversight authorities in 2015 and to work with the oversight authorities on the off-site work plan.
−Removed: The cumulative expenditures for both on-site and off-site remediation through May 4, 2024 were $ 34.4 million.
+Added: The cumulative expenditures for both on-site and off-site remediation through August 3, 2024 were $ 34.6 million.
The Company has recovered a portion of these expenditures from insurers and other third parties.
−Removed: The reserve for the anticipated future remediation activities at May 4, 2024 is $ 9.2 million, of which $ 8.3 million is recorded within other liabilities and $ 0.9 million is recorded within other accrued expenses.
+Added: The reserve for the anticipated future remediation activities at August 3, 2024 is $ 9.3 million, of which $ 8.4 million is recorded within other liabilities and $ 0.9 million is recorded within other accrued expenses.
Of the total $ 9.3 million reserve, $ 4.8 million is for off-site remediation and $ 4.5 million is for on-site remediation.
The liability for the on-site remediation was discounted at 4.8 %.
−Removed: On an undiscounted basis, the on-site remediation liability would be $ 12.5 million as of May 4, 2024.
+Added: On an undiscounted basis, the on-site remediation liability would be $ 12.5 million as of August 3, 2024.
The Company expects to spend approximately $ 0.2 million in 2024, $ 0.1 million in each of the following four years and $ 11.9 million in the aggregate thereafter related to the on-site remediation.
8 unchanged sentences
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.