What changed in this filing

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Item 1A. Risk Factors

2023-03-23 compared with 2022-03-23 · 558 added, 542 removed, 390 unchanged (74% of the section changed)

19 unchanged sentences

common stock.

Risks Relating to the COVID-19 Pandemic:

The outbreak and persistence of the COVID-19 pandemic has and may continue

to adversely affect our

business, financial condition and results of operations.

operating results through fiscal 2021 and will likely

continue to do so in fiscal 2022 and

possibly beyond.

Adverse financial impacts

associated with the

outbreak include, but

are not limited

lower net sales

in markets affected by actual or

potential adverse changes in conditions relating to the pandemic,

local orders,

reductions in

store traffic

labor shortages, or all of these factors, (ii) lower net sales caused by the delay of inventory production and

including increased freight and logistics costs and other expenses.

mitigation measures

that adversely

the Company’s

operations, store

its continuing

commercial behavior.

These uncertainties

emergence of additional variants, seasonal weather

changes or other factors that may

lead to a resurgence

and a reinstitution

of mandated restrictions, public

health advisories or decreased

of customers,

suppliers, associates

constituencies on

business depends

commercial activities.

Other uncertainties

businesses and

individuals may adapt

to COVID-19 as

to commercial activity.

The resurgence

virus and its

related effects

uncertainties

results and financial condition.

likely be adversely impacted,

whether and the extent

to which COVID-19 impacts the

Company’s results

developments,

possible new information, understanding or innovation

that could alter the course and

duration of current

measures to combat the spread of the virus.

It is also possible

COVID-19 and its continuing effects

may result in longer term

behavioral changes

by customers and others

that could adversely affect

our business, including but

not limited to a

shift to greater

reliance on online

versus in-person shopping, which

could reduce traffic

to our stores

disadvantage us relative to

competitors who are better

established in e-commerce sales,

and reductions in

face-to-face work, travel and socializing occasions, which may lead

customers to less frequently desire or

perceive the need to update their wardrobes.

intensify other

other filings we make from time to time with the SEC.

also have a material adverse effect on the Company’s business, financial condition and operating results.

Risks Relating to Our Business:

Increased product costs, freight costs, wage increases and operating costs due to

inflation and other factors,

as well as limitations in our ability to offset these cost increases by increasing

prices of our

products or otherwise,

may adversely affect our business, margins, results of operations and

raw materials

products, coupled

ocean freight

resulting from

disruption, is

continuing to

distribution center

and home office

more difficult

new associates

retain existing associates.

The tight labor market

and inflation also are

driving up our operating

we are unable to offset the effects of these increased costs to our business by increasing the retail prices of

financial condition may be adversely affected.

Our ability to

prices in response

cost increases may

Increasing interest rates and inflationary conditions have and may continue

to adversely impact

our customers’ discretionary income or willingness to purchase discretionary

items, which may

adversely affect our business, margins, results of operations and financial condition.

Increasing interest

adversely affected

our customers’

discretionary income,

mortgage loans and other credit accounts.

In addition, the increased payments due to

higher interest rates

deter our customers from

purchasing discretionary items such as

apparel, shoes and jewelry.

non-discretionary

customers’ discretionary income.

Any reduction in our customers’ discretionary spending on our products

could erode our sales volume and adversely affect our results of operations and

financial condition.

Increased product costs, freight costs, wage increases and operating

costs due to inflation and

other factors, as well as limitations in our ability to offset these cost increases by increasing

retail prices of our products or otherwise, have and may continue to adversely

affect our business,

margins, results of operations and financial condition.

levels, as well

more difficult to

hire new associates

and retain existing associates.

and inflation

our operating

inflationary pressures

unable to offset

of these increased

our business by

increasing the

operations and financial condition may be adversely affected.

unwillingness

10 unchanged sentences

our results of operations and financial condition.

Unusual weather, natural disasters, public

health threats or similar events may adversely affect

customer trends

heavy rainfall

extreme weather

profitability.

unseasonable weather

unseasonably warm

temperatures during

summer season

communicable diseases (such as COVID-19) or other catastrophic events could reduce customer

Because we source a significant portion of our merchandise directly and indirectly from

overseas, we are

subject to risks associated with international operations and risks that affect

the prevailing social, economic,

political, public health and other conditions in the areas from which we source merchandise;

disruptions, increased costs

Because we source a significant portion of our merchandise directly

and indirectly from overseas,

we are subject to risks associated with international operations and risks

that affect the prevailing

social, economic, political, public health and other conditions in

the areas from which we source

changes, disruptions, increased costs

or other problems affecting the Company’s

merchandise supply chain could

materially and adversely affect the Company’s

business, results of operations and financial condition.

A significant amount of

our merchandise is manufactured

overseas, principally in Southeast

merchandise supply chain have and could continue to materially and

adversely affect the

Company’s business, results of operations and financial condition.

A significant amount of our merchandise is

manufactured overseas, principally in Southeast Asia.

directly import some of this merchandise and

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taxes or governmental

policies regarding

these matters

factors affecting

the availability

interruptions

shipping capacity versus

the current demand

for container shipping

ability to access

including increased

container ships,

conditions impacting

ocean freight.

transportation

incoming container ships, lack of container yard capacity and lack of available drayage from the ports and

other conditions that may impact

our domestic supply chain.

These supply chain risks may

result in both

affected by currency fluctuations, and changes in the value of the dollar relative to foreign currencies may

increase our cost of goods

Any of these factors

could have a material adverse effect

on our business

significant delays

interruptions in

merchandise or

prohibitions,

reporting requirements

have resulted

costs associated

with merchandise

Any new sanctions, tariffs and

reporting requirements enacted in the future may further

our costs associated with sourcing products from those regions

or limit our ability to procure the

increased sourcing costs.

ocean container shipping

capacity versus the

current demand for

container shipping capacity,

ocean container capacity

require, lack

containers, port

intermodal transportation (trucks

and drivers), domestic

port congestion, including

increased dwell times

for incoming container ships, lack of container

yard capacity and lack of available drayage from

transport our

merchandise and

delayed merchandise

our stores, which adversely affect our ability to sell this merchandise and increase

markdowns of it.

Our costs are

also affected by currency

fluctuations, and changes in

the value of the

dollar relative to

materially and

adversely affect

and results of

increased energy

transportation

significant cost increases from time to time,

and future adverse changes in these

costs or the disruption of

the means by which merchandise is transported to us could cause additional cost increases

cause additional

cost increases

or interruptions

disruptions impacting any

port or trade

route through which

our products move,

supply chain,

be significant.

we are subject to

increased costs or potential disruptions

impacting any port or

trade route through which

increased costs

and delays if

forced to route

freight through

different ports

domestic vendors with foreign

sources in different

countries, those goods

may be more expensive

different or inferior quality from the ones we now sell.

The inability of third-party vendors to produce goods on time and to the Company’s

specification may

adversely affect the Company’s

business, results of operations and financial condition.

numerous risks that

our vendors will

fail to perform

as we expect.

For example, the

deterioration in any

vendors’ financial

condition, their

ship merchandise

timely manner

our specifications,

vendor guidelines

with applicable

environmental

operational, quality,

competitive, reputational and

replace the merchandise we currently

source with merchandise produced elsewhere,

or if our vendors fail

business, results

international

Risks Relating

to Accounting

operations subject

compliance and litigation

risks, as well

as regulations and

regulatory enforcement priorities, which

result in increased costs or liabilities,

divert our management’s attention

or otherwise adversely affect our

business, results of operations and financial condition.”

Our ability to attract consumers and grow our revenues is dependent on the success of our store location

strategy and our ability to successfully open new stores as planned.

merchandise from

other countries

domestic vendors

those goods may be more expensive or of a different or inferior quality from the ones we

non-performance

transactional

counterparties, could adversely affect our business, financial condition or results

of operations.

involving limited

non-performance or

financial institutions,

transactional counterparties

the financial

liquidity problems that

could adversely affect

2023, Silicon Valley

appointed the

Federal Deposit

Insurance Corporation,

receivership.

announced that

liquidate its

liquidation process

supervised by the California Department of Financial Protection and

Although a statement by

closure, including

uninsured deposit accounts, borrowers under credit agreements, letters of credit and

certain other financial

instruments with SVB, Signature Bank or any other financial institution that is placed into receivership by

the FDIC may be unable to access undrawn amounts thereunder.

transactional

counterparties,

landlords, our

payment processors including

and checks, our

transportation vendors

the payments generated

not being able

our distribution

our stores in

a timely manner

not being able

to retain services

that we require.

These impacts may adversely affect our financial condition, results of operations and our

ability to execute our business strategy.

Furthermore, these

adverse developments

affecting the

financial services

perceptions may

discretionary

Any actual or perceived deterioration in the conditions that drive

consumer confidence and

spending have and may continue to materially and adversely affect consumer demand

apparel and accessories and our results of operations.

Consumer spending habits, including spending for our apparel

and accessories, are affected by, among

other things, prevailing social, economic,

political and public health conditions

and uncertainties (such as

matters under debate in the U.S.

time regarding budgetary, spending and

tax policies), levels

employment, fuel,

interest rates,

other sources

Any perception that these conditions may be worsening or continuing to trend negatively may

significantly

consumer spending

uncertainties

discretionary items, such

merchandise, or

cheaper alternatives to

our merchandise,

of which may also

adversely affect our

net sales and

results of operations.

In addition, numerous events,

whether or not related to

actual economic conditions, such as downturns

in the stock markets, acts

or terrorism, political unrest

or natural disasters, outbreaks of

disease or similar events,

may also dampen

consumer confidence,

and accordingly,

reduced consumer

have a material adverse effect on our business, results of operations and financial

Extreme weather, natural disasters, public health threats or similar events have and may continue

to adversely affect our sales or operations from time to time.

customer trends

heavy rainfall

extreme weather

profitability.

unseasonable weather

unseasonably warm

temperatures during the

winter season or

cool weather during

the summer season

communicable diseases (such as COVID-19) or other catastrophic events could reduce customer

conduct operations,

materially and

Our ability to attract consumers and grow our revenues is dependent

on the success of our store

location strategy and our ability to successfully open new stores as planned.

Our sales are

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on the location

of our stores

in shopping centers

and malls where

of our stores in

shopping centers and

malls where we

consumers and

1 unchanged sentence

been substantially dependent on our ability to secure space for and open new stores in attractive locations.

Shopping centers and malls where we currently

operate existing stores or seek to open

new stores may be

adversely affected by, among other

things, general economic downturns or those particularly affecting the

customer shopping preferences, including but not limited to an increase in preference for online versus in-

person shopping.

take advantage of

consumer traffic and

the shopping preferences of

our consumers,

popularity of

locate our stores or

in availability of space

in desirable centers and locations,

or an increase in

reduce our sales and net earnings or increase our operating costs.

Shopping centers

currently operate

existing stores

adversely affected

things, general

economic downturns

particularly affecting

commercial real

estate industry,

stores, changes

preference for online versus in-person shopping.

advantage of consumer traffic and the

competition for suitable

store locations is

in customer popularity

strip shopping

centers where we

generally locate our

availability of space

in desirable centers

and locations,

or an increase in the cost of such desired space, has limited and could further limit our ability to open new

operating costs.

many factors,

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our business, results of operations and financial condition.

If we are unable to anticipate, identify and respond to rapidly changing fashion trends and

demands in a timely manner, our business

and results of operations could materially suffer.

If we are unable to anticipate, identify and respond to rapidly changing

fashion trends and

customer demands in a timely manner, our business and results of operations could materially

consistently anticipate, design and respond to changing merchandise trends and consumer preferences in a

adversely affect our business, results

of operations and our image with

our customers.

of operations and our image with our

If we miscalculate

5 unchanged sentences

would adversely affect our margins and results of operations.

Fluctuating comparable sales or our inability to effectively

manage inventory may negatively impact our

gross margin and our overall results of operations.

confirmed by sales.

accurately predict customers’

preferences for our

fashion items,

we may have too

much inventory, which

may cause excessive markdowns.

are unable to accurately

predict demand

merchandise, we may

with inventory shortages,

missed sales.

A decrease in

comparable sales or

our inability to

effectively manage inventory may

adversely affect our

gross margin and results of operations.

Existing and increased competition in the women’s

retail apparel industry may negatively impact our

business, results of operations, financial condition and market share.

merchandisers,

internet-based

retailers, many of which have substantially greater financial, marketing and

other resources than we have.

competitors offer

promotions and

selling prices.

competitors are expanding into

markets in which we

have a significant market

In addition, our

expenditures,

operations and financial condition.

The operation of our sourcing offices in Asia may present increased legal

and operational risks.

regulatory practices and requirements in Asia

If our sourcing offices

are unable to successfully

specifications, our business, brand, reputation, costs, results of operations

and financial condition could be

The inability of third-party vendors to produce goods on time and to the

Company’s specification

may adversely affect the Company’s business, results of operations and financial condition.

numerous risks that

our vendors will

fail to perform

as we expect.

For example, the

deterioration in any

vendors’ financial

condition, their

ship merchandise

timely manner

our specifications,

vendor guidelines

with applicable

environmental

operational, quality,

competitive, reputational and

replace the merchandise we currently

source with merchandise produced elsewhere,

or if our vendors fail

business, results

international

compliance risks,

Factors” section,

in particular

Risks Relating

9 unchanged sentences

business, results of operations and financial condition.”

Any actual or perceived deterioration in the conditions that drive consumer confidence

and spending may

materially and adversely affect consumer demand for our apparel

and accessories and our results of

Consumer spending habits, including spending for our apparel and accessories, are affected by, among

other things, prevailing social, economic,

political and public health

conditions and uncertainties (such as

matters under debate in the U.S.

from time to time

regarding budgetary, spending and tax policies and

COVID-19), levels

employment, fuel,

other sources of

income, tax rates,

home values, consumer net

worth, the availability

of consumer credit,

inflation, consumer confidence and consumer perceptions of adverse changes in or trends affecting any of

significantly

perceptions of

these conditions

uncertainties regarding

generally cause

discretionary

merchandise, all

adversely affect

numerous events,

Existing and increased competition in the women’s retail apparel industry may negatively impact

our business, results of operations, financial condition and

market share.

merchandisers,

internet-based

retailers, many of which have substantially greater financial, marketing and other resources

than we have.

competitors offer

promotions and

selling prices.

competitors are expanding into

markets in which we

have a significant market

In addition, our

expenditures,

operations and financial condition.

Fluctuating comparable sales or our inability to effectively manage inventory have and

continue to negatively impact our gross margin and our overall results of

issues, actual

public health

economic conditions,

including but

increasing interest rates

and higher inflation.

In addition, merchandise

ordered well in

the applicable

selling season

accurately predict customers’ preferences

for our fashion items,

we may have too

much inventory,

may cause excessive

are unable to accurately

predict demand for our

merchandise, we

inventory shortages,

inability to effectively manage inventory may adversely affect our gross margin and results of operations.

The operation of our sourcing offices in Asia present increased operational and

established our

to successfully oversee merchandise production to ensure

that product is produced on time and

specifications,

condition could be materially and adversely affected.

In addition, the current business environment, including geopolitical issues, make operating in

operational risks

increasing our

business in other countries.

foreign operational risks,

and international regulations

and compliance risks, as

risks, as well as regulations and regulatory enforcement priorities, which could result in increased costs or

operations and financial condition.”

Failure to attract, train, and retain skilled personnel could adversely affect our business

financial condition.

Fluctuations in the price, availability and quality of inventory may result in higher

cost of goods, which the

Company may not be able to pass on to its customers.

which may impact our ability to maintain or grow our margins.

The price and availability of raw materials

demand, regulation,

currency value

fluctuations, inflation,

other factors.

Additionally,

manufacturers have

have increases

manufacturing costs,

transportation, labor

production costs

point, the Company

on those cost

increases to the

consumer, which could

material adverse effect on our margins, results of operations and financial condition.

If the Company is unable to successfully integrate new businesses into its existing business,

the Company’s

financial condition and results of operations will be adversely affected.

The Company’s

long-term business

strategy includes

opportunistic growth

The Company may not

realize any of the

anticipated benefits of a

new business and integration

costs related to our retail stores that we

will not be able to recover if our stores

are not successful and that

potentially result

impairment charges.

successfully execute

our financial condition and results of operations may be adversely

Failure to attract, train, and retain skilled personnel could adversely affect

our business and our financial

retailers, we

13 unchanged sentences

sales associates and managers would increase our recruiting and training costs, as well as possibly cause a

decrease in our store operating

efficiency and productivity.

decrease in our store

operating efficiency and productivity.

compete for qualified store associates, as

6 unchanged sentences

ability to continue to grow.

customers effectively

business strategy, which could adversely affect our business, operating results and financial condition.

4 unchanged sentences

associates is

financial condition if we cannot offset these cost increases.

operating results and financial condition if we cannot offset these cost increases.

Fluctuations in the price, availability and quality of inventory have and

may continue to result in

higher cost of goods, which the Company may not be able to pass on

to its customers.

The price and availability of raw

materials may be impacted by demand, regulation,

weather and crop

yields, currency

value fluctuations,

inflation, as

other factors.

Additionally,

manufacturers have

and may continue to have increases in other manufacturing costs, such as transportation, labor and benefit

These increases in production costs may result in higher merchandise costs to the Company.

operations and financial condition.

If the Company is unable to successfully integrate new businesses into

its existing business, the

Company’s financial condition and results of operations will be adversely affected.

The Company’s

long-term business

strategy includes

opportunistic growth

The Company may not

realize any of the

anticipated benefits of a

new business and integration

costs related to our retail stores that we

will not be able to recover if our stores

are not successful and that

have resulted and could result in future impairment charges.

If we cannot successfully execute our growth

strategies, our financial condition and results of operations may

be adversely impacted.

Risks Relating to Our Information Technology and Related Systems:

A failure or disruption relating to our information technology systems could

adversely affect our business.

adversely affect our

merchandise planning,

16 unchanged sentences

our operations.

A disruption or shutdown of our centralized distribution center or transportation network

could materially

and adversely affect our business and results of operations.

A security breach that results in unauthorized access to or disclosure of

employee, Company or

customer information or a ransomware attack could adversely affect our costs,

reputation and

results of operations, and efforts to mitigate these risks may continue to increase

breach, mishandling, human or programming error or other event that results in the misappropriation, loss

Company's reputation, expose it to

remediation and other costs

and the risks of legal

proceedings, disrupt

security of certain of

this information also depends on

the ability of third-party

service providers, such as

payment-related

third-party service providers are

subject to ongoing and

persistent cybersecurity threats from

those seeking unauthorized

access through means

continually evolving and

may be difficult

anticipate or detect for long periods

Despite measures the Company takes

to protect confidential

information against

unauthorized access

or disclosure, which

compromise or

unauthorized access

disclosure of

this information

Company's reputation,

successful could

disruptions to the

Company’s operations

and expose it

to remediation

affect the Company's business and financial condition.

A disruption or shutdown of our centralized distribution center or

transportation network could

materially and adversely affect our business and results of operations.

The distribution

11 unchanged sentences

or lose significant capacity

for any reason, including but

for any reason, including

not limited to, any of the causes described above under “A failure or disruption

13 unchanged sentences

could adversely affect our business, results of operations and financial condition.

A security breach that results in unauthorized access to or disclosure of employee,

Company or customer

information could adversely affect our costs, reputation and

results of operations, and efforts to mitigate

these risks may continue to increase our costs.

breach, mishandling, human or programming error or other event that results in the misappropriation, loss

Company's reputation, expose it to

remediation and other costs

and the risks of legal

proceedings, disrupt

security of certain of

this information also depends on

the ability of third-party

service providers, such as

payment-related

third-party service providers are

subject to ongoing and

persistent cybersecurity threats from

those seeking unauthorized

access through means

continually evolving and

may be difficult

anticipate or detect for long periods

Despite measures the Company takes

to protect confidential

information against

unauthorized access

disclosure, which

measures will

compromise of

such information.

compromise or

unauthorized access

disclosure of

this information

condition and cash flows.

We are subject to payment

-related risks.

accept payments

methods, including

third-party credit

authentication

certain payment

methods, including

pay interchange

time, raising

operating costs

lowering profitability.

these third-party

service providers

become unwilling

or unable to provide these services to

are also subject to payment card association operating rules,

certification

be reinterpreted

or impossible

comply with these rules or requirements, or if our data security systems are breached or compromised, we

card-issuing banks’

costs, subject

transaction fees.

payments from

our customers

adversely affected.

The Company’s

failure to successfully operate its e-commerce websites or fulfill customer expectations

adversely impact customer satisfaction, our reputation and our business.

The Company’s failure to successfully operate its e-commerce websites or fulfill customer

expectations could adversely impact customer satisfaction, our reputation

and our business.

Company's e-commerce

customer base,

the efficient

and uninterrupted operation

websites, customer contact center

or our distribution

center, including

platform provides

another channel

provide existing customers the online shopping experience and introduce the Company to a new customer

uninterrupted

telecommunication

6 unchanged sentences

breaches involving the unauthorized access

adversely affect

reputation and

1 unchanged sentence

mitigate these

performance of

performance of third parties, such as shipping companies, including

delays associated with labor strikes or

adverse weather

successfully meet

the challenges

expectations,

adversely affected.

could be adversely affected.

We are subject to payment-related risks.

accept payments

methods, including

third-party credit

payment methods we offer to our customers, we are subject to fraud risk and

to additional regulations and

authentication

lowering profitability.

rely on third-party service providers for payment processing

services, including

certification

rules governing

electronic funds

transfers, which

reinterpreted to

impossible for us

to comply with

these rules or

requirements, or if

our data security

systems are breached or compromised, we may be liable for card-issuing

banks’ costs, subject to fines and

higher transaction fees.

In addition, we may lose our ability to accept credit and debit card payments from

business and operating results could be adversely affected.

Risks Relating to Accounting and Legal Matters:

Changes to accounting rules and regulations may adversely affect

our reported results of operations and

financial condition.

Changes to accounting rules and regulations may adversely affect our reported

operations and financial condition.

comparability

21 unchanged sentences

and financial position or perceptions of our performance and financial

Adverse litigation matters may adversely affect our business and

our financial condition.

Primarily these

uncertainties, and

litigation-related

matters may change our assessment in light

of the discovery of facts with respect to

legal actions pending

presently known

by determination

judges, juries

other finders

decisions or settlements

may negatively impact our business, reputation and financial condition.

Our business operations subject us to legal compliance and litigation risks, as well as regulations

regulatory enforcement priorities, which could result in increased costs or liabilities,

attention or otherwise adversely affect our business, results of operations

and financial

Continued scrutiny and changing

expectations surrounding environmental, social and governance

impose additional reporting requirements, additional costs and compliance

Public companies from

industries are facing

increasing scrutiny from

investors, customers,

sustainability,

these complex

reporting obligations

or expectations

associated with

disclosure and reporting.

Furthermore, evolving ESG laws, regulations and stakeholder expectations may

stakeholders,

currently under consideration regarding climate emissions reporting and auditing requirements.

affect our reputation, business and financial performance.

operations and financial condition could be adversely affected.

Trademark Office

registered, or

registration of,

additional trademarks

registrations

merchandising

label merchandise or

the infringement of

our other intellectual

property rights by

Infringement of

lesser quality or carries a negative connotation of

our image could adversely affect our business, financial

condition and results of operations.

give assurance

that others will

the manufacture

private label merchandise by claiming

that our merchandise violates

their trademarks or other

resolution of

cannot predict;

controversy could

adversely affect

our business,

financial condition and results of operations.

Our business operations subject us to legal compliance and litigation risks,

as well as regulations

and regulatory enforcement priorities, which could result in increased

costs or liabilities, divert our

management’s attention or otherwise adversely affect our business, results of operations and

financial condition.

Our operations

regulations, as

sourcing offices.

regulatory and

23 unchanged sentences

uncertainties

regulatory review and

audits, which results

potential to materially

and adversely

business, results

operations and

financial condition.

governing laws,

regulations, and interpretations of existing laws are subject to

change from time to time.

business, results of

operations and financial condition.

In addition, governing laws,

rules and regulations,

and interpretations

Compliance and

litigation matters

in unexpected

our operations and our reputation.

operations and our reputation.

interpretation

data privacy,

could increase

of compliance,

technology and

business operations.

interpretation of existing or

existing technology and practices

can be uncertain and

to additional compliance risk and cost.

If we fail to

protect our trademarks and

other intellectual property

rights or infringe the

intellectual property

could be adversely affected.

have registered

these trademarks

and Trademark

have also registered, or applied for registration of, additional trademarks with the PTO that we believe are

our business,

give assurance that

these registrations will

prevent imitation

trademarks, merchandising concepts, store designs or private label merchandise or

the infringement of our

give assurance

that others will

the manufacture

private label merchandise by claiming

that our merchandise violates

their trademarks or other

resolution of

cannot predict;

controversy could

adversely affect

our business,

financial condition and results of operations.

Maintaining and improving our internal control over financial reporting and

other requirements necessary

to operate as a public company may strain our resources, and any material failure

in these controls may

negatively impact our business, the price of our common stock and market

confidence in our reported

financial information.

technology and business operations.

The interpretation of existing or new laws to

existing technology and

business practices can be uncertain and may lead to additional compliance

risk and cost.

Adverse litigation matters may adversely affect our business and our financial

Primarily these

uncertainties, and

litigation-related

matters may change our assessment in light

of the discovery of facts with respect to

legal actions pending

presently known

by determination

judges, juries

other finders

decisions or settlements

may negatively impact our business, reputation and financial condition.

Maintaining and improving our internal control over financial reporting

and other requirements

necessary to operate as a public company may strain our resources, and

any material failure in

these controls may negatively impact our business, the price of our common

stock and market

confidence in our reported financial information.

public company,

35 unchanged sentences

Risks Relating to Our Investments and Liquidity:

We may experience market

conditions or other events that could adversely impact the valuation and liquidity

of, and our ability to access, our short-term investments, cash and cash equivalents and

our revolving line of

We may experience market conditions or other events that could adversely impact the valuation

and liquidity of, and our ability to access, our short-term investments,

cash and cash equivalents

and our revolving line of credit.

short-term investments

equivalents are

investments in

state, municipal

9 unchanged sentences

not limited to

credit ratings, rates

changes to credit

ratings, rates of

default, collateral

43 unchanged sentences

Risks Relating to the Market Value of Our Common Stock:

Our operating results are subject to seasonal and quarterly fluctuations, which could

adversely affect the

market price of our common stock.

general seasonal

are characteristic

retail apparel

stores typically

higher percentage

profitability in

fiscal period

necessarily indicative

common stock.

The interests of our principal shareholder may limit the ability of other shareholders to

influence the

direction of the Company and otherwise affect our corporate governance

and the market price of our

common stock.

The interests of our principal shareholder may limit the ability of other

shareholders to influence

the direction of the Company and otherwise affect our corporate governance and

the market price

of our common stock.

As of March 23, 2023, John P.

18 unchanged sentences

of preventing, discouraging or

deferring a change in control of the Company or other fundamental transaction,

all of which could depress

deferring a change in control of the Company or other fundamental transaction, all

of which could depress

the market price of our common stock.

2 unchanged sentences

management of

ownership of more than 50% of the combined voting power of our common stock (including as a result of

continued Company stock

repurchases from time

to time under

our stock repurchase

program that would

corporate governance

requirements and

stock could be adversely affected.

Conditions in the stock market generally, or particularly

relating to our industry, Company or common

stock, may materially and adversely affect the market

price of our common stock and make its trading price

more volatile.

utilize these

“controlled company” exceptions,

our other shareholders

these corporate

governance requirements

could be adversely affected.

Our operating results are subject to seasonal and quarterly fluctuations,

which could adversely

affect the market price of our common stock.

general seasonal

are characteristic

retail apparel

stores typically

higher percentage

profitability in

fiscal period

necessarily indicative

common stock.

Conditions in the stock market generally, or particularly relating to our industry, Company or

common stock, may materially and adversely affect the market price of our

common stock and

make its trading price more volatile.

significant volatility.

36 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.

What changed 10-K

Item 1A. Risk Factors