What changed in this filing

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Item 1. Financial Statements

2026-05-05 compared with 2025-11-06 · 97 added, 120 removed, 336 unchanged (39% of the section changed)

4 unchanged sentences

(In thousands, except share amounts)

September 30,

CURRENT ASSETS:

4 unchanged sentences

Other receivables

3,310 4,952 264

Inventories – net

172,638 181,134 175,508

Income tax receivable

1,158 1,050 -

Prepaid expenses

23 unchanged sentences

113,791 114,281 120,255

LONG-TERM LEASE

LONG-TERM LEASES

5,722 1,727 2,857

7 unchanged sentences

25,000,000 shares authorized;

issued and outstanding September 30, 2025 - 7,488,341 ;

issued and outstanding March 31, 2026 - 7,536,488 ;

December 31, 2025 - 7,505,139 ;

September 30, 2024 - 7,449,020

March 31, 2025 - 7,451,996

Additional paid-in-capital

12 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

COST OF GOODS SOLD

16 unchanged sentences

7,454 $ 73,866 $ 158,358 $ 232,224

NINE MONTHS ENDED SEPTEMBER 30, 2024

$ 2,550 $ 2,550

Dividends paid on common stock ($ 0.155 per share)

( 1,149 ) ( 1,149 )

Stock compensation expense

5 $ 339 - 339

BALANCE - March 31, 2024

7,417 $ 72,312 $ 152,983 $ 225,295

$ ( 1,243 ) $ ( 1,243 )

Dividends paid on common stock ($ 0.155 per share)

( 1,151 ) ( 1,151 )

Stock issued for options exercised, including tax benefits

Stock compensation expense

BALANCE - June 30, 2024

7,423 $ 73,223 $ 150,589 $ 223,812

$ 5,279 $ 5,279

Dividends paid on common stock ($ 0.155 per share)

( 1,155 ) ( 1,155 )

Stock compensation expense

26 $ 314 - 314

BALANCE - September 30, 2024

7,449 $ 73,537 $ 154,713 $ 228,250

BALANCE - December 31, 2024

7,454 $ 73,866 $ 158,358 $ 232,224

NINE MONTHS ENDED SEPTEMBER 30, 2025

THREE MONTHS ENDED MARCH 31, 2025

$ 4,941 $ 4,941

4 unchanged sentences

Stock issued for options exercised, including tax benefits

Stock compensation expense

Stock-based compensation

BALANCE - March 31, 2025

7,452 $ 74,070 $ 162,143 $ 236,213

$ 3,608 $ 3,608

Dividends paid on common stock ($ 0.155 per share)

( 1,156 ) ( 1,156 )

Stock compensation expense

9 $ 400 - 400

BALANCE - June 30, 2025

BALANCE - December 31, 2025

7,505 $ 76,090 $ 175,998 $ 252,088

THREE MONTHS ENDED MARCH 31, 2026

$ 1,259 $ 1,259

1 unchanged sentence

( 1,169 ) ( 1,169 )

Stock issued for options exercised, including tax benefits

Restricted stock awards issued, net of tax withholding obligations

25 ( 89 ) - ( 89 )

Stock compensation expense

BALANCE - September 30, 2025

Stock-based compensation

BALANCE - March 31, 2026

7,536 $ 76,456 $ 176,088 $ 252,544

4 unchanged sentences

(In thousands)

Nine Months Ended

September 30,

Three Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

3 unchanged sentences

Amortization of debt issuance costs and loan fees

Loss on term loan extinguishment

Change in assets and liabilities:

Contract receivables

Other current assets

2 unchanged sentences

Accrued and other liabilities

Contract liabilities

Net cash (used in) provided by operating activities

Net cash provided by operating activities

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of fixed assets

Proceeds from sale of business

Net cash used in investing activities

2 unchanged sentences

Repayments on revolving credit facility

Proceeds on term loan

Repayments on term loan

1 unchanged sentence

Proceeds from stock options

Taxes paid related to net shares settlement of equity awards

Repurchase of common stock

Dividends paid on common stock

Net cash provided by (used in) financing activities

Net cash used in financing activities

DECREASE IN CASH AND CASH EQUIVALENTS

8 unchanged sentences

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

We are a leading designer, manufacturer and marketer of premium quality footwear and apparel marketed under a portfolio of well recognized brand names including The Original Muck Boot Company ("Muck"), Rocky, Georgia Boot, Durango, Lehigh, XTRATUF, Ranger and the licensed brand Michelin.

We are a leading designer, manufacturer and marketer of premium quality footwear and apparel marketed under a portfolio of well recognized brand names including The Original Muck Boot Company ("Muck"), XTRATUF, Rocky, Durango, Georgia Boot, Lehigh, Ranger, and the licensed brand Michelin.

Our brands have a long history of representing high quality, comfortable, functional and durable footwear and our products are organized around six target markets:

3 unchanged sentences

All such adjustments reflected in the Unaudited Condensed Consolidated Financial Statements are considered to be of normal and recurring nature.

The results of operations for the three and nine months ended September 30, 2025 and 2024 are not necessarily indicative of the results to be expected for the whole year.

The results of operations for the three months ended March 31, 2026 and 2025 are not necessarily indicative of the results to be expected for the whole year.

The December 31, 2025 Unaudited Condensed Consolidated Balance Sheet data was derived from the audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America ("GAAP").

2 unchanged sentences

Actual results could differ from those estimates.

Reclassifications

We have reclassified certain amounts in prior periods in Note 8 - Accrued Expenses and Other Liabilities to conform to current period presentation.

ACCOUNTING STANDARDS UPDATES

4 unchanged sentences

Effect on Consolidated Financial Statements

ASU 2023 - 09, Income Taxes (Topic 740 ):

Improvements to Income Tax Disclosures

This pronouncement requires expanded income tax disclosures primarily related to an entity's effective tax rate reconciliation and income taxes paid.

The Company is still assessing the impact of the new accounting standard but does not expect the adoption of this standard to have a material impact on its consolidated financial statements.

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

Disaggregation of Income Statement Expenses

This pronouncement requires expanded disclosures on comprehensive income to improve expenses and address requests from investors for more detailed information about the types of expenses.

This pronouncement requires disclosure of disaggregated information about certain income statement expense line items within the notes to the consolidated financial statements.

Q4 2027 (fiscal year) Q1 2028 (interim period)

The Company is still assessing the impact of the new accounting standard on its consolidated financial statements.

ASU 2025 - 11, Interim Reporting (Topic 270 ) Narrow-Scope Improvements This pronouncement improves the navigability of the required interim disclosure and provides clarification around the principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity.

Q4 2027 (fiscal year) Q1 2028 (interim period) The Company is still assessing the impact of the new accounting standard on its consolidated financial statements.

ASU 2025 - 06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350 - 40 ):

Targeted Improvements to the Accounting for Internal-Use Software

This pronouncement modernizes the accounting for internal-use software costs by removing all references to prescriptive and sequential software development stages.

Targeted Improvements to the Accounting for Internal-Use Software This pronouncement modernizes the accounting for internal-use software costs by removing all references to prescriptive and sequential software development stages.

The new standard requires entities to consider whether significant development uncertainty has been resolved before starting to capitalize software costs and enhances disclosure requirements.

Q4 2028 (fiscal year) Q1 2029 (interim period)

The Company is still assessing the impact of the new accounting standard on its consolidated financial statements.

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA").

The OBBBA includes modifications to the international tax framework and amends and extends several provisions of the 2017 Tax Cuts and Jobs Act, including 100% bonus depreciation, the deductibility of domestic research and development expenses, and the business interest expense limitation.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company has evaluated the impact of the OBBBA and does not believe it will have a material impact on the Company's consolidated financial statements and related disclosures.

Q4 2028 (fiscal year) Q1 2029 (interim period) The Company is still assessing the impact of the new accounting standard on its consolidated financial statements.

Accounting Standards Adopted in the Prior Year

Effect on Consolidated Financial Statements

ASU 2023 - 09, Income Taxes (Topic 740 ):

Improvements to Income Tax Disclosures

This pronouncement requires expanded income tax disclosures primarily related to an entity's effective tax rate reconciliation and income taxes paid.

The Company has included all required disclosures within its Form 10 -K for the year ended December 31, 2025.

See Note 10 - Taxes for further information on income taxes.

The fair value accounting standard defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements.

This standard clarifies how to measure fair value as permitted under other accounting pronouncements.

The fair value accounting standard defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.

10 unchanged sentences

Receivables consist primarily of amounts due from our customers, net of allowances, and expected insurance recoveries.

The carrying amounts of our long-term credit facility and other short-term financing obligations also approximate fair value, as they are comparable to the available financing in the marketplace during the year.

The fair value of our credit facilities is categorized as Level 2.

The carrying amounts of our long-term credit facilities and other short-term financing obligations also approximate fair value, as they are comparable to financing in the third -party marketplaces due to their variable interest rate terms.

Our long-term credit facilities and short-term financing obligations are classified as Level 2.

We hold assets and liabilities in a separate trust in connection with deferred compensation plans.

The deferred compensation assets are classified as trading securities within other assets and the deferred compensation liabilities are classified within deferred liabilities in the accompanying Unaudited Condensed Consolidated Balance Sheet.

The fair value of these assets is based on unadjusted quoted market prices for the funds in active markets with sufficient volume and frequency (Level 1 ).

The fair value of these assets is based on unadjusted quoted market prices for the funds in active markets with sufficient volume and frequency and are therefore classified as Level 1.

Some assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances.

These assets primarily include goodwill and other indefinite lived intangible assets that are reduced to fair value when impaired.

These assets primarily include property, plant, and equipment, operating lease assets, definite-lived intangibles and goodwill and other indefinite-lived intangible assets that are reduced to fair value when impaired.

Assets that are written down to fair value when impaired are not subsequently adjusted to fair value unless further impairment occurs.

There was no impairment charge for such assets recorded during the three months ended March 31, 2026 and 2025 .

Nature of Performance Obligations

25 unchanged sentences

Current contract liabilities are performance obligations that we expect to satisfy or relieve within the next twelve months, advance consideration obtained prior to satisfying a performance obligation, or unconditional obligations to provide goods or services under non-cancellable contracts before the transfer of goods or services to the customer has occurred.

As of September 30, 2025 , December 31, 2024, and September 30, 2024, there were no contract receivable or contract liability balances outstanding.

Taxes assessed by a governmental authority that are both imposed on, and concurrent with, a specific revenue producing transaction that are collected from customers are excluded from revenue.

Costs associated with our manufacturer’s warranty are recognized as expense when the products are sold.

Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as a fulfillment cost and are included in operating expenses.

As of March 31, 2026 , December 31, 2025 and March 31, 2025 , there were no contract receivable or contract liability balances outstanding.

Disaggregation of Revenue

8 unchanged sentences

Our credit policy generally provides that trade receivables will be deemed uncollectible and written-off once we have pursued all reasonable efforts to collect on the account.

Trade receivables are presented net of the related allowance for credit losses of approximat ely $ 0.8 mil lion, $ 1.0 million and $ 1.1 million at September 30, 2025 , December 31, 2024 and September 30, 2024 , respectively.

Trade receivables are presented net of the related allowance for credit losses of approximat ely $ 0.8 million , $ 0.7 million, and $ 0.9 million at March 31, 2026 , December 31, 2025 , and March 31, 2025 , respectively.

Inventories are comprised of the following:

September 30,

($ in thousands)

Finished goods

$ 174,955 $ 149,328 $ 153,722

Raw materials

17,920 16,671 17,196

Work-in-process

$ 193,613 $ 166,701 $ 171,847

The asset associated with our returns reserve included within inventories wa s approximatel y $ 0.9 mill ion, as of September 30, 2025 , December 31, 2024 and September 30, 2024 .

The asset associated with our returns reserve included within inventories wa s approximatel y $ 1.0 mill ion, $ 1.1 million, and $ 0.9 million as of March 31, 2026 , December 31, 2025 , and March 31, 2025 , respectively.

GOODWILL & IDENTIFIED INTANGIBLE ASSETS

There was no change in goodwill during the nine months ended September 30, 2025 .

There was no change in goodwill during the three months ended March 31, 2026 .

Intangible assets other than goodwill at the respective balance sheet dates consisted of the following:

September 30, 2025

March 31, 2026

($ in thousands)

21 unchanged sentences

( 1 ) Relates to the impairment of the Muck brand for the year ended December 31, 2024.

September 30, 2024

March 31, 2025

($ in thousands)

Impairment (1)

Indefinite-lived intangible assets

6 unchanged sentences

$ 121,208 $ ( 12,082 ) ( 4,000 ) $ 105,126

( 1 ) Relates to the impairment of the Muck brand for the year ended December 31, 2024.

The weighted average remaining life of patents and customer relationships is 2.2 years and 10.0 years, res pectively.

Amortization expense for intangible assets subject to amortization for each of the three months ended September 30, 2025 and 2024 was $ 0.7 million.

Amortization expense for intangible assets subject to amortization for the nine months ended September 30, 2025 and 2024 was $ 2.1 million.

As of September 30, 2025 , a schedule of approximate expected remaining amortization expense related to intangible assets for the years ending December 31 is as follows:

Amortization expense for intangible assets subject to amortization for each of the three months ended March 31, 2026 and 2025 was $ 0.7 million.

As of March 31, 2026 , a schedule of approximate expected remaining amortization expense related to intangible assets for the years ending December 31 is as follows:

($ in thousands)

ACCRUED EXPENSES AND OTHER LIABILITIES

Amounts reported in "Accrued expenses and other liabilities" within the accompanying Unaudited Condensed Consolidated Balance Sheets were:

($ in thousands)

Accrued expenses and other liabilities:

Accrued tariffs and duties

$ 8,718 $ 15,272 $ 9,889

Operating lease liability

2,600 2,651 2,808

Salaries and wages

1,989 5,336 2,198

Returns liability

1,825 2,123 1,716

Income taxes payable

7,704 9,431 7,299

Total accrued expenses and other liabilities

$ 22,836 $ 34,813 $ 25,164

LONG-TERM DEBT

3 unchanged sentences

The ABL Facility includes a separate first in, last out (FILO) tranche, which allows the Company to borrow at higher advance rates on eligible accounts receivable and inventory balances.

As of September 30, 2025 , we had borrowing capacity of $ 40.1 mil lion under the ABL Facility.

As of March 31, 2026 , we had borrowing capacity of $ 48.5 million under the ABL Facility.

The Term Facility provides for monthly principal payments until the date of maturity, at which date the remaining principal balance is due.

The April 26, 2024 refinance of debt resulted in a $ 2.6 million expense within Interest Expense and Other - net in the accompanying Unaudited Combined Condensed Statements of Operations, consisting of a $ 1.1 million loss on term loan extinguishment and a $ 1.5 million term loan prepayment penalty for the nine months ended September 30, 2024.

The $ 1.1 million loss on term loan extinguishment is included as a noncash adjustment to net income and the $ 1.5 million prepayment penalty is included within Repayments of long-term debt in the accompanying Unaudited Combined Condensed Statements of Cash Flows for the nine months ending September 30, 2024.

Loans under the ABL Agreement bear interest at a variable rate equal to either (i) the Base Rate (as calculated in the ABL Agreement) or (ii) Term SOFR (as calculated in the ABL Agreement), plus in each case an interest margin determined by the Company's average daily availability as a percentage of the aggregate amount of revolving commitments for revolving loans and term loans, with a range of Base Rate margins and term SOFR margins, as set forth of the following chart:

11 unchanged sentences

Current and long-term debt under the ABL Agreement consisted of the following:

September 30,

($ in thousands)

Term Facility that matures in 2029 with an effective interest rate of 7.67% as of September 30, 2025, 10.47% as of December 31, 2024 and 8.82% as of September 30, 2024, respectively

Term Facility that matures in 2029 with an effective interest rate of 7.00% as of March 31, 2026, 7.50% as of December 31, 2025 and 7.97% as of March 31, 2025, respectively

ABL Facility that matures in 2029:

SOFR borrowings with an effective interest rate of 6.06% as of September 30, 2025, 6.24% as of December 31, 2024 and 6.76% as of September 30, 2024, respectively

Prime borrowings with an effective interest rate of 7.71% as of September 30, 2025, 7.77% as of December 31, 2024 and 8.47% as of September 30, 2024, respectively

SOFR borrowings with an effective interest rate of 5.57% as of March 31, 2026, 5.62% as of December 31, 2025 and 6.23% as of March 31, 2025, respectively

Prime borrowings with an effective interest rate of 7.06% as of March 31, 2026, 7.16% as of December 31, 2025 and 7.80% as of March 31, 2025, respectively

Unamortized debt issuance costs

6 unchanged sentences

Our ABL Facility and Term Facility require us to maintain a minimum fixed charge coverage ratio, as defined in the ABL Agreement.

As of September 30, 2025 , we were in compliance with all credit facility covenants.

The ABL Facility and Term Facility also contain restrictions on the amount of dividend payments and share repurchases.

As of September 30, 2025 , the Company was in compliance with the amounts paid on dividends and share repurchases in accordance with our credit facilities.

We were in compliance with all applicable credit facility covenants under our previous term debt and asset-based lending credit facility through April 26, 2024, the date on which we refinanced such debt.

The effective tax rate for the three months ended September 30, 2025 and 2024 was 22.0 % and 23.4 %, respectively.

The effective tax rate for the nine months ended September 30, 2025 and 2024 w as 22.1 % an d 23.4 %, r espectively.

As of March 31, 2026 , we were in compliance with all credit facility covenants.

The effective tax rate for the three months ended March 31, 2026 and 2025 w as 21.4 % an d 22.2 %, r espectively.

The effective tax rate used for interim reporting purposes is based on management’s best estimate of factors impacting the effective tax rate, including projected income from our domestic and international businesses, for the full fiscal year and includes the impact of discrete items recognized in the quarter.

4 unchanged sentences

Our policy is to accrue interest and penalties on any uncertain tax position as a component of income tax expense.

No such expenses were recognized during the three and nine months ended September 30, 2025 and 2024 .

No such expenses were recognized during the three months ended March 31, 2026 and 2025 .

We do not believe there will be any material changes in our uncertain tax positions over the next 12 months.

2 unchanged sentences

The diluted EPS computation includes common share equivalents, when dilutive.

A reconciliation of the shares used in the basic and diluted income per common share computation for the three and nine months ended September 30, 2025 and 2024 is as follows:

A reconciliation of the shares used in the basic and diluted income per common share computation is as follows:

Three Months Ended

Nine Months Ended

September 30,

(shares in thousands)

5 unchanged sentences

SUPPLEMENTAL CASH FLOW INFORMATION

Supplemental cash flow information for the nine months ended September 30, 2025 and 2024 is as follows:

Nine Months Ended

September 30,

Supplemental cash flow information for the three months ended March 31, 2026 and 2025 is as follows:

Three Months Ended

($ in thousands)

14 unchanged sentences

Military, private label sales, and any sales to customers in which we are contracted to manufacture or source a specific footwear product for a customer.

Net sales to foreign countries represented approximately 2.9 % and 4.8 % of net sales for the three months ended September 30, 2025 and 2024, respectively.

Net sales to foreign countries represented approximately 2.8 % and 3.2 % of net sales for the nine months ended September 30, 2025 and 2024, respectively.

Net sales to foreign countries represented approximately 2.0 % of net sales for the three months ended March 31, 2026 and 2025 .

Our Chief Operating Decision Maker ("CODM") is our Chief Executive Officer (CEO), who evaluates operating results and performance based on net sales and gross margin.

3 unchanged sentences

The following is a summary of segment results for the Wholesale, Retail, and Contract Manufacturing segments for the

three and nine months ended September 30, 2025 and 2024 :

three months ended March 31, 2026 and 2025 :

Three Months Ended

Nine Months Ended

September 30,

($ in thousands)

$ 78,391 $ 74,784

42,699 36,641

Contract Manufacturing

Total Net Sales

$ 124,401 $ 114,073

COST OF GOODS SOLD:

$ 51,431 $ 44,674

24,528 19,896

Contract Manufacturing

Total Cost of Goods Sold

$ 78,967 $ 67,065

GROSS MARGIN:

$ 26,960 $ 30,110

18,171 16,745

Contract Manufacturing

Total Gross Margin

$ 45,434 $ 47,008

Segment asset information is not prepared or used to assess segment performance.

4 unchanged sentences

Gain Contingency

In June 2022, we became aware of a misclassification of Harmonized Tariff Schedule (HTS) codes filed with the U.S.

June 2022, we became aware of a misclassification of Harmonized Tariff Schedule (HTS) codes filed with the U.S.

Customs and Border Protection (U.S.

Customs) on certain products imported into the U.S.

during 2021 and 2022 associated with brands acquired through an acquisition in the first quarter of 2021.

2022 associated with brands acquired

through an acquisition in the first quarter of 2021.

As a result of the misclassification of HTS codes on these products, we believe that we have paid duties in excess of the expected amount due.

We have the potential to recover the total amount of overpaid duties resulting in an estimated potential refund of approximately $ 7.9 million, of which we have received $ 5.1 million to date.

No refunds were received for the nine months ended September 30, 2025 and September 30, 2024.

No refunds were received for the

three months ended March 31, 2026

We are accounting for these post summary corrections as a gain contingency, and as such have not recorded these potential refunds within the accompanying Unaudited Condensed Consolidated Balance Sheet due to uncertainty of collection.

Refunds received will be recognized as a reduction to the cost of goods sold when, and if, the refunds are received.

SUBSEQUENT EVENTS

Subsequent to March 31, 2026, we repurchased 26,537 shares of common stock under our authorized share repurchase program.

The shares were purchased at an aggregate cost of $ 1.0 million and an average price of $ 37.32 per share.

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