What changed in this filing

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Item 1. Financial Statements

2025-09-05 compared with 2025-06-06 · 135 added, 46 removed, 322 unchanged (36% of the section changed)

3 unchanged sentences

(In thousands, except share data)

August 2, 2025

February 1, 2025

August 3, 2024

Current Assets:

31 unchanged sentences

(In thousands, except per share data)

August 2, 2025

August 3, 2024

August 2, 2025

August 3, 2024

Cost of sales (including buying, distribution

13 unchanged sentences

(In thousands, except per share data)

Balance at February 1, 2025

Balance at May 3, 2025

Dividends declared ($ 0.150 per share)

4 unchanged sentences

Stock-based compensation expense

Balance at August 2, 2025

Balance at May 4, 2024

Dividends declared ($ 0.135 per share)

Employee stock purchase plan purchases

Stock-based compensation awards

Stock-based compensation expense

Balance at August 3, 2024

Twenty-six Weeks Ended

(In thousands, except per share data)

Balance at February 1, 2025

5 unchanged sentences

Stock-based compensation expense

Balance at May 4, 2024

Balance at August 2, 2025

Balance at February 3, 2024

Dividends declared ($ 0.27 per share)

Employee stock purchase plan purchases

Stock-based compensation awards

Shares surrendered by employees to pay taxes

on stock-based compensation awards

Stock-based compensation expense

Balance at August 3, 2024

See notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

(In thousands)

August 2, 2025

August 3, 2024

Cash Flows From Operating Activities

Adjustments to reconcile net income to net cash

(used in) provided by operating activities:

provided by operating activities:

Depreciation and amortization

8 unchanged sentences

Accounts payable and accrued liabilities

Net cash (used in) provided by operating activities

Net cash provided by operating activities

Cash Flows From Investing Activities

1 unchanged sentence

Investments in marketable securities

Sales of marketable securities

Acquisition, net of cash acquired

32 unchanged sentences

On February 13, 2 024, we acquired all of the stock of Rogan Shoes, Incorporated, a privately-held 53-year-old work and family footwear company incorporated in Wisconsin, for a purchase price of $ 44.8 million, net of $ 2.2 million of cash acquired, which was paid with cash on hand .

This included $ 378,000 of purchase accounting adjustments which were paid in fourth quarter 2024.

This included $ 378,000 of working capital adjustments which were paid in fourth quarter 2024.

Additional consideration of up to $ 5.0 million may be paid by the Company subject to the achievement of three-year growth targets.

3 unchanged sentences

Rogan’s results were included in our consolidated financial statements since the acquisition date.

Net Sales from our Rogan’s operations were $ 19.0 million in the thirteen weeks ended May 3, 2025 and $ 19.6 million from February 13, 2024 through May 4, 2024.

For the thirteen weeks ended May 4, 2024, acquisition-related costs of $ 321,000 were expensed as incurred and were included in Selling, General and Administrative Expenses (“SG&A”), compared to no acquisition-related costs included in SG&A in first quarter 2025.

Net Sales from our Rogan’s operations were $ 20.0 million and $ 39.0 million in the thirteen and twenty-six weeks ended August 2, 2025, respectively, $ 22.0 million in the thirteen weeks ended August 3, 2024 and $ 41.6 million from February 13, 2024 through August 3, 2024.

For the thirteen and twenty-six weeks ended August 3, 2024, acquisition-related costs of $ 97,000 and $ 418,000 , respectively, were expensed as incurred and were included in Selling, General and Administrative Expenses (“SG&A”), compared to no acquisition-related costs included in SG&A in either the thirteen or twenty-six weeks ended August 2, 2025.

The following table summarizes the purchase price and the allocation of the purchase price to the fair value of the assets acquired and liabilities assumed.

23 unchanged sentences

Significant assumptions used for the valuation include the discount rate, projected cash flows and calculated volatility.

It will be remeasured on a recurring basis at fair value.

It is remeasured on a recurring basis at fair value using the same methods, and the resulting fair value adjustments are reflected within SG&A.

See Note 5 — “Fair Value Measurements” for additional discussion related to our contingent consideration.

Identifiable intangible assets include Rogan’s trade name and customer relationships.

8 unchanged sentences

Thirteen Weeks Ended

August 2, 2025

August 3, 2024

(In thousands, except per share data)

6 unchanged sentences

shares and diluted net income per share

Twenty-six Weeks Ended

August 2, 2025

August 3, 2024

(In thousands, except per share data)

Basic Net Income per Share:

Net income available for basic common shares

and basic net income per share

Diluted Net Income per Share:

Conversion of stock-based compensation

Net income available for diluted common

shares and diluted net income per share

The computation of Basic Net Income per Share is based on the weighted average number of common shares outstanding during the period.

The computation of Diluted Net Income per Share is based on the weighted average number of shares outstanding plus the dilutive incremental shares that would be outstanding assuming the vesting of stock-based compensation arrangements involving restricted stock, restricted stock units and performance stock units.

During the thirteen weeks ended May 3, 2025 , approximately 10,000 unvested stock-based awards that will be settled in shares were excluded from the computation of Diluted Net Income per Share because the impact would have been anti-dilutive.

No unvested stock-based awards that will be settled in shares were excluded from the computation of Diluted Net Income per Share for the thirteen weeks ended May 4, 2024 .

Note 4 - Recently Issued Accounting Pronouncements

During the thirteen and twenty-six weeks ended August 2, 2025 , approximately 10,000 of unvested stock-based awards that will be settled in shares were excluded from the computation of Diluted Net Income per Share because the impact would have been anti-dilutive.

No unvested stock-based awards that will be settled in shares were excluded from the computation of Diluted Net Income per Share for the thirteen and twenty-six weeks ended August 3, 2024 .

Note 4 - Recently Issued Accounting Pronouncements and Tax Legislation

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740):

4 unchanged sentences

The amendments in the ASU should be applied on a prospective basis, but retrospective application is permitted.

We are continuing to evaluate the impact of this new guidance but believe the adoption will not have a material impact on our consolidated financial statements.

The guidance will require additional disclosures in the Income Taxes footnote but will not have an impact on our Consolidated Financial Statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

4 unchanged sentences

The amendments in the ASU should be applied on a prospective basis, but retrospective application is permitted.

The adoption will not have a material impact on our consolidated financial statements.

We are currently evaluating the impact of this guidance on our Consolidated Financial Statements and related disclosures.

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

The OBBB makes key elements of the Tax Cuts and Jobs Act permanent, including 100 % bonus depreciation, domestic research cost expensing and the business interest expense limitation.

Accounting Standards Codification Topic No.

740, "Income Taxes", requires that we recognize the effects of changes in tax rates and laws in the period in which the legislation is enacted.

Consequently, in the thirteen weeks ended August 2, 2025, we recognized an increase in our deferred tax expense, primarily due to the impact of the 100 % bonus depreciation and domestic research cost expensing provided for in the OBBB, partially offset by reductions in our current tax expense.

We expect that the OBBB will not have a material impact on our financial statements, including on our Fiscal 2025 effective tax rate.

Note 5 - Fair Value Measurements

Financial Instruments

The following table presents financial instruments that are measured at fair value on a recurring basis at May 3, 2025, February 1, 2025 and May 4, 2024:

The following table presents financial instruments that are measured at fair value on a recurring basis at August 2, 2025, February 1, 2025 and August 3, 2024:

Fair Value Measurements

(In thousands)

As of May 3, 2025

As of August 2, 2025

Cash equivalents - money market mutual funds

5 unchanged sentences

deferred compensation

As of May 4, 2024

As of August 3, 2024

Cash equivalents - money market mutual funds

3 unchanged sentences

These Marketable Securities are designed to mitigate volatility in our Consolidated Statements of Income associated with our non-qualified deferred compensation plan.

As of May 3, 2025, these Marketable Securities were principally invested in equity-based mutual funds, consistent with the allocation in our deferred compensation plan.

As of August 2, 2025, these Marketable Securities were principally invested in equity-based mutual funds, consistent with the allocation in our deferred compensation plan.

To the extent there is a variation in invested funds compared to the total non-qualified deferred compensation plan liability, such fund variance is managed through a stable value mutual fund.

We classify these Marketable Securities as current assets because we have the ability to convert the securities into cash at our discretion and these Marketable Securities are not held in a rabbi trust.

Changes in these Marketable Securities and deferred compensation plan liabilities are charged to Selling, General and Administrative Expenses.

Changes in these Marketable Securities and deferred compensation plan liabilities are charged to SG&A.

Contingent Consideration

The following table presents liabilities that are measured at fair value on a recurring basis at August 2, 2025, February 1, 2025 and August 3, 2024:

Fair Value Measurements

(In thousands)

As of August 2, 2025

Contingent consideration

As of February 1, 2025

Contingent consideration

As of August 3, 2024

Contingent consideration

See Note 2 — “Acquisition of Rogan Shoes” for additional discussion related to our contingent consideration.

Deferred Compensation Plan Liabilities and Related Marketable Securities

1 unchanged sentence

(In thousands)

August 2, 2025

February 1, 2025

August 3, 2024

Deferred compensation plan current liabilities

3 unchanged sentences

(In thousands)

August 2, 2025

August 3, 2024

August 2, 2025

August 3, 2024

Deferred compensation liabilities

Employer contributions, net

Investment (losses) earnings

Investment earnings

Marketable Securities

Mark-to-market losses (gains) (1)

Net deferred compensation expense

(1) Included in the mark-to-market activity related to equity securities still held at quarter-end, we recognized an unrealiz ed loss of $ 94,000 and an unrealized gain of $ 292,000 for the thirteen weeks ended May 3, 2025 and May 4, 2024, respectively.

Mark-to-market gains (1)

Net deferred compensation (income) expense

(1) Included in the mark-to-market activity related to equity securities still held at quarter-end, we recognized unrealized gains of $ 903,000 and $ 258,000 for the thirteen weeks ended August 2, 2025 and August 3, 2024, respectively, and unrealized gains of $ 809,000 and $ 550,000 for the twenty-six weeks ended August 2, 2025 and August 3, 2024, respectively.

The fair values of Cash and Cash Equivalents, Accounts Receivable, Accounts Payable and Accrued and Other Liabilities approximate their carrying values because of their short-term nature.

4 unchanged sentences

Store level asset groupings typically include Property and Equipment and Operating Lease Right-of-Use Assets, net of the current and long-term portions of Operating Lease Liabilities.

Assets subject to impairment are adjusted to estimated fair value and, if applicable, an impairment loss is recorded in Selling, General and Administrative Expenses.

Assets subject to impairment are adjusted to estimated fair value and, if applicable, an impairment loss is recorded in SG&A.

If the Operating Lease Right-of-Use Asset is impaired, we would amortize the remaining right-of-use asset on a straight-line basis over the remaining lease term.

No impairment charges were recorded during the thirteen weeks ended May 3, 2025 or the thirteen weeks ended May 4, 2024.

No impairment charges were recorded during the twenty-six weeks ended August 2, 2025 or the twenty-six weeks ended August 3, 2024 .

Note 6 - Stock-Based Compensation

2 unchanged sentences

Additionally, we recognize stock-based compensation expense for the discount on shares sold to employees through our Employee Stock Purchase Plan and for cash-settled stock appreciation rights.

For the thirteen weeks ended May 3, 2025 and May 4, 2024, stock-based compensation expense was comprised of the following:

For the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024, stock-based compensation expense was comprised of the following:

(In thousands)

August 2, 2025

August 3, 2024

August 2, 2025

August 3, 2024

Share-settled equity awards

5 unchanged sentences

share-settled awards

As of May 3, 2025 , approximately $ 14.6 million of unrecognized compensation expense remained related to our share-settled equity awards.

As of August 2, 2025 , approximately $ 13.2 million of unrecognized compensation expense remained related to our share-settled equity awards.

The cost is expected to be recognized over a weighted average period of approximately 1.8 years.

4 unchanged sentences

Outstanding at February 1, 2025

Outstanding at May 3, 2025

The total fair value at grant date of restricted stock units and performance stock units that vested during the thirteen weeks ended May 3, 2025 and May 4, 2024 was $ 7.4 million and $ 1.4 million, respectively.

The weighted-average grant date fair value of restricted stock units and performance stock units granted during the thirteen weeks ended May 4, 2024 was $ 31.99 .

Outstanding at August 2, 2025

The total fair value at grant date of restricted stock units and performance stock units that vested during the twenty-six weeks ended August 2, 2025 and August 3, 2024 was $ 7.5 million and $ 1.4 million, respectively.

The weighted-average grant date fair value of restricted stock units and performance stock units granted during the twenty-six weeks ended August 3, 2024 was $ 32.06 .

The following table summarizes transactions for our restricted stock and other stock awards:

Average Grant

Date Fair Value

Outstanding at February 1, 2025

Outstanding at August 2, 2025

The total fair value at grant date of restricted stock and other stock awards that vested during the twenty-six weeks ended August 2, 2025 was $ 100,000 .

No restricted stock or other stock awards vested during the twenty-six weeks ended August 3, 2024.

The weighted-average grant date fair value of restricted stock awards granted during the twenty-six weeks ended August 3, 2024 was $ 36.84 .

Note 7 – Revenue

Disaggregation of Net Sales by Product Category

Net Sales and percentage of Net Sales, disaggregated by product category, for the thirteen weeks ended May 3, 2025 and May 4, 2024 were as follows:

Net Sales and percentage of Net Sales, disaggregated by product category, for the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024 were as follows:

(In thousands)

Thirteen Weeks

Ended May 3, 2025

Ended August 2, 2025

Thirteen Weeks

Ended May 4, 2024

Ended August 3, 2024

Non-Athletics:

(In thousands)

Twenty-six Weeks

Ended August 2, 2025

Twenty-six Weeks

Ended August 3, 2024

Non-Athletics:

Accounting Policy and Performance Obligations

5 unchanged sentences

This also includes the “buy online, pick up in store” scenario described above and includes sales made via our Shoes 2U program when customers choose to pick up their goods at a physical store.

For sales made through our e-commerce sales channel in which the customer chooses home delivery, we transfer control and recognize revenue when the product is shipped.

For sales made through our e-commerce sales

channel in which the customer chooses home delivery, we transfer control and recognize revenue when the product is shipped.

This also includes sales made via our Shoes 2U program when the customer chooses home delivery.

12 unchanged sentences

Payments made for products are generally collected when control passes to the customer, either at the point of sale or at the time the customer order is shipped.

Shoes 2U transactions, customers may order the product at the point of sale.

For these transactions, customers pay in advance and unearned revenue is recorded as a contract liability.

For Shoes 2U transactions, customers may order the product at the point of sale.

For these transactions, customers pay in advance and unearned revenue is recorded as a contract liability in Accrued and Other Liabilities.

We recognize the related revenue when control has been transferred to the customer (i.e., when the product is picked up by the customer or shipped to the customer).

Unearned revenue related to Shoes 2U was not material to our consolidated financial statements at May 3, 2025, February 1, 2025 or May 4, 2024.

Unearned revenue related to Shoes 2U was not material to our consolidated financial statements at August 2, 2025, February 1, 2025 or August 3, 2024.

Returns and Refunds

2 unchanged sentences

The estimated cost of Merchandise Inventories is reco rded as a reduction to Cost of Sales and an increase in Merchandise Inventories.

Approximately $ 1.1 million of refund liabilities and $ 726,000 of right of return assets associated with estimated product returns were recorded in Accrued and Other Liabilities and Merchandise Inventories, respectively, as of May 3, 2025 and February 1, 2025.

Approximately $ 962,000 of refund liabilities and $ 618,000 of right of return assets associated with estimated product returns were recorded in Accrued and Other Liabilities and Merchandise Inventories, respectively, at May 4, 2024.

Contract Liabilities

2 unchanged sentences

We do not record breakage revenue when escheat liability to relevant jurisdictions exists.

At May 3, 2025, February 1, 2025 and May 4, 2024 , approximately $ 2.0 million, $ 2.3 million and $ 2.7 million of contract liabilities associated with unredeemed gift cards were recorded in Accrued and Other Liabilities, respectively.

At August 2, 2025, February 1, 2025 and August 3, 2024 , approximately $ 2.0 million, $ 2.3 million and $ 2.6 million of contract liabilities associated with unredeemed gift cards were recorded in Accrued and Other Liabilities, respectively.

We expect the revenue associated with these liabilities to be recognized in proportion to the pattern of customer redemptions within two years.

6 unchanged sentences

We then recognize revenue based on an estimate of when customers redeem rewards, which incorporates an estimate of points expected to expire using historical rates.

During the thirteen weeks ended May 3, 2025 and May 4, 2024 , approximately $ 920,000 and $ 761,000 , respectively, of loyalty rewards were recognized in Net Sales.

At May 3, 2025, February 1, 2025 and May 4, 2024 , approximately $ 630,000 , $ 564,000 and $ 501,000 , respectively, of contract liabilities associated with loyalty rewards were recorded in Accrued and Other Liabilities.

During the thirteen and twenty-six weeks ended August 2, 2025 , approximately $ 988,000 and $ 1.9 million, respectively, of loyalty rewards were recognized in Net Sales.

During the thirteen and twenty-six weeks ended August 3, 2024 , approximately $ 790,000 and $ 1.6 million, respectively, of loyalty rewards were recognized in Net Sales .

At August 2, 2025, February 1, 2025 and August 3, 2024 , approximately $ 728,000 , $ 564,000 and $ 574,000 , respectively, of contract liabilities associated with loyalty rewards were recorded in Accrued and Other Liabilities.

We expect the revenue associated with these liabilities to be recognized in proportion to the pattern of customer redemptions in less than one year.

10 unchanged sentences

The CODM does not review assets in evaluating results.

Therefore, such

information is not provided.

Operating financial results of our segment for the thirteen weeks ended May 3, 2025 and May 4, 2024 were as follows:

Therefore, such information is not provided.

Operating financial results of our segment for the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024 were as follows:

(In thousands)

August 2, 2025

August 3, 2024

August 2, 2025

August 3, 2024

Merchandise & delivery costs (1)

18 unchanged sentences

The finance lease assets and related current liabilities and noncurrent liabilities were recorded in Other Noncurrent Assets, Accrued and Other Liabilities and Other long-term liabilities, respectively.

Leases with terms of twelve months or less are immaterial and are expensed as incurred, and we did not have any leases with related parties or any sublease arrangements with any related party or third party as of May 3, 2025, February 1, 2025 or May 4, 2024.

Lease costs, including other related occupancy costs, reported in our Condensed Consolidated Statements of Income were as follows for the thirteen weeks ended May 3, 2025 and May 4, 2024:

Lease costs, including other related occupancy costs, reported in our Condensed Consolidated Statements of Income were as follows for the thirteen and twenty-six weeks ended August 2, 2025 and August 3, 2024:

(In thousands)

August 2, 2025

August 3, 2024

August 2, 2025

August 3, 2024

Operating lease cost

6 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-Q

Item 1. Financial Statements