LA-Z-BOY INC 10-Q

ITEM 1. FINANCIAL STATEMENTS LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENT OF INCOME 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 Sales $ 521,777 $ 500,406 $ 1,538,336 $ 1,493,492 Cost of sales 290,412 287,152 862,980 851,905 Gross profit 231,365 213,254 675,356 641,587 Selling, general and administrative expense 196,197 180,693 569,046 540,888 Operating income 35,168 32,561 106,310 100,699 Interest expense ( 102 ) ( 106 ) ( 411 ) ( 329 ) Interest income 3,465 4,124 11,619 11,222 Other income (expense), net 97 ( 639 ) ( 2,400 ) 21 Income before income taxes 38,628 35,940 115,118 111,613 Income tax expense 9,683 7,256 29,516 27,309 Net income 28,945 28,684 85,602 84,304 Net (income) attributable to noncontrolling interests ( 516 ) ( 44 ) ( 977 ) ( 986 ) Net income attributable to La-Z-Boy Incorporated $ 28,429 $ 28,640 $ 84,625 $ 83,318 Basic weighted average common shares 41,437 42,767 41,733 43,005 Basic net income attributable to La-Z-Boy Incorporated per share $ 0.69 $ 0.67 $ 2.03 $ 1.94 Diluted weighted average common shares 42,103 43,195 42,380 43,344 Diluted net income attributable to La-Z-Boy Incorporated per share $ 0.68 $ 0.66 $ 2.00 $ 1.92 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 3 Table of Contents LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Quarter Ended Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024 Net income $ 28,945 $ 28,684 $ 85,602 $ 84,304 Other comprehensive income (loss) Currency translation adjustment ( 1,776 ) 2,262 1,369 ( 306 ) Net unrealized gain (loss) on marketable securities, net of tax ( 61 ) 342 35 475 Net pension amortization, net of tax 16 23 47 70 Total other comprehensive income (loss) ( 1,821 ) 2,627 1,451 239 Total comprehensive income before noncontrolling interests 27,124 31,311 87,053 84,543 Comprehensive (income) attributable to noncontrolling interests ( 550 ) ( 159 ) ( 2,025 ) ( 577 ) Comprehensive income attributable to La-Z-Boy Incorporated $ 26,574 $ 31,152 $ 85,028 $ 83,966 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 4 Table of Contents LA-Z-BOY INCORPORATED CONSOLIDATED BALANCE SHEET (Unaudited, amounts in thousands, except par value) 1/25/2025 4/27/2024 Current assets Cash and equivalents $ 314,589 $ 341,098 Receivables, net of allowance of $ 5,686 at 1/25/2025 and $ 5,076 at 4/27/2024 127,612 139,213 Inventories, net 288,720 263,237 Other current assets 109,991 93,260 Total current assets 840,912 836,808 Property, plant and equipment, net 325,031 298,224 Goodwill 221,693 214,453 Other intangible assets, net 50,664 47,251 Deferred income taxes – long-term 9,343 10,283 Right of use lease assets 450,062 446,466 Other long-term assets, net 61,179 59,957 Total assets $ 1,958,884 $ 1,913,442 Current liabilities Accounts payable $ 106,594 $ 96,486 Lease liabilities, short-term 79,224 77,027 Accrued expenses and other current liabilities 269,691 263,768 Total current liabilities 455,509 437,281 Lease liabilities, long-term 408,972 404,724 Other long-term liabilities 62,224 58,077 Shareholders' equity Preferred shares – 5,000 authorized; none issued — — Common shares, $ 1.00 par value – 150,000 authorized; 41,411 outstanding at 1/25/2025 and 42,440 outstanding at 4/27/2024 41,411 42,440 Capital in excess of par value 381,759 368,485 Retained earnings 603,569 598,009 Accumulated other comprehensive loss ( 5,467 ) ( 5,870 ) Total La-Z-Boy Incorporated shareholders' equity 1,021,272 1,003,064 Noncontrolling interests 10,907 10,296 Total equity 1,032,179 1,013,360 Total liabilities and equity $ 1,958,884 $ 1,913,442 The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 5 Table of Contents LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENT OF CASH FLOWS Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 Cash flows from operating activities Net income $ 85,602 $ 84,304 Adjustments to reconcile net income to cash provided by operating activities (Gain)/loss on disposal and impairment of assets 73 ( 15 ) Gain on sale of investments ( 199 ) ( 1,169 ) Provision for doubtful accounts 518 ( 267 ) Depreciation and amortization 35,020 36,493 Amortization of right-of-use lease assets 61,521 56,660 Lease impairment/(settlement) — ( 1,175 ) Equity-based compensation expense 13,428 11,048 Change in deferred taxes 2,134 1,911 Change in receivables 10,465 4,277 Change in inventories ( 21,726 ) 5,968 Change in other assets ( 10,217 ) ( 6,314 ) Change in payables 11,897 ( 15,420 ) Change in lease liabilities ( 62,607 ) ( 57,385 ) Change in other liabilities ( 640 ) ( 13,562 ) Net cash provided by operating activities 125,269 105,354 Cash flows from investing activities Proceeds from disposals of assets 188 4,836 Capital expenditures ( 51,538 ) ( 38,034 ) Purchases of investments ( 6,783 ) ( 17,869 ) Proceeds from sales of investments 11,715 23,337 Acquisitions ( 24,772 ) ( 26,299 ) Net cash used for investing activities ( 71,190 ) ( 54,029 ) Cash flows from financing activities Payments on finance lease liabilities ( 442 ) ( 346 ) Holdback payments for acquisitions — ( 5,000 ) Stock issued for stock and employee benefit plans, net of shares withheld for taxes 10,906 6,241 Repurchases of common stock ( 64,387 ) ( 40,022 ) Dividends paid to shareholders ( 25,871 ) ( 24,177 ) Dividends paid to minority interest joint venture partners (1) ( 1,414 ) ( 1,172 ) Net cash used for financing activities ( 81,208 ) ( 64,476 ) Effect of exchange rate changes on cash and equivalents 620 ( 348 ) Change in cash, cash equivalents and restricted cash ( 26,509 ) ( 13,499 ) Cash, cash equivalents and restricted cash at beginning of period 341,098 346,678 Cash, cash equivalents and restricted cash at end of period $ 314,589 $ 333,179 Supplemental disclosure of non-cash investing activities Capital expenditures included in payables $ 4,010 $ 3,008 (1) Includes dividends paid to joint venture minority partners resulting from the repatriation of dividends from our foreign earnings that we no longer consider permanently reinvested. The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 6 Table of Contents LA-Z-BOY INCORPORATED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Unaudited, amounts in thousands, except per share data) Common Shares Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive Income (Loss) Non-Controlling Interests Total At April 27, 2024 $ 42,440 $ 368,485 $ 598,009 $ ( 5,870 ) $ 10,296 $ 1,013,360 Net income — — 26,159 — 645 26,804 Other comprehensive income — — — 1,335 326 1,661 Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 508 10,086 ( 2,720 ) — — 7,874 Repurchases of 933 shares of common stock ( 933 ) ( 10,325 ) ( 22,658 ) — — ( 33,916 ) Stock option and restricted stock expense — 3,175 — — — 3,175 Dividends declared and paid ($ 0.20 /share) — — ( 8,371 ) — — ( 8,371 ) Dividends declared not paid ($ 0.20 /share) — — ( 111 ) — — ( 111 ) At July 27, 2024 $ 42,015 $ 371,421 $ 590,308 $ ( 4,535 ) $ 11,267 $ 1,010,476 Net income (loss) — — 30,037 — ( 184 ) 29,853 Other comprehensive income — — — 923 688 1,611 Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 99 1,920 ( 6 ) — — 2,013 Repurchases of 467 shares of common stock ( 467 ) ( 1,955 ) ( 17,222 ) — — ( 19,644 ) Stock option and restricted stock expense — 5,872 — — — 5,872 Dividends declared and paid ($ 0.20 /share) (1) — — ( 8,360 ) — ( 1,414 ) ( 9,774 ) Dividends declared not paid ($ 0.20 /share) — — ( 125 ) — — ( 125 ) 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. 7 Table of Contents (Unaudited, amounts in thousands, except per share data) Common Shares Capital in Excess of Par Value Retained Earnings Accumulated Other Comprehensive Income (Loss) Non-Controlling Interests Total At April 29, 2023 $ 43,318 $ 358,891 $ 545,155 $ ( 5,528 ) $ 10,261 $ 952,097 Net income — — 27,479 — 447 27,926 Other comprehensive income (loss) — — — 1,330 ( 40 ) 1,290 Stock issued for stock and employee benefit plans, net of cancellations and withholding tax 149 ( 221 ) ( 1,906 ) — — ( 1,978 ) Repurchases of 357 shares of common stock ( 357 ) ( 4,512 ) ( 5,138 ) — — ( 10,007 ) Stock option and restricted stock expense — 2,526 — — — 2,526 Dividends declared and paid ($ 0.1815 /share) — — ( 7,852 ) — — ( 7,852 ) Dividends declared not paid ($ 0.1815 /share) — — ( 72 ) — — ( 72 ) At July 29, 2023 $ 43,110 $ 356,684 $ 557,666 $ ( 4,198 ) $ 10,668 $ 963,930 Net income — — 27,199 — 495 27,694 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 Repurchases of 326 shares of common stock ( 326 ) ( 118 ) ( 9,561 ) — — ( 10,005 ) Stock option and restricted stock expense — 4,811 — — — 4,811 Dividends declared and paid ($ 0.1815 /share) (1) — — ( 7,780 ) — ( 1,172 ) ( 8,952 ) Dividends declared not paid ($ 0.1815 /share) — — ( 129 ) — — ( 129 ) 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 (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. The accompanying Notes to Consolidated Financial Statements are an integral part of these statements. 8 Table of Contents LA-Z-BOY INCORPORATED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1: Basis of Presentation The accompanying consolidated financial statements include the consolidated accounts of La-Z-Boy Incorporated and our majority-owned subsidiaries (collectively, the "Company"). We derived the April 27, 2024 balance sheet from our audited financial statements. We prepared the interim financial information in conformity with generally accepted accounting principles ("US GAAP"), which we applied on a basis consistent with those reflected in our fiscal 2024 Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), but the information does not include all of the disclosures required by US GAAP. In management’s opinion, the interim financial information includes all adjustments and accruals, consisting only of normal recurring adjustments (except as otherwise disclosed), that are necessary for a fair statement of results for the respective interim periods. The interim results reflected in the accompanying financial statements are not necessarily indicative of the results of operations that will occur for the full fiscal year ending April 26, 2025. Accounting Pronouncements Adopted in Fiscal 2025 The following table summarizes Accounting Standards Updates ("ASUs"), which were adopted in fiscal 2025, but did not have a material impact on our accounting policies or our consolidated financial statements and related disclosures. ASU Description Adoption Date ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures Fiscal 2025 ASU 2023-05 Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement Fiscal 2025 ASU 2023-02 Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method Fiscal 2025 Accounting Pronouncements not yet Adopted The following table summarizes additional accounting pronouncements which we have not yet adopted, but we believe will not have a material impact on our accounting policies or our consolidated financial statements and related disclosures. ASU Description Adoption Date 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 Note 2: Acquisitions None of the below acquisitions were significant to our consolidated financial statements, and, therefore, pro-forma financial information is not presented. All of our provisional purchase accounting estimates for the acquisitions completed in fiscal 2025 are based on the information and data available to us as of the time of the issuance of these financial statements, and in accordance with Accounting Standard Codification Topic 805-10-25-15, are subject to change within the first 12 months following the acquisition as we gain additional data. Each of the following Retail acquisitions completed in fiscal 2025 and 2024 reflect a core component of our strategic priorities, which is to grow our company-owned retail business and leverage our integrated retail model (where we earn a combined profit on both the wholesale and retail sales) in suitable geographic markets, alongside the existing La-Z-Boy Furniture Galleries ® network. Prior to each Retail acquisition completed in fiscal 2025 and 2024, we licensed to the counterparty the exclusive right to own and operate the La-Z-Boy Furniture Galleries ® stores (and to use the associated trademarks and trade name) in each of their respective markets, and we reacquired these rights when we consummated the transaction. 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 9 Table of Contents market. 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 On September 10, 2024, we completed our acquisition of the Melbourne and Cocoa, Florida business that operates two independently owned La-Z-Boy Furniture Galleries ® stores and one distribution center for $ 11.4 million, inclusive of and subject to further customary adjustments. The acquisition also included the purchase of buildings and land for both stores and the distribution center. 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 stores and future benefits of these synergies. Davenport, Iowa Acquisition On July 22, 2024, we completed our acquisition of the Davenport, Iowa business that operates one independently owned La-Z-Boy Furniture Galleries ® store for $ 7.4 million, inclusive of and subject to further customary adjustments. We paid total cash of $ 6.9 million during the first and second 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 $ 1.7 million related to the reacquired rights described above. We also recognized $ 5.1 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. 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 On October 23, 2023, we completed our acquisition of the Lafayette, Louisiana business that operates one independently owned La-Z-Boy Furniture Galleries ® store and one distribution center for $ 2.8 million, inclusive of customary adjustments. We paid total cash of $ 2.6 million during the second and third 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 $ 0.7 million related to the reacquired rights described above. We also recognized $ 2.1 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. 10 Table of Contents Colorado Springs, Colorado Acquisition On July 17, 2023, we completed our acquisition of the Colorado Springs, Colorado business that operates two independently owned La-Z-Boy Furniture Galleries ® stores and one distribution center for $ 6.0 million, inclusive of customary adjustments. We paid total cash of $ 5.6 million during the first and second 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 $ 2.1 million related to the reacquired rights described above. We also recognized $ 2.2 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. Note 3: Cash and Restricted Cash 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. All of our letters of credit have maturity dates within the next 12 months, and we expect to renew some of these letters of credit when they mature. (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 Cash and cash equivalents $ 314,589 $ 329,324 Restricted cash — 3,855 Total cash, cash equivalents and restricted cash $ 314,589 $ 333,179 Note 4: Inventories A summary of inventories is as follows: (Unaudited, amounts in thousands) 1/25/2025 4/27/2024 Raw materials $ 145,126 $ 125,932 Work in process 19,746 19,443 Finished goods 167,425 161,439 FIFO inventories 332,297 306,814 Excess of FIFO over LIFO ( 43,577 ) ( 43,577 ) Total inventories $ 288,720 $ 263,237 Note 5: Goodwill and Other Intangible Assets We have goodwill on our consolidated balance sheet as follows: Reportable Segment/Unit Reporting Unit Related Acquisition Wholesale Segment United Kingdom Wholesale business in the United Kingdom and Ireland Wholesale Segment United Kingdom La-Z-Boy United Kingdom Manufacturing (Furnico) Retail Segment Retail La-Z-Boy Furniture Galleries ® stores Corporate and Other Joybird Joybird The following table summarizes changes in the carrying amount of our goodwill by reportable segment: (Unaudited, amounts in thousands) Wholesale Segment Retail Segment Corporate and Other Total Goodwill Balance at April 27, 2024 (1) $ 20,085 $ 138,922 $ 55,446 $ 214,453 Acquisitions — 7,425 — 7,425 Translation adjustment ( 21 ) ( 164 ) — ( 185 ) Balance at January 25, 2025 (1) $ 20,064 $ 146,183 $ 55,446 $ 221,693 (1) Includes $ 26.9 million of accumulated impairment losses in Corporate and Other. 11 Table of Contents We have intangible assets on our consolidated balance sheet as follows: Reportable Segment Intangible Asset Useful Life Wholesale Segment Customer relationships from our acquisition of the wholesale business in the United Kingdom and Ireland Amortizable over 15 year useful life Wholesale Segment American Drew ® trade name Indefinite-lived Retail Segment Reacquired rights to own and operate La-Z-Boy Furniture Galleries ® stores Indefinite-lived Corporate and Other Joybird ® trade name Amortizable over eight -year useful life The following summarizes changes in our intangible assets: (Unaudited, amounts in thousands) Indefinite- Lived Trade Names Finite-Lived Trade Name Indefinite- Lived Reacquired Rights Other Intangible Assets Total Intangible Assets Balance at April 27, 2024 $ 1,155 $ 1,796 $ 42,640 $ 1,660 $ 47,251 Acquisitions — — 4,299 — 4,299 Amortization — ( 599 ) — ( 166 ) ( 765 ) Translation adjustment — — ( 123 ) 2 ( 121 ) 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. We test amortizable intangible assets for impairment if events or changes in circumstances indicate that the assets might be impaired. Note 6: Investments We have current and long-term investments intended to enhance returns on our cash as well as to fund future obligations of our non-qualified defined benefit retirement plan, our executive deferred compensation plan, and our performance compensation retirement plan. Our short-term investments are included in other current assets and our long-term investments are included in other long-term assets on our consolidated balance sheet. The following summarizes our investments: (Unaudited, amounts in thousands) 1/25/2025 4/27/2024 Short-term investments: Marketable securities $ 11 $ 5,553 Held-to-maturity investments 2,594 1,259 Total short-term investments 2,605 6,812 Long-term investments: Marketable securities 12,508 12,690 Total investments $ 15,113 $ 19,502 Investments to enhance returns on cash $ 2,594 $ 6,754 Investments to fund compensation/retirement plans 12,519 12,748 Total investments $ 15,113 $ 19,502 12 Table of Contents The following is a summary of the unrealized gains, unrealized losses, and fair value by investment type: 1/25/2025 4/27/2024 (Unaudited, amounts in thousands) Gross Unrealized Gains Gross Unrealized Losses Fair Value Gross Unrealized Gains Gross Unrealized Losses Fair Value Equity securities $ 804 $ — $ 3,713 $ 476 $ — $ 3,728 Fixed income 79 ( 89 ) 6,257 15 ( 72 ) 12,015 Other 392 ( 19 ) 5,143 707 ( 14 ) 3,759 Total securities $ 1,275 $ ( 108 ) $ 15,113 $ 1,198 $ ( 86 ) $ 19,502 The following table summarizes sales of marketable securities: Quarter Ended Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024 Proceeds from sales $ 1,490 $ 1,381 $ 11,715 $ 21,849 Gross realized gains 85 33 518 1,909 Gross realized losses — — ( 35 ) ( 740 ) 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. Note 7: Product Warranties We accrue an estimated liability for product warranties when we recognize revenue on the sale of warrantied products. We estimate future warranty claims on product sales based on sales volume and our historical claims experience and periodically adjust the provision to reflect changes in actual experience. We incorporate repair costs into our liability estimates, including materials, labor and overhead amounts necessary to perform repairs, and any costs associated with delivering repaired product to our customers. Over 90 % of our warranty liability relates to our Wholesale reportable segment, as we generally warrant our products against defects for one to three years on fabric and leather, from one to five years on cushions and padding, and provide a limited lifetime warranty on certain mechanisms and frames, unless otherwise noted in the warranty. Additionally, our Wholesale segment warranties cover labor costs relating to our parts for one year . We provide a limited lifetime warranty against defects on a majority of the Joybird products, which are a part of our Corporate and Other results. For all our manufacturer warranties, the warranty period begins when the consumer receives our product. We use considerable judgment in making our estimates, and we record differences between our actual and estimated costs when the differences are known. A reconciliation of the changes in our product warranty liability is as follows: Quarter Ended Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 (1) 1/25/2025 (2) 1/27/2024 (1) Balance as of the beginning of the period $ 29,552 $ 31,127 $ 28,909 $ 30,984 Accruals during the period 7,784 8,824 25,100 26,508 Settlements during the period ( 7,871 ) ( 8,645 ) ( 24,544 ) ( 26,186 ) Balance as of the end of the period $ 29,465 $ 31,306 $ 29,465 $ 31,306 (1) Accruals and settlements for fiscal 2024 have been revised. 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) $ 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. 13 Table of Contents Note 8: Stock-Based Compensation The table below summarizes the total stock-based compensation expense we recognized for all outstanding grants in our consolidated statement of income: Quarter Ended Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024 Equity-based awards expense $ 4,381 $ 3,711 $ 13,428 $ 11,048 Liability-based awards expense (1) 80 131 184 184 Total stock-based compensation expense $ 4,461 $ 3,842 $ 13,612 $ 11,232 (1) Includes stock appreciation rights, deferred stock units issued to Directors, restricted stock units, and performance-based units. Compensation expense for these awards is based on the market price of our common stock on the grant date and is remeasured each reporting period based on the market value of our common shares on the last day of the reported period. Restricted Stock . 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. We recognize compensation expense for restricted stock over the vesting period equal to the fair value on the date our Compensation and Talent Oversight Committee of our board of directors approved the awards. Restricted stock awards vest at 25 % per year, beginning one year from the grant date for a term of four years , with continued vesting upon retirement with respect to the fiscal 2023, fiscal 2024 and fiscal 2025 grants. We accelerate the expense for restricted stock granted to retirement-eligible employees over the vesting period, with expense recognized from the grant date through their retirement eligibility date or over the ten months following the grant date, whichever period is longer. 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 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 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 first nine months of fiscal 2025 was $ 40.24 per share. Performance Shares. During the first quarter of fiscal 2025, we granted 163,888 performance-based shares, and we also have performance-based share awards outstanding from previous grants. Payouts of these grants depend on our financial performance ( 50 %) and a market-based condition based on the total return our shareholders receive on their investment in our stock relative to returns earned through investments in other public companies ( 50 %). The performance share opportunity ranges from 50 % of the employee’s target award if minimum performance requirements are met to a maximum of 200 % of the target award based on the attainment of certain financial and shareholder-return goals over a specific performance period, which is generally three fiscal years. We account for performance-based shares as equity-based awards because when they vest, they will be settled in common shares. In the event of an employee's termination during the vesting period, the potential right to earn shares under this program is generally forfeited and we have elected to recognize forfeitures as an adjustment to compensation expense in the same period in which the forfeitures occur. For shares that vest based on our results relative to the performance goals, we expense as compensation cost the fair value of the shares as of the day we granted the awards recognized over the performance period, taking into account the probability that we will satisfy the performance goals. The fair value of each share of the awards we granted in fiscal 2025 that vest based on attaining performance goals was $ 35.59 , the market value of our common shares on the date we granted the awards less the dividends we expect to pay before the shares vest. For shares that vest based on market conditions, we use a Monte Carlo valuation model to estimate each share’s fair value as of the date of grant. The Monte Carlo valuation model uses multiple simulations to evaluate our probability of achieving various stock price levels to determine our expected performance ranking relative to our peer group. For shares that vest based on market conditions, we expense compensation cost over the vesting period regardless of whether the market condition is ultimately satisfied. Based on the Monte Carlo model, the fair value as of the grant date of the fiscal 2025 grant of shares that vest based on market conditions was $ 54.67 . 14 Table of Contents Stock Options. 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. We recognize compensation expense for stock options over the vesting period equal to the fair value on the date our Compensation and Talent Oversight Committee of our board of directors approved the awards. The vesting period for our stock options ranges from one to four years , with accelerated vesting upon retirement. The vesting date for retirement-eligible employees is the later of the date they meet the criteria for retirement or ten months after the grant date. We accelerate the expense for options granted to retirement eligible employees over the vesting period, with expense recognized from the grant date through their retirement eligibility date or over the ten months following the grant date, whichever period is longer. We have elected to recognize forfeitures as an adjustment to compensation expense in the same period as the forfeitures occur. Granted options outstanding under the former long-term equity award plan remain in effect and have a term of 10 years. We estimated the fair value of the employee stock options granted in prior years at their respective grant date using the Black-Scholes option-pricing model, which requires management to make certain assumptions. Note 9: Accumulated Other Comprehensive Income (Loss) 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 October 26, 2024 $ ( 1,673 ) $ 342 $ ( 2,281 ) $ ( 3,612 ) Changes before reclassifications ( 1,810 ) ( 76 ) — ( 1,886 ) Amounts reclassified to net income — ( 4 ) 21 17 Tax effect — 19 ( 5 ) 14 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 ) Changes before reclassifications 2,147 454 — 2,601 Amounts reclassified to net income — — 31 31 Tax effect — ( 112 ) ( 8 ) ( 120 ) 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 ) 15 Table of Contents 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) Balance at April 27, 2024 $ ( 3,804 ) $ 246 $ ( 2,312 ) $ ( 5,870 ) Changes before reclassifications 321 53 — 374 Amounts reclassified to net income — ( 6 ) 62 56 Tax effect — ( 12 ) ( 15 ) ( 27 ) Other comprehensive income attributable to La-Z-Boy Incorporated 321 35 47 403 Balance at January 25, 2025 $ ( 3,483 ) $ 281 $ ( 2,265 ) $ ( 5,467 ) Balance at April 29, 2023 $ ( 2,652 ) $ ( 145 ) $ ( 2,731 ) $ ( 5,528 ) Changes before reclassifications 103 300 — 403 Amounts reclassified to net income — 331 93 424 Tax effect — ( 156 ) ( 23 ) ( 179 ) 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 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 516 44 977 986 Other comprehensive income (loss) 34 115 1,048 ( 409 ) Dividends distributed to joint venture minority partners — — ( 1,414 ) ( 1,172 ) Balance as of the end of the period $ 10,907 $ 9,666 $ 10,907 $ 9,666 Note 10: Revenue Recognition Our revenue is primarily derived from product sales. We report product sales net of discounts and recognize them when control (rights and obligations associated with the product) passes to the customer. For sales to furniture retailers or distributors, control typically transfers when we ship the product. In cases where we sell directly to the end consumer, control of the product is generally transferred upon delivery. For shipping and handling activities, we have elected to apply the accounting policy election permitted in ASC 606-10-25-18B, which allows an entity to account for shipping and handling activities as fulfillment activities (rather than as a promised good or service) when the activities are performed even if those activities are performed after the control of the good has been transferred. We expense shipping and handling costs at the time we recognize revenue in accordance with this election. For sales tax, we have elected to apply the accounting policy election permitted in ASC 606-10-32-2A, which allows an entity to exclude from the measurement of the transaction price all taxes imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer, including sales, use, excise, value-added, and franchise taxes (collectively referred to as sales taxes). This allows us to present revenue net of these certain types of taxes. We have elected the practical expedient permitted in ASC 606-10-32-18, which allows an entity to recognize the promised amount of consideration without adjusting for the effects of a significant financing component if the contract has a duration of one year or less. As our contracts typically are less than one year in length and do not have significant financing components, we have not adjusted consideration. 16 Table of Contents The following table presents our revenue disaggregated by product category and by segment or unit: Quarter Ended January 25, 2025 Quarter Ended January 27, 2024 (Unaudited, amounts in thousands) Wholesale Retail Corporate and Other Total Wholesale Retail Corporate and Other Total Upholstered Furniture $ 284,175 $ 183,076 $ 31,564 $ 498,815 $ 279,959 $ 168,473 $ 28,049 $ 476,481 Casegoods Furniture 18,316 13,275 1,932 33,523 17,955 11,021 2,231 31,207 Delivery 42,148 8,683 2,030 52,861 39,633 7,772 1,773 49,178 Other (1) 18,359 22,633 5,136 46,128 18,828 17,430 6,079 42,337 Total $ 362,998 $ 227,667 $ 40,662 $ 631,327 $ 356,375 $ 204,696 $ 38,132 $ 599,203 Eliminations ( 109,550 ) ( 98,797 ) Consolidated Net Sales $ 521,777 $ 500,406 Nine Months Ended January 25, 2025 Nine Months Ended January 27, 2024 (Unaudited, amounts in thousands) Wholesale Retail Corporate and Other Total Wholesale Retail Corporate and Other Total Upholstered Furniture $ 852,460 $ 529,723 $ 91,827 $ 1,474,010 $ 827,348 $ 512,176 $ 82,840 $ 1,422,364 Casegoods Furniture 54,366 37,153 7,452 98,971 56,178 35,796 7,723 99,697 Delivery 120,967 24,158 6,306 151,431 123,331 23,330 5,430 152,091 Other (1) 50,002 60,567 15,872 126,441 47,960 55,946 18,432 122,338 Total $ 1,077,795 $ 651,601 $ 121,457 $ 1,850,853 $ 1,054,817 $ 627,248 $ 114,425 $ 1,796,490 Eliminations ( 312,517 ) ( 302,998 ) Consolidated Net Sales $ 1,538,336 $ 1,493,492 (1) Primarily includes revenue for advertising, royalties, parts, accessories, after-treatment products, surcharges, rebates and other sales incentives. Upholstered Furniture - Includes revenue for upholstered furniture, such as recliners, sofas, loveseats, chairs, sectionals, modulars, and ottomans. This revenue includes sales to La-Z-Boy Furniture Galleries ® stores (including company-owned stores), operators of La-Z-Boy Comfort Studio ® locations, England Custom Comfort Center locations, other major dealers, independent retailers, and the end consumer. Casegoods Furniture - Includes revenue for casegoods furniture typically found in a bedroom, such as beds, chests, dressers, nightstands and benches; furniture typically found in the dining room, such as dining tables, storage units, and stools; and furniture typically found throughout the home, such as cocktail tables, chairsides, sofa tables, end tables, and entertainment centers. This revenue includes sales to La-Z-Boy Furniture Galleries ® stores (including company-owned stores), independent retailers, and the end consumer. Contract Assets and Liabilities. We receive customer deposits from end consumers before we recognize revenue and in some cases, we have the unconditional right to collect the remaining portion of the order price before we fulfill our performance obligation, resulting in a contract asset and a corresponding deferred revenue liability. In our consolidated balance sheet, customer deposits and deferred revenue (collectively, the "contract liabilities") are reported in accrued expenses and other current liabilities while contract assets are reported as other current assets. The following table presents our contract assets and liabilities: (Unaudited, amounts in thousands) 1/25/2025 4/27/2024 Contract assets $ 41,859 $ 35,518 Customer deposits $ 101,966 $ 88,798 Deferred revenue 41,859 35,518 Total contract liabilities (1) $ 143,825 $ 124,316 (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. 17 Table of Contents Note 11: Segment Information Our reportable operating segments include the Wholesale segment and the Retail segment. Wholesale Segment . Our Wholesale segment consists primarily of four operating segments: La-Z-Boy, our largest operating segment, our England subsidiary, our casegoods operating segment that sells furniture under three brands (American Drew ® , Hammary ® , and Kincaid ® ), and our international operating segment, which includes our international La-Z-Boy wholesale and manufacturing businesses. We aggregate these operating segments into one reportable segment because they are economically similar and meet the other aggregation criteria for determining reportable segments. Our Wholesale segment manufactures and imports upholstered furniture, such as recliners and motion furniture, sofas, loveseats, chairs, sectionals, modulars, ottomans and sleeper sofas, and imports casegoods (wood) furniture, such as bedroom sets, dining room sets, entertainment centers and occasional pieces. The Wholesale segment sells directly to La-Z-Boy Furniture Galleries ® stores, operators of La-Z-Boy Comfort Studio ® locations, England Custom Comfort Center locations, major dealers, and a wide cross-section of other independent retailers. Retail Segment . Our Retail segment consists of one operating segment comprised of our 197 company-owned La-Z-Boy Furniture Galleries ® stores. The Retail segment sells primarily upholstered furniture, in addition to some casegoods and other home furnishings accessories, to end consumers through these stores. Corporate and Other . 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. Joybird sells to the end consumer primarily online through its website, www.joybird.com, and through small-format stores in key urban markets. None of the operating segments included in Corporate and Other meet the requirements of reportable segments. 18 Table of Contents The following table presents sales and operating income (loss) by segment: Quarter Ended Nine Months Ended (Unaudited, amounts in thousands) 1/25/2025 1/27/2024 1/25/2025 1/27/2024 Sales Wholesale segment: Sales to external customers $ 255,028 $ 260,542 $ 770,031 $ 760,531 Intersegment sales 107,970 95,833 307,764 294,286 Wholesale segment sales 362,998 356,375 1,077,795 1,054,817 Retail segment sales 227,667 204,696 651,601 627,248 Corporate and Other: Sales to external customers 39,082 35,168 116,704 105,713 Intersegment sales 1,580 2,964 4,753 8,712 Corporate and Other sales 40,662 38,132 121,457 114,425 Eliminations ( 109,550 ) ( 98,797 ) ( 312,517 ) ( 302,998 ) Consolidated sales $ 521,777 $ 500,406 $ 1,538,336 $ 1,493,492 Operating Income (Loss) Wholesale segment $ 23,565 $ 22,711 $ 72,093 $ 67,664 Retail segment 24,457 22,313 73,003 79,512 Corporate and Other ( 12,854 ) ( 12,463 ) ( 38,786 ) ( 46,477 ) Consolidated operating income 35,168 32,561 106,310 100,699 Interest expense ( 102 ) ( 106 ) ( 411 ) ( 329 ) Interest income 3,465 4,124 11,619 11,222 Other income (expense), net 97 ( 639 ) ( 2,400 ) 21 Income before income taxes $ 38,628 $ 35,940 $ 115,118 $ 111,613 Note 12: Income Taxes 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. 19 Table of Contents Note 13: Earnings per Share The following is a reconciliation of the numerators and denominators we used in our computations of basic and diluted earnings per share: 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 Numerator (basic and diluted): Net income available to common Shareholders $ 28,429 $ 28,640 $ 84,625 $ 83,318 Denominator: Basic weighted average common shares outstanding 41,437 42,767 41,733 43,005 Contingent common shares 471 256 462 238 Stock option dilution 195 172 185 101 Diluted weighted average common shares outstanding 42,103 43,195 42,380 43,344 Earnings per Share: Basic $ 0.69 $ 0.67 $ 2.03 $ 1.94 Diluted (1) $ 0.68 $ 0.66 $ 2.00 $ 1.92 (1) Diluted earnings per share was computed using the treasury stock method. The values for contingent common shares set forth above reflect the dilutive effect of common shares that we would have issued to employees under the terms of performance-based share awards if the relevant performance period for the award had been the reporting period. 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 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. Note 14: Fair Value Measurements Accounting standards require that we put financial assets and liabilities into one of three categories based on the inputs we use to value them: • Level 1 — Financial assets and liabilities, the values of which are based on unadjusted quoted market prices for identical assets and liabilities in an active market that we have the ability to access. • Level 2 — Financial assets and liabilities, the values of which are based on quoted prices in markets that are not active or on model inputs that are observable for substantially the full term of the asset or liability. • Level 3 — Financial assets and liabilities, the values of which are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. Accounting standards require that in making fair value measurements, we use observable market data when available. When inputs used to measure fair value fall within different levels of the hierarchy, we categorize the fair value measurement as being in the lowest level that is significant to the measurement. We recognize transfers between levels of the fair value hierarchy at the end of the reporting period in which they occur. In addition to assets and liabilities that we record at fair value on a recurring basis, we are required to record assets and liabilities at fair value on a non-recurring basis. 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. 20 Table of Contents 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 January 25, 2025 Fair Value Measurements (Unaudited, amounts in thousands) Level 1 Level 2 Level 3 NAV(1) Total Assets Marketable securities $ — $ 2,549 $ — $ 9,970 $ 12,519 Held-to-maturity investments 2,594 — — — 2,594 Total assets $ 2,594 $ 2,549 $ — $ 9,970 $ 15,113 At April 27, 2024 Fair Value Measurements (Unaudited, amounts in thousands) Level 1 Level 2 Level 3 NAV(1) Total Assets Marketable securities $ — $ 7,996 $ — $ 10,247 $ 18,243 Held-to-maturity investments 1,259 — — — 1,259 Total assets $ 1,259 $ 7,996 $ — $ 10,247 $ 19,502 (1) Certain marketable securities investments are measured at fair value using net asset value per share under the practical expedient methodology. 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. 21 Table of Contents