What changed in this filing

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Item 1. Financial Statements

2025-02-18 compared with 2024-11-19 · 85 added, 52 removed, 518 unchanged (21% of the section changed)

2 unchanged sentences

CONSOLIDATED STATEMENT OF INCOME

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands, except per share data) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

19 unchanged sentences

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

48 unchanged sentences

CONSOLIDATED STATEMENT OF CASH FLOWS

Six Months Ended

Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024

2 unchanged sentences

Adjustments to reconcile net income to cash provided by operating activities

Loss on disposal and impairment of assets 40 559

(Gain)/loss on disposal and impairment of assets 73 ( 15 )

Gain on sale of investments ( 199 ) ( 1,169 )

67 unchanged sentences

At October 26, 2024 $ 41,647 $ 377,258 $ 594,632 $ ( 3,612 ) $ 10,357 $ 1,020,282

Net income — — 28,429 — 516 28,945

Other comprehensive income (loss) — — — ( 1,855 ) 34 ( 1,821 )

Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 35 1,055 ( 71 ) — — 1,019

Repurchases of 271 shares of common stock

( 271 ) ( 935 ) ( 10,144 ) — — ( 11,350 )

Stock option and restricted stock expense — 4,381 — — — 4,381

Dividends declared and paid ($ 0.22 /share)

— — ( 9,140 ) — — ( 9,140 )

Dividends declared not paid ($ 0.22 /share)

— — ( 137 ) — — ( 137 )

At January 25, 2025 $ 41,411 $ 381,759 $ 603,569 $ ( 5,467 ) $ 10,907 $ 1,032,179

(1) Non-controlling interests include dividends paid to joint venture minority partners resulting from the repatriation of dividends from our foreign earnings that we no longer consider permanently reinvested.

18 unchanged sentences

Net income — — 27,199 — 495 27,694

Other comprehensive loss — — — ( 3,194 ) ( 484 ) ( 3,678 )

Other comprehensive income (loss) — — — ( 3,194 ) ( 484 ) ( 3,678 )

Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 91 32 ( 4 ) — — 119

7 unchanged sentences

At October 28, 2023 $ 42,875 $ 361,409 $ 567,391 $ ( 7,392 ) $ 9,507 $ 973,790

Net income — — 28,640 — 44 28,684

Other comprehensive income — — — 2,512 115 2,627

Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 305 7,894 ( 99 ) — — 8,100

Repurchases of 567 shares of common stock

( 567 ) ( 7,903 ) ( 11,871 ) — — ( 20,341 )

Stock option and restricted stock expense — 3,711 — — — 3,711

Dividends declared and paid ($ 0.20 /share)

— — ( 8,545 ) — — ( 8,545 )

Dividends declared not paid ($ 0.20 /share)

— — ( 140 ) — — ( 140 )

At January 27, 2024 $ 42,613 $ 365,111 $ 575,376 $ ( 4,880 ) $ 9,666 $ 987,886

20 unchanged sentences

ASU Description Adoption Date

ASU 2023-09 Income Taxes (Topic 740):

Improvements to Income Tax Disclosures Fiscal 2026

ASU 2024-04 Debt - Debt with Conversion and Other Options (Subtopic 470-20):

Induced Conversions of Convertible Debt Instruments Fiscal 2027

ASU 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses Fiscal 2028

ASU 2023-09 Income Taxes (Topic 740):

Improvements to Income Tax Disclosures Fiscal 2026

None of the below acquisitions were significant to our consolidated financial statements, and, therefore, pro-forma financial information is not presented.

3 unchanged sentences

These required rights are indefinite-lived because our retailer agreements are perpetual agreements that have no specific expiration date and no renewal options.

The effective settlement date of these arrangements resulted in no settlement gain or loss as the contractual terms were at market.

The effective settlement date of these arrangements resulted in no settlement gain or loss as the contractual terms were at

For federal income tax purposes, we amortize and deduct these indefinite-lived intangible assets and goodwill, if any, over 15 years.

Toledo , Ohio Acquisition

On January 16, 2025, we completed our acquisition of the Toledo, Ohio business that operates two independently owned La-Z-Boy Furniture Galleries ® stores for $ 6.0 million, inclusive of and subject to further customary adjustments.

The acquisition also included the purchase of the building and land for one of the stores.

We paid total cash of $ 5.6 million during the third quarter of fiscal 2025 and the remaining consideration included forgiveness of accounts receivable and payments based on working capital adjustments.

As part of the acquisition, we recorded an indefinite-lived intangible asset of $ 1.7 million related to the reacquired rights described above.

We also recognized $ 0.6 million of goodwill in our Retail segment related primarily to synergies we expect from the integration of the acquired stores and future benefits of these synergies.

Melbourne and Cocoa, Florida Acquisition

1 unchanged sentence

The acquisition also included the purchase of buildings and land for both stores and the distribution center.

We paid total cash of $ 10.0 million during the second quarter of fiscal 2025 and the remaining consideration included forgiveness of accounts receivable and payments based on working capital adjustments.

We paid total cash of $ 11.3 million during the second and third quarters of fiscal 2025 and the remaining consideration included forgiveness of accounts receivable and payments based on working capital adjustments.

As part of the acquisition, we recorded an indefinite-lived intangible asset of $ 0.9 million related to the reacquired rights described above.

We also recognized $ 1.7 million of goodwill in our Retail segment related primarily to synergies we expect from the integration of the acquired store and future benefits of these synergies.

We also recognized $ 1.7 million of goodwill in our Retail segment related primarily to synergies we expect from the integration of the acquired stores and future benefits of these synergies.

Davenport, Iowa Acquisition

4 unchanged sentences

Prior Year Acquisitions

Illinois and Indiana Acquisition

On December 11, 2023, we completed our acquisition of the Illinois and Indiana businesses that operate six independently owned La-Z-Boy Furniture Galleries ® stores and one distribution center for $ 18.4 million, inclusive of customary adjustments.

The acquisition also included the purchase of buildings and land for five of the stores.

We paid total cash of $ 17.0 million during the third and fourth quarters of fiscal 2024 and the remaining consideration included forgiveness of accounts receivable and payments based on working capital adjustments.

As part of the acquisition, we recorded an indefinite-lived intangible asset of $ 4.2 million related to the reacquired rights described above.

We also recognized $ 0.6 million of goodwill in our Retail segment related primarily to synergies we expect from the integration of the acquired stores and future benefits of these synergies.

Lafayette, Louisiana Acquisition

9 unchanged sentences

Cash and Restricted Cash

At October 28, 2023, we had restricted cash on deposit with a bank as collateral for certain letters of credit that matured within 12 months.

At January 27, 2024, we had restricted cash on deposit with a bank as collateral for certain letters of credit that matured within 12 months.

During fiscal 2024, we renewed these letters of credit and as of April 27, 2024, we were no longer required to hold restricted cash as collateral.

28 unchanged sentences

Translation adjustment ( 21 ) ( 164 ) — ( 185 )

Balance at October 26, 2024 (1)

Balance at January 25, 2025 (1)

$ 20,064 $ 146,183 $ 55,446 $ 221,693

17 unchanged sentences

Translation adjustment — — ( 123 ) 2 ( 121 )

Balance at October 26, 2024 $ 1,155 $ 1,397 $ 45,183 $ 1,610 $ 49,345

Balance at January 25, 2025 $ 1,155 $ 1,197 $ 46,816 $ 1,496 $ 50,664

We test indefinite-lived intangibles and goodwill for impairment on an annual basis in the fourth quarter of each fiscal year, and more frequently if events or changes in circumstances indicate that an asset might be impaired.

24 unchanged sentences

The following table summarizes sales of marketable securities:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

2 unchanged sentences

Gross realized losses — — ( 35 ) ( 740 )

The following is a summary of the fair value of fixed income marketable securities, classified as available-for-sale securities, by contractual maturity:

(Unaudited, amounts in thousands) 10/26/2024

Within one year $ 994

Securities not due at a single maturity date 6,451

Total $ 7,445

As of January 25, 2025, we held $ 6.3 million of fixed income marketable securities, classified as available-for-sale securities, all of which do not have a single contractual maturity date.

Product Warranties

8 unchanged sentences

A reconciliation of the changes in our product warranty liability is as follows:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025

7 unchanged sentences

The adjustments were offsetting and had no impact on the liability balance at the end of each reporting period in fiscal 2024 or the amount recognized in the consolidated statement of income for fiscal 2024.

(2) $ 22.0 million and $ 22.4 million is recorded in accrued expenses and other current liabilities as of October 26, 2024, and April 27, 2024, respectively, while the remainder is included in other long-term liabilities..

(2) $ 21.8 million and $ 22.4 million is recorded in accrued expenses and other current liabilities as of January 25, 2025, and April 27, 2024, respectively, while the remainder is included in other long-term liabilities.

We recorded accruals during the periods presented in the table above, primarily to reflect charges that relate to warranties issued during the respective periods.

1 unchanged sentence

The table below summarizes the total stock-based compensation expense we recognized for all outstanding grants in our consolidated statement of income:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

6 unchanged sentences

Restricted Stock .

During the first six months of fiscal 2025, we granted 241,334 shares of restricted stock units to employees and we also have restricted stock awards outstanding from previous grants.

During the first nine months of fiscal 2025, we granted 245,813 shares of restricted stock units to employees and we also have restricted stock awards outstanding from previous grants.

We issue restricted stock at no cost to the employees and account for restricted stock awards as equity-based awards because when they vest, they will be settled in common shares.

3 unchanged sentences

We have elected to recognize forfeitures as an adjustment to compensation expense in the same period as the forfeitures occur.

The weighted-average fair value of the restricted stock that was awarded in the first six months of fiscal 2025 was $ 38.05 per share, the market value of our common shares on the date of grant.

The weighted-average fair value of the restricted stock that was awarded in the first nine months of fiscal 2025 was $ 38.17 per share, the market value of our common shares on the date of grant.

Restricted Stock Units Issued to Directors.

During the second quarter of fiscal 2025, we granted 30,348 restricted stock units to our non-employee directors.

Restricted stock units granted to our non-employee directors are offered at no cost to the directors

and restricted stock units granted following August 2022 vest on the earlier of the date a director ceases to be a member of the board (for any reason other than the termination of service for cause) or the- one year anniversary of the grant date.

During the first nine months of fiscal 2025, we granted 32,378 restricted stock units to our non-employee directors.

Restricted stock units granted to our non-employee directors are offered at no cost to the directors and restricted stock units granted following August 2022 vest on the earlier of the date a director ceases to be a member of the board (for any reason other than the termination of service for cause) or the one year anniversary of the grant date.

We account for these restricted stock units as equity-based awards because when they vest, they will be settled in shares of our common stock.

We measure and recognize compensation expense for these awards based on the market price of our common shares on the date of grant.

The weighted-average fair value of the restricted stock units granted to our non-employee directors in the second quarter of fiscal 2025 was $ 40.04 per share.

The weighted-average fair value of the restricted stock units granted to our non-employee directors in the first nine months of fiscal 2025 was $ 40.24 per share.

Performance Shares.

11 unchanged sentences

Stock Options.

We did not grant stock options to employees during the first six months of fiscal 2025, but we have stock options outstanding from grants from prior years.

We did not grant stock options to employees during the first nine months of fiscal 2025, but we have stock options outstanding from grants from prior years.

We account for stock options as equity-based awards because when they are exercised, they will be settled in common shares.

7 unchanged sentences

Accumulated Other Comprehensive Income (Loss)

Activity in accumulated other comprehensive income (loss) for the quarters ended October 26, 2024, and October 28, 2023, is as follows:

Activity in accumulated other comprehensive income (loss) for the quarters ended January 25, 2025, and January 27, 2024, is as follows:

(Unaudited, amounts in thousands) Translation adjustment Unrealized gain (loss) on marketable securities Net pension amortization and net actuarial loss Accumulated other comprehensive income (loss)

Balance at July 27, 2024 $ ( 2,597 ) $ 359 $ ( 2,297 ) $ ( 4,535 )

Balance at October 26, 2024 $ ( 1,673 ) $ 342 $ ( 2,281 ) $ ( 3,612 )

Changes before reclassifications ( 1,810 ) ( 76 ) — ( 1,886 )

2 unchanged sentences

Other comprehensive income (loss) attributable to La-Z-Boy Incorporated ( 1,810 ) ( 61 ) 16 ( 1,855 )

Balance at January 25, 2025 $ ( 3,483 ) $ 281 $ ( 2,265 ) $ ( 5,467 )

Balance at October 28, 2023 $ ( 4,696 ) $ ( 12 ) $ ( 2,684 ) $ ( 7,392 )

Balance at July 29, 2023 $ ( 1,565 ) $ 75 $ ( 2,708 ) $ ( 4,198 )

Changes before reclassifications 2,147 454 — 2,601

1 unchanged sentence

Tax effect — ( 112 ) ( 8 ) ( 120 )

Other comprehensive income (loss) attributable to La-Z-Boy Incorporated ( 3,131 ) ( 87 ) 24 ( 3,194 )

Balance at October 28, 2023 $ ( 4,696 ) $ ( 12 ) $ ( 2,684 ) $ ( 7,392 )

Activity in accumulated other comprehensive income (loss) for the six months ended October 26, 2024, and October 28, 2023, is as follows:

Other comprehensive income attributable to La-Z-Boy Incorporated 2,147 342 23 2,512

Balance at January 27, 2024 $ ( 2,549 ) $ 330 $ ( 2,661 ) $ ( 4,880 )

Activity in accumulated other comprehensive income (loss) for the nine months ended January 25, 2025, and January 27, 2024, is as follows:

(Unaudited, amounts in thousands) Translation adjustment Unrealized gain (loss) on marketable securities Net pension amortization and net actuarial loss Accumulated other comprehensive income (loss)

4 unchanged sentences

Other comprehensive income attributable to La-Z-Boy Incorporated 321 35 47 403

Balance at October 26, 2024 $ ( 1,673 ) $ 342 $ ( 2,281 ) $ ( 3,612 )

Balance at January 25, 2025 $ ( 3,483 ) $ 281 $ ( 2,265 ) $ ( 5,467 )

Balance at April 29, 2023 $ ( 2,652 ) $ ( 145 ) $ ( 2,731 ) $ ( 5,528 )

2 unchanged sentences

Tax effect — ( 156 ) ( 23 ) ( 179 )

Other comprehensive income (loss) attributable to La-Z-Boy Incorporated ( 2,044 ) 133 47 ( 1,864 )

Balance at October 28, 2023 $ ( 4,696 ) $ ( 12 ) $ ( 2,684 ) $ ( 7,392 )

Other comprehensive income attributable to La-Z-Boy Incorporated 103 475 70 648

Balance at January 27, 2024 $ ( 2,549 ) $ 330 $ ( 2,661 ) $ ( 4,880 )

We reclassified both the unrealized gain (loss) on marketable securities and the net pension amortization from accumulated other comprehensive loss to net income through other income (expense), net.

The components of noncontrolling interest were as follows:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

Balance as of the beginning of the period $ 10,357 $ 9,507 $ 10,296 $ 10,261

Net income (loss) ( 184 ) 495 461 942

Net income 516 44 977 986

Other comprehensive income (loss) 34 115 1,048 ( 409 )

13 unchanged sentences

The following table presents our revenue disaggregated by product category and by segment or unit:

Quarter Ended October 26, 2024 Quarter Ended October 28, 2023

Quarter Ended January 25, 2025 Quarter Ended January 27, 2024

(Unaudited, amounts in thousands) Wholesale Retail Corporate

8 unchanged sentences

Consolidated Net Sales $ 521,777 $ 500,406

Six Months Ended October 26, 2024 Six Months Ended October 28, 2023

Nine Months Ended January 25, 2025 Nine Months Ended January 27, 2024

(Unaudited, amounts in thousands) Wholesale Retail Corporate

25 unchanged sentences

$ 143,825 $ 124,316

(1) During the six months ended October 26, 2024, we recognized revenue of $ 115.6 million related to our contract liability balance at April 27, 2024.

(1) During the nine months ended January 25, 2025, we recognized revenue of $ 116.5 million related to our contract liability balance at April 27, 2024.

Segment Information

10 unchanged sentences

Corporate and Other .

Corporate and Other includes the shared costs for corporate functions, including human resources, information technology, finance and legal, in addition to revenue generated through royalty agreements with companies licensed to use the La-Z-Boy ® brand name on various products.

Corporate and Other includes the shared costs for corporate functions, including human resources, information technology, finance and accounting, and legal, in addition to revenue generated through royalty agreements with companies licensed to use the La-Z-Boy ® brand name on various products.

We consider our corporate functions to be other business activities and have aggregated them with our other insignificant operating segments, including our global trading company in Hong Kong and Joybird, an e-commerce retailer that manufactures upholstered furniture, such as sofas, loveseats, chairs, ottomans, sleeper sofas and beds, and also imports casegoods (wood) furniture, such as occasional tables and other accessories.

2 unchanged sentences

The following table presents sales and operating income (loss) by segment:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

19 unchanged sentences

Income before income taxes $ 38,628 $ 35,940 $ 115,118 $ 111,613

Our effective tax rate was 26.3 % and 25.9 % for the second quarter and six months ended October 26, 2024, respectively, compared with 26.5 % for both the second quarter and six months ended October 28, 2023.

Our effective tax rate was 25.1 % and 25.6 % for the third quarter and nine months ended January 25, 2025, respectively, compared with 20.2 % and 24.5 % for the third quarter and nine months ended January 27, 2024, respectively.

The increase in our effective tax rate in the third quarter ended January 25, 2025 compared with the same period a year ago was primarily the result of favorable return to provision adjustments impacting the prior year and absent these discrete items, the effective tax rate would have been 25.6 % for the third quarter ended January 27, 2024.

Our effective tax rate varies from the 21 % federal statutory rate primarily due to state taxes.

1 unchanged sentence

The following is a reconciliation of the numerators and denominators we used in our computations of basic and diluted earnings per share:

Quarter Ended Six Months Ended

Quarter Ended Nine Months Ended

(Unaudited, amounts in thousands, except per share data) 1/25/2025 1/27/2024 1/25/2025 1/27/2024

11 unchanged sentences

We exclude the effect of options from our diluted share calculation when the weighted average exercise price of the options is higher than the average market price, since including the options' effect would be anti-dilutive.

For the second quarter and six months ended October 26, 2024, we did no t exclude any outstanding options from the diluted share calculation.

For the second quarter and six months ended October 28, 2023, we excluded options to purchase 0.5 million and 0.7 million shares, respectively, from the diluted share calculation.

For the third quarter and nine months ended January 25, 2025, we did no t exclude any outstanding options from the diluted share calculation.

For the third quarter and nine months ended January 27, 2024, we excluded options to purchase 0.2 million and 0.5 million shares, respectively, from the diluted share calculation.

Fair Value Measurements

8 unchanged sentences

We measure non-financial assets such as other intangible assets, goodwill, and other long-lived assets at fair value when there is an indicator of impairment, and we record them at fair value only when we recognize an impairment loss.

The following table presents the fair value hierarchy for those assets and liabilities we measured at fair value on a recurring basis at October 26, 2024 and April 27, 2024.

The following table presents the fair value hierarchy for those assets and liabilities we measured at fair value on a recurring basis at January 25, 2025 and April 27, 2024.

There were no transfers into or out of Level 1, Level 2, or Level 3 for any of the periods presented.

At October 26, 2024

At January 25, 2025

Fair Value Measurements

10 unchanged sentences

(1) Certain marketable securities investments are measured at fair value using net asset value per share under the practical expedient methodology.

At October 26, 2024 and April 27, 2024, we held marketable securities intended to enhance returns on our cash and to fund future obligations of certain retirement plans.

At January 25, 2025 and April 27, 2024, we held marketable securities to fund future obligations of certain retirement plans.

At April 27, 2024, we also held marketable securities intended to enhance returns on our cash.

The fair value measurements for our Level 1 and Level 2 securities are based on quoted prices in active markets, as well as through broker quotes and independent valuation providers, multiplied by the number of shares owned exclusive of any transaction costs.

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-Q

Item 1. Financial Statements