What changed in this filing

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Item 2. Properties

2023-03-24 compared with 2022-03-25 · 30 added, 10 removed, 7 unchanged (85% of the section changed)

As of January 29, 2022, we leased 393 stores in 35 states and Puerto Rico.

Physical Stores

As of our Fiscal 2022 year end, we leased our 397 stores located across 35 states and Puerto Rico.

Approximately 98% of the leases for our existing stores provide for fixed minimum rentals and approximately 51% provide for contingent rental payments based upon various specified percentages of sales.

Certain leases also contain escalation clauses for increases in minimum rentals, operating costs and taxes.

In February 2006, we entered into an operating lease with an independent third party to lease our 410,000 square foot distribution center located in Evansville, Indiana.

The lease had an initial term of 15 years.

In April 2019, we extended this lease for a term of 15 years, expiring in 2034.

We have the right to further extend the lease term for up to eight additional periods of five years each, and to expand the facility by up to 200,000 square feet.

We own our corporate headquarters located in Evansville, Indiana and lease office space for our Southern buying and marketing teams in Mobile, Alabama.

For additional information with respect to our properties, see PART I, ITEM 1, "Business –

Growth Strategy”

and “–Distribution”

as well as PART II, ITEM 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Annual Report on Form 10-K.

Our traditional Shoe Carnival store prototype typically utilizes between 8,000 and 12,000 square feet of leased space and our Shoe Station store prototype utilizes between 12,000 to 20,000 square feet of leased space.

The sales area comprises substantially all (greater than 80%) of our typical gross store footprint.

Following is a roll forward of our leased locations over the last five years:

Historical Store Count

Stores open at the beginning of the year

New store openings

Stores acquired

Store closings

Stores open at the end of the year

Stores relocated

Over the last several years, we performed a store improvement plan.

As part of that plan, which was completed in Fiscal 2021, we identified underperforming stores and worked to address these stores' performance through renegotiation of lease terms, relocation, or closure.

We closed 45 stores from Fiscal 2018 through Fiscal 2021.

While we continue to actively monitor the store portfolio, we do not expect any further significant closures over the next several years.

The following table identifies the number of our stores in each state and Puerto Rico as of our Fiscal 2022 year end:

State/Territory

North Carolina

South Carolina

West Virginia

Distribution Center

We operate a single 410,000 square foot distribution center located in Evansville, Indiana.

Our facility can support the processing and distribution needs for approximately 470 stores.

With additional resources added, including our right to expand the facility by 200,000 square feet, the current location could provide processing capacity for approximately 650 stores.

We lease the facility from a third party.

The lease expires in 2034.

Corporate Headquarters

We own our corporate headquarters located in Evansville, Indiana and lease office space for our Southern office located in Fort Mill, South Carolina.

LEGA L PROCEEDINGS

4 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties