What changed in this filing

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Item 9A. Controls and Procedures

2025-08-14 compared with 2024-08-15 · 508 added, 346 removed, 1249 unchanged (41% of the section changed)

44 unchanged sentences

Exhibit Description

2.1 Agreement and Plan of Merger, dated as of August 10, 2023, by and among Tapestry, Inc., Sunrise Merger Sub, Inc.

and Capri Holdings Limited, incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the SEC on August 10, 2023 (File No.

3.1 Articles of Incorporation, dated June 1, 2000, which is incorporated herein by reference from Exhibit 3.1 of to the Registrant's Registration Statement on Form S-1 filed on June 16, 2000

3 unchanged sentences

3.5 Articles of Amendment of Coach, Inc., dated February 1, 2005, which is incorporated by reference from Exhibit 99.1 to the Registrant’s Current Report on Form 8-K filed on February 2, 2005

3.6 Articles of Amendment to Charter of Tapestry, Inc., effective as of October 31, 2017, which is incorporated by reference from Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on October 31, 2017

3.7 Amended and Restated Bylaws of Tapestry, Inc., effective as of October 31, 2017, which is incorporated herein by reference from Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on October 31, 2017

3.8 Bylaws of Tapestry, Inc., effective as of April 12, 2023, which is incorporated herein by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on April 13, 2023

4.1 Specimen Certificate for Common Stock of Tapestry, Inc.

which is incorporated by reference from Exhibit 4.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2018, filed on August 16, 2018

3.6 Articles of Amendment to Charter of the Registrant, effective as of October 31, 2017, which is incorporated by reference from Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed on October 31, 2017

3.7 Bylaws of the Registrant, effective as of April 12, 2023, which is incorporated herein by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on April 13, 2023

4.1 Specimen Certificate for Common Stock of the Registrant which is incorporated by reference from Exhibit 4.1 to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 2018, filed on August 16, 2018

4.2 Indenture, dated as of March 2, 2015, between Coach, Inc.

Bank National Association, as trustee, which is incorporated herein by reference from Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015

Exhibit Description

4.3 First Supplemental Indenture, dated as of March 2, 2015, relating to the 4.250% senior unsecured notes due 2025, between Coach, Inc.

Bank National Association, as trustee, which is incorporated herein by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015

4.4 Form of 4.250% senior unsecured notes due 2025 (included in the First Supplemental Indenture), which is incorporated herein by reference from Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed on March 2, 2015

4.3 Third Supplemental Indenture, dated as of June 20, 2017, relating to the 4.125% senior unsecured notes due 2027, between Coach, Inc.

Bank National Association, as trustee, which is incorporated by reference from Exhibit 4.2 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017

Exhibit Description

4.4 Form of 4.125% senior unsecured notes due 2027 (included in the Third Supplemental Indenture), which is incorporated by reference from Exhibit 4.4 to the Registrant's Current Report on Form 8-K, filed on June 20, 2017

4.7 Indenture, dated as of December 1, 2021, between the Company and U.S.

4.5 Indenture, dated as of December 1, 2021, between the Registrant and U.S.

Bank National Association, as trustee, which is incorporated herein by reference from Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on December 1, 2021

4.8 First Supplemental Indenture, dated as of December 1, 2021, relating to the 3.050% senior unsecured notes due 2032, between the Company and U.S.

4.6 First Supplemental Indenture, dated as of December 1, 2021, relating to the 3.050% senior unsecured notes due 2032, between the Registrant and U.S.

Bank National Association, as trustee, which is incorporated by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on December 1, 2021

4.7 Form of 3.050% senior unsecured notes due 2032 (included in the First Supplemental Indenture), which is incorporated by reference from Exhibit 4.3 to the Registrant’s Current Report on Form 8-K, filed on December 1, 2021

4.10 Second Supplemental Indenture, dated as of November 27, 2023, relating to the 7.050% senior unsecured notes due 2025, the 7.000% senior unsecured notes due 2026, the 7.350% senior unsecured notes due 2028, the 7.700% senior unsecured notes due 2030 and the 7.850% senior unsecured notes due 2033, between the Company and U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), as trustee, which is incorporated by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.11 Form of 7.050% senior unsecured notes due 2025 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.3 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.12 Form of 7.000% senior unsecured notes due 2026 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.4 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.13 Form of 7.350% senior unsecured notes due 2028 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.5 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.14 Form of 7.700% senior unsecured notes due 2030 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.6 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.15 Form of 7.850% senior unsecured notes due 2033 (included in the Second Supplemental Indenture), which is incorporated by reference from Exhibit 4.7 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.16 Third Supplemental Indenture, dated as of November 27, 2023, relating to the 5.350% senior unsecured notes due 2025, the 5.375% senior unsecured notes due 2027 and the 5.875% senior unsecured notes due 2031, among the Company, U.S.

Bank Trust Company, National Association (as successor in interest to U.S.

Bank National Association), as trustee, and Elavon Financial Services DAC, as paying agent, which is incorporated by reference from Exhibit 4.8 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.17 Form of 5.350% senior unsecured notes due 2025 (included in the Third Supplemental Indenture), which is incorporated by reference from Exhibit 4.9 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.18 Form of 5.375% senior unsecured notes due 2027 (included in the Third Supplemental Indenture), which is incorporated by reference from Exhibit 4.10 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.19 Form of 5.875% senior unsecured notes due 2031 (included in the Third Supplemental Indenture), which is incorporated by reference from Exhibit 4.11 to the Registrant’s Current Report on Form 8-K, filed on November 27, 2023

4.8 Base Indenture, dated as of December 11, 2024, between the Registrant and U.S.

Bank Trust Company, National Association, as trustee, which is incorporated by reference from Exhibit 4.1 to the Registrant’s Current Report on Form 8-K, filed on December 11, 2024

4.9 First Supplemental Indenture, dated as of December 11, 2024, relating to the 5.100% senior unsecured notes due 2030 and the 5.500% senior unsecured notes due 2035, between the Registrant and U.S.

Bank Trust Company, National Association, as trustee, which is incorporated by reference from Exhibit 4.2 to the Registrant’s Current Report on Form 8-K, filed on December 11, 2024

4.10 Form of 5.100% senior unsecured notes due 2030 (included in the First Supplemental Indenture), which is incorporated by reference from Exhibit 4.3 to the Registrant’s Current Report on Form 8-K, filed on December 11, 2024

4.11 Form of 5.500% senior unsecured notes due 2035 (included in the First Supplemental Indenture), which is incorporated by reference from Exhibit 4.4 to the Registrant’s Current Report on Form 8-K, filed on December 11, 2024

4.12 Description of Securities, which is incorporated by reference from Exhibit 4.9 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020

10.1† Coach, Inc.

Non-Qualified Deferred Compensation Plan for Outside Directors, which is incorporated by reference from Exhibit 10.14 to The Registrant’s Annual Report on Form 10-K for the fiscal year ended June 28, 2003

Exhibit Description

Non-Qualified Deferred Compensation Plan for Outside Directors, which is incorporated by reference from Exhibit 10.14 to t he Registrant’s Annual Report on Form 10-K for the fiscal year ended June 28, 2003

10.2† Amended and Restated Tapestry, Inc.

19 unchanged sentences

2018 Stock Incentive Plan, which is incorporated herein by reference from Exhibit 10.14 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019

Exhibit Description

10.13† Form of Restricted Stock Unit Award Grant Notice and Agreement under the Tapestry, Inc.

8 unchanged sentences

2018 Performance-Based Annual Incentive Plan, which is incorporated herein by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on August 10, 2018

10.18† Letter Agreement, dated June 22, 2015, between Coach, Inc.

and Todd Kahn, which is incorporated by reference from Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on June 22, 2015

Letter Agreement, dated August 11, 2016, between Coach Inc.

and Todd Kahn, which is incorporated herein by reference from Exhibit 10.20 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020

10.18 Redemption Agreement and Amendment to Limited Liability Company Agreement, dated as of August 1, 2016, by and between Legacy Yards LLC, Coach Legacy Yards LLC and Podium Fund Tower C SPV LLC, which is incorporated by reference from Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016

2 unchanged sentences

10.20 Amended and Restated Development Agreement, dated as of August 1, 2016, by and between ERY Developer LLC and Coach Legacy Yards LLC, which is incorporated by reference from Exhibit 10.3 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016

Exhibit Description

10.23 Termination and Release of the Coach Guaranty, dated as of August 1, 2016, by and between Podium Fund Tower C SPV LLC and ERY Developer LLC, which is incorporated by reference from Exhibit 10.4 to the Registrant's Quarterly Report on Form 10-Q for the period ended October 1, 2016

10.21 Sublease, dated as of September 13, 2017 between Coach, Inc.

and The Guardian Life Insurance Company of America, a New York mutual insurance company, which is incorporated by reference from Exhibit 10.1 to the Registrant's Current Report on Form 8-K, filed on September 14, 2017.

10.25† Letter Agreement, dated May 8, 2019 between the Registrant and Thomas Glaser, which is incorporated herein by reference from Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 29, 2019

10.22† Tapestry, Inc.

4 unchanged sentences

2018 Stock Incentive Plan, which is incorporated herein by reference from Appendix B to the Registrant's Definitive Proxy Statement for the 2019 Annual Meeting of Stockholders, filed on September 27, 2019

10.29 Credit Agreement, dated as of October 24, 2019, by and among Tapestry, Inc., Bank of America, N.A.

10.25 Credit Agreement, dated as of October 24, 2019, by and among the Registr ant , Bank of America, N.A.

as Administrative Agent, JPMorgan Chase Bank, N.A.

and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, incorporated by reference from Exhibit 10.4 to Tapestry’s Quarterly Report on Form 10-Q filed on November 7, 2019

10.30† Letter Agreement, dated January 28, 2020, between the Registrant and Liz Fraser, which is incorporated herein by reference from Exhibit 10.33 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended July 3, 2021.

and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, incorporated by reference from Exhibit 10.4 to the Registrant 's Quarterly Report on Form 10-Q filed on November 7, 2019

10.26 Amendment No.

1, dated May 19, 2020, to the Credit Agreement, dated as of October 24, 2019 by and among Tapestry, Inc., Bank of America, N.A.

1, dated May 19, 2020, to the Credit Agreement, dated as of October 24, 2019 by and among the Registr ant , Bank of America, N.A.

as Administrative Agent, JPMorgan Chase Bank, N.A.

and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, which is incorporated herein by reference from Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020

10.32† Letter Agreement, dated July 20, 2020 between the Registrant and Todd Kahn, which is incorporated herein by reference from Exhibit 10.40 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended June 27, 2020

10.27† Second Amended and Restated Tapestry Inc.

1 unchanged sentence

10.28† Letter Agreement, dated October 24, 2020 between the Registrant and Joanne Crevoiserat, incorporated by reference from Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 26, 2020

10.35 First Amendment to Lease, dated as of March 12, 2021, between Legacy Yards Tenant LP, a Delaware limited partnership and Tapestry, Inc., incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q

10.29 First Amendment to Lease, dated as of March 12, 2021, between Legacy Yards Tenant LP, a Delaware limited partnership and the Registrant , incorporated by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q

10.30† Letter Agreement, dated April 12, 2021, between the Registrant and Todd Kahn, incorporated by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q

10.31† Letter Agreement, dated April 26, 2021, between the Registrant and Scott Roe, incorporated by reference from Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q

10.38 Waiver, dated August 11, 2021, to the Credit Agreement, dated as of October 24, 2019 by and among Tapestry, Inc., Bank of America, N.A.

10.32 Waiver, dated August 11, 2021, to the Credit Agreement, dated as of October 24, 2019 by and among t h e Registra nt, Tapestry, Inc., Bank of America, N.A.

as Administrative Agent, JPMorgan Chase Bank, N.A.

and HSBC Bank USA, N.A., as Co-Syndication Agents, and the other lenders party thereto, which is incorporated herein by reference from Exhibit 10.44 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended July 3, 2021

10.39 Credit Agreement dated as of May 11, 2022, among Tapestry, Inc., the foreign subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, and Bank of America, N.A.

Exhibit Description

10.33 Credit Agreement dated as of May 11, 2022, among the Registran t, the foreign subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, and Bank of America, N.A.

as administrative agent, incorporated by reference from Exhibit 1.1 to the Registrant’s Current Report on Form 8-K filed on May 12, 2022

10.34† Letter Agreement, dated August 4, 2022, between the Registrant and Scott Roe, incorporated by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed on August 4, 2022

10.35*† Letter Agreement, dated August 11, 2023, between the Registrant and Denise Kulikowsky

10.36 Amendment No.

1, dated as of August 30, 2023, to the Credit Agreement, dated as of May 11, 2022, among the Company, the lenders party thereto and Bank of America, N.A., as administrative agent, which is incorporated herein by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on November 9, 2023

Exhibit Description

10.42 Term Loan Credit Agreement, dated as of August 30, 2023, among the Company, the lenders party thereto and Bank of America, N.A., as administrative agent, which is incorporated herein by reference from Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on November 9, 2023

19.1* Insider Trading Policies and Procedures of Tapestry, Inc.

21.1* List of Subsidiaries of Tapestry, Inc.

1, dated as of August 30, 2023, to the Credit Agreement, dated as of May 11, 2022, among the Registrant , the lenders party thereto and Bank of America, N.A., as administrative agent, which is incorporated herein by reference from Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on November 9, 2023

10.37 Termination Agreement, dated November 13, 2024, by and among the Registrant , Sunrise Merger Sub, Inc.

and Capri Holdings Limited, incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 14, 2024

10.38 Term Loan Credit Agreement dated November 21, 2024 by and among the Registrant , Bank of America, N.A., as administrative agent, BofA Securities, Inc.

and Morgan Stanley Senior Lending, Inc., as joint lead arrangers and the lenders party thereto, incorporated herein by reference from Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on November 22, 2024

10.39 Form of ASR Agreement, incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 22, 2024

10.40 Amendment No.

2, dated as of December 20, 2024, to the Credit Agreement, dated as of May 11, 2022 (as amended by Amendment No.

1, dated as of August 30, 2023) among the Registrant , the lenders party thereto and Bank of America, N.A., as administrative agent, which is incorporated herein by reference from Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2025

10.41 Credit Agreement dated as of May 22, 2025, among the Registr ant , the foreign subsidiary borrowers from time to time party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agent, which is incorporated herein by reference from Exhibit 10.1 to the Registrant’s Current Report on Form 8-K, filed on May 23, 2025

19.1 Insider Trading Policies and Procedures of the Registrant, which is inc orporated by reference from Exhibit 19.1 to the Registr ant 's Annual Report on Form 10-K filed on Au gust 15 , 2024

21.1* List of Subsidiaries of the Regist rant

23.1* Consent of Deloitte & Touche LLP

31.1* Rule 13(a)-14(a)/15(d)-14(a) Certification of the Company's Chief Executive Officer

31.2* Rule 13(a)-14(a)/15(d)-14(a) Certification of the Company's Chief Financial Officer

32.1* Section 1350 Certification of the Company's Chief Executive Officer

32.2* Section 1350 Certification of the Company's Chief Financial Officer

97.1* Clawback Policy of Tapestry, Inc.

31.1* Rule 13(a)-14(a)/15(d)-14(a) Certification of the Registrant's Chief Executive Officer

31.2* Rule 13(a)-14(a)/15(d)-14(a) Certification of the Registrant's Chief Financial Officer

32.1* Section 1350 Certification of the Registrant's Chief Executive Officer

32.2* Section 1350 Certification of the Registrant's Chief Financial Officer

97.1 Clawback Policy of the Registrant .

which is incorporated by reference from Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K filed on August 15, 2024

101.INS* Inline XBRL Instance Document

19 unchanged sentences

Crevoiserat (Principal Executive Officer)

Roe Chief Operating Officer and Chief Financial Officer

Roe Chief Financial Officer & Chief Operating Officer

Roe (Principal Financial Officer)

34 unchanged sentences

We have audited the accompanying consolidated balance sheets of Tapestry, Inc.

and subsidiaries (the "Company") as of June 29, 2024 and July 1, 2023, the related consolidated statements of operations, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended June 29, 2024, and the related notes and the financial statement Schedule II listed in the Index to the Consolidated Financial Statements (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 29, 2024 and July 1, 2023, and the results of its operations and its cash flows for each of the three years in the period ended June 29, 2024, in conformity with accounting principles generally accepted in the United States of America.

and subsidiaries (the "Company") as of June 28, 2025 and June 29, 2024, the related consolidated statements of operations, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended June 28, 2025, and the related notes and the financial statement Schedule II listed in the Index to the Consolidated Financial Statements (collectively referred to as the "financial statements").

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 28, 2025 and June 29, 2024, and the results of its operations and its cash flows for each of the three years in the period ended June 28, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of June 28, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated August 14, 2025, expressed an unqualified opinion on the Company's internal control over financial reporting.

13 unchanged sentences

The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill and Other Intangible Assets - Kate Spade - Refer to Notes 3 and 14 to the financial statements

Goodwill and Indefinite-lived Brand Intangible - Kate Spade - Refer to Notes 3 and 14 to the financial statements

Critical Audit Matter Description

2 unchanged sentences

Changes in these assumptions could have a significant impact on either the fair values, the amount of any impairment charge, or both.

The fair values of the Kate Spade brand reporting unit and indefinite-lived brand, which are included in the Company's goodwill and intangible asset balances, respectively, as of the fiscal 2024 testing date exceeded their respective carrying values by approximately 20% and 55%, respectively.

Several factors could impact the Kate Spade brand's ability to achieve expected future cash flows, including the optimization of the store fleet productivity, the success of international expansion strategies, the impact of promotional activity, continued economic volatility and potential operational challenges related to the macroeconomic factors, the reception of new collections in all channels, and other initiatives aimed at increasing profitability of the business.

Given the significant judgments made by management to estimate the fair value of the Kate Spade operations used in both the brand's goodwill and indefinite-lived brand intangible fair value analyses and the difference between their fair values and carrying values, performing auditing procedures to evaluate the reasonableness of management’s judgments regarding the business and valuation assumptions utilized in the valuation model, particularly the forecasts of future cash flows and growth rates and the selection of the discount rate, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

For the year ended June 28, 2025, the Company recorded impairment charges of $244.1 million and $610.7 million related to Kate Spade Reporting Unit and Kate Spade indefinite-lived brand intangible, respectively.

Given the significant judgments made by management to estimate the fair value of the Kate Spade operations used in both the brand's goodwill and indefinite-lived brand intangible fair value analyses, and the difference between their fair values and carrying values, performing auditing procedures to evaluate the reasonableness of management’s judgments regarding the business and valuation assumptions utilized in the valuation model, particularly the forecasts of future cash flows and growth rates and the selection of the discount rate, and market multiples required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the projected future cash flows and growth rates and discount rates included the following:

• We tested the effectiveness of management’s controls over its Kate Spade goodwill and indefinite-lived brand intangible asset impairment evaluations, including controls over the forecasts of future Kate Spade revenue and profit margin, and the selection of the discount rate.

• We evaluated management’s ability to accurately forecast by comparing Kate Spade actual revenue and profit margin results to historical projections.

• We evaluated management’s Kate Spade revenue and profit margin projections over the projection period by comparing them with (1) internal communications to management and the Board of Directors, (2) peer companies, and (3) industry and market conditions.

• With the assistance of our fair value specialists, we evaluated the Kate Spade market approach, including evaluating the reasonableness of the selected guideline public companies and the resulting market multiples calculations, as well as benchmarking the selected multiples against these guideline public companies.

• We used the assistance of our fair value specialists to assess the acceptability of the weighting applied to value indications from different valuation techniques for Kate Spade.

• We used the assistance of our fair value specialists to assess the acceptability of the implied equity premium for Kate Spade.

With respect to the market value of equity, we tested the calculations used in developing the respective market value of equity.

• We used the assistance of our fair value specialists in evaluating the Kate Spade fair value methodology and the discount rate, including testing the underlying source information and the mathematical accuracy of the calculations.

Specific to the discount rate, we considered the inputs and calculations, and we developed a range of independent estimates and compared those to the respective discount rates selected by management.

Our audit procedures related to the forecasts, discount rates, and market multiples used by management to estimate the fair value of the Reporting Unit included the following, among others:

• We tested the effectiveness of management’s controls over Kate Spade's goodwill and indefinite-lived brand intangible asset impairment evaluations, including controls over the forecasts of future Kate Spade revenue and profit margin, the selection of the discount rate and market multiples.

• We evaluated management’s ability to accurately project the forecasts by performing a retrospective review of actual results to management's historical forecasts.

• We evaluated the reasonableness of management’s projected forecasts by:

◦ Comparing the forecasts to information included in the Company's communications to the Board of Directors, industry reports, and analyst reports for the Company and certain of its peer companies;

◦ Comparing the forecasts to historical financial results;

◦ Evaluating the impact of changes in the regulatory environment on management's forecasts;

◦ Conducting inquiries with management;

◦ Evaluating whether the forecasts were consistent with evidence obtained in other areas of the audit

• With the assistance of our fair value specialists, we evaluated the reasonableness valuation approaches for the Kate Spade Reporting Unit and the Kate Spade indefinite-lived brand intangible asset:

◦ Testing the inputs underlying the determination of the discount rate and testing the mathematical accuracy of the calculation;

◦ Developing a range of independent estimates and comparing those to the discount rate selected by management;

◦ Evaluating the reasonableness of the selected methodology to value the Kate Spade indefinite-lived brand intangible;

◦ Evaluating the reasonableness of the selected guideline public companies as well as benchmarking the selected multiples against these guidelines public companies;

◦ Testing the source information underlying the determination of the market multiples;

◦ Evaluating the acceptability of the weighting applied to value indications from different valuation techniques;

◦ Evaluating the implied equity premium and the market value of equity

• We evaluated the reasonableness of the inputs and the mathematical accuracy of the calculation used to calculate the impairment recorded.

/s/ DELOITTE & TOUCHE LLP

30 unchanged sentences

CONSOLIDATED BALANCE SHEETS

2025 June 29,

Current Assets:

6 unchanged sentences

Other current assets 98.5 139.8

Assets held for sale 176.4 —

Total current assets 2,905.6 8,803.7

Property and equipment, net 514.7 564.5

Property and equipment, net of accumulated depreciation of $ 1,215.0 and $ 1,263.3 , respectively

Operating lease right-of-use assets 1,331.0 1,314.4

10 unchanged sentences

Current debt 16.7 303.4

Liabilities held for sale 48.2 —

Total current liabilities 1,556.9 1,711.6

2 unchanged sentences

Deferred income taxes 79.8 251.3

Long-term income taxes payable — 43.5

Other liabilities 502.5 375.1

17 unchanged sentences

Fiscal Year Ended

2025 June 29,

(millions, except per share data)

2 unchanged sentences

Gross profit 5,288.9 4,889.5 4,714.9

Selling, general and administrative expenses 3,749.4 3,542.5 3,474.6

Other selling, general and administrative expenses 4,019.1 3,749.4 3,542.5

Impairment of goodwill and intangible assets 854.8 — —

Operating income (loss) 415.0 1,140.1 1,172.4

15 unchanged sentences

Fiscal Year Ended

2025 June 29,

Net income (loss) $ 183.2 $ 816.0 $ 936.0

15 unchanged sentences

Share-based compensation — — 78.8 — — 78.8

Repurchase of common stock ( 42.0 ) ( 0.4 ) — ( 1,599.6 ) — ( 1,600.0 )

Repurchase of common stock, including excise tax ( 17.8 ) ( 0.2 ) — ( 703.3 ) — ( 703.5 )

Dividends declared ($ 1.20 per share)

8 unchanged sentences

— — — ( 321.4 ) — ( 321.4 )

Balance at July 1, 2023 227.4 2.3 3,682.2 ( 1,216.8 ) ( 189.9 ) 2,277.8

Balance at June 29, 2024 230.2 2.3 3,762.7 ( 722.2 ) ( 145.9 ) 2,896.9

Net income (loss) — — — 183.2 — 183.2

10 unchanged sentences

Fiscal Year Ended

2025 June 29,

CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES

2 unchanged sentences

Depreciation and amortization 162.9 174.0 182.2

Impairment charges 854.8 — —

Provision for bad debt 3.6 4.3 5.7

2 unchanged sentences

Amortization of cloud computing arrangements 62.0 55.0 42.0

Acceleration program charges — — 14.8

Deferred income taxes ( 139.8 ) 2.5 41.2

18 unchanged sentences

Repurchase of common stock ( 1,718.7 ) — ( 703.5 )

Share repurchase not yet settled ( 300.0 ) — —

Proceeds from issuance of debt, net of discount 2,248.1 6,089.5 —

4 unchanged sentences

Taxes paid to net settle share-based awards ( 36.5 ) ( 32.7 ) ( 55.6 )

Other financing activity ( 1.2 ) ( 1.1 ) ( 1.0 )

Proceeds from revolving credit facility 1,016.5 — —

Repayment of revolving credit facility ( 1,000.0 ) — —

Other financing activities ( 1.2 ) ( 1.2 ) ( 1.1 )

Net cash provided by (used in) financing activities ( 7,175.2 ) 5,214.4 ( 1,035.9 )

Effect of exchange rate changes on cash and cash equivalents 26.3 ( 12.2 ) ( 8.7 )

Net (decrease) increase in cash and cash equivalents, including cash classified within assets held for sale ( 5,018.3 ) 5,415.9 ( 63.7 )

net (decrease) increase in cash classified within current assets held for sale ( 23.7 ) — —

Net (decrease) increase in cash and cash equivalents ( 5,042.0 ) 5,415.9 ( 63.7 )

10 unchanged sentences

Tapestry, Inc.

(the "Company") is a leading New York-based house of iconic accessories and lifestyle brands.

Our global house of brands unites the magic of Coach, kate spade new york, and Stuart Weitzman.

Each of our brands are unique and independent, while sharing a commitment to innovation and authenticity defined by distinctive products and differentiated customer experiences across business channels and geographies.

We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable and to build a company that’s equitable, inclusive and diverse.

(the "Company") is a house of iconic accessories and lifestyle brands.

Our global house of brands unites the magic of Coach and kate spade new york.

We use our collective strengths to move our customers and empower our communities, to make the fashion industry more sustainable, and to harness the power of an inclusive culture.

Individually, our brands are iconic.

Together, we can stretch what’s possible.

The Company operates in three reportable segments:

Coach, Kate Spade and Stuart Weitzman.

See Note 17, "Segment Information," for additional information.

The Coach, Kate Spade and Stuart Weitzman segments include global sales of products to customers through our direct-to-consumer ("DTC"), wholesale and licensing businesses.

On February 16, 2025, the Company entered into a sale and purchase agreement (the “Purchase Agreement”) with Caleres, Inc.

(the “Purchaser”) to sell the Stuart Weitzman Business (defined below).

The sale was completed on August 4, 2025.

Refer to Note 5, "Acquisitions and Divestitures," and Note 21, "Subsequent Events," for further information.

BASIS OF PRESENTATION AND ORGANIZATION

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The fiscal year ended June 28, 2025 (“fiscal 2025”) was a 52-week period.

The fiscal year ended July 1, 2023 (“fiscal 2023”) was a 52-week period and the fiscal year ended July 2, 2022 (“fiscal 2022”) was a 52-week period.

The fiscal year ended June 29, 2024 (“fiscal 2024”) was a 52-week period and the fiscal year ended July 1, 2023 (“fiscal 2023”) was a 52-week period.

The fiscal year ending June 27, 2026 (“fiscal 2026”) will be a 52-week period.

Covid-19 Pandemic

The Covid-19 pandemic has resulted in varying degrees of business disruption for the Company since it began in fiscal 2020 and has impacted all regions around the world, resulting in restrictions and shutdowns implemented by national, state, and local authorities.

Such disruptions persisted into the beginning of fiscal 2023, and the Company's results in Greater China were adversely impacted as a result of the Covid-19 pandemic.

Towards the end of the first half of fiscal 2023, certain government restrictions were lifted in the region and business trends improved.

During fiscal 2024, the Covid-19 pandemic did not materially impact our business or operating results.

We continue to monitor the latest developments regarding the Covid-19 pandemic and potential impacts on our business, operating results and outlook.

Use of Estimates

14 unchanged sentences

All intercompany transactions and balances are eliminated in consolidation.

Additionally, GAAP requires the consolidation of all entities for which a Company has a controlling voting interest and all variable interest entities (“VIEs”) for which a Company is deemed to be the primary beneficiary.

An entity is generally a VIE if it meets any of the following criteria:

(i) the entity has insufficient equity to finance its activities without additional subordinated financial support from other parties, (ii) the equity investors cannot make significant decisions about the entity’s operations or (iii) the voting rights of some investors are not proportional to their obligations to absorb the expected losses of the entity or receive the expected returns of the entity and substantially all of the entity’s activities involve or are conducted on behalf of the investor with disproportionately few voting rights.

Share Repurchases

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Under Maryland law, the Company's state of incorporation, there are no treasury shares.

All repurchased shares are authorized but unissued shares and these shares may be issued in the future for general corporate and other purposes.

All repurchased shares are authorized but unissued shares;

these shares may be issued in the future for general corporate and other purposes.

The Company may terminate or limit the stock repurchase program at any time.

The Company accrues for the shares purchased under the share repurchase plan based on the trade date.

Purchases of the Company's common stock are executed through open market purchases, including through purchase agreements under Rule 10b5-1.

Effective January 1, 2023, the Company is subject to a 1% excise tax on net share repurchases as part of the Inflation Reduction Act of 2022, which is recorded in Retained earnings as part of Stockholders' Equity.

Purchases of the Company's common stock may be executed through open market purchases including through purchase agreements under Rule 10b5-1, in privately negotiated transactions or in other transactions, including accelerated share repurchase programs.

Excise tax on net share repurchases are recorded in Retained earnings as part of Stockholders' Equity.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Supplier Finance Program

To improve our working capital efficiency, the Company makes available to certain suppliers a voluntary supply chain finance (“SCF”) program that enables our suppliers to sell their receivables from the Company to a global financial institution on a non-recourse basis at a rate that leverages our credit rating.

The Company does not have the ability to refinance or modify payment terms to the global financial institution through the SCF program.

No guarantees are provided by the Company or any of our subsidiaries under the SCF program.

The Company’s payment obligations, including the amounts due and payment terms, which generally do not exceed 90 days, are not impacted by suppliers’ participation in the program.

As of June 29, 2024 and July 1, 2023, $ 294.9 million and $ 305.4 million, respectively, was related to suppliers eligible to participate in the Company's SCF program.

A rollforward of the outstanding obligations confirmed as valid under the SCF program, which are presented within Accounts payable on the Consolidated Balance Sheets, is presented below:

Obligations outstanding, beginning of year $ 305.4 $ 393.2

Invoices added during the year 1,349.8 1,397.5

Invoices settled during the year ( 1,360.3 ) ( 1,485.3 )

Obligations outstanding, end of year $ 294.9 $ 305.4

SIGNIFICANT ACCOUNTING POLICIES

8 unchanged sentences

Dividend and interest income are recognized when earned.

An entity is generally a VIE if it meets any of the following criteria:

Concentration of Credit Risk

4 unchanged sentences

The Company believes no significant concentration of credit risk exists with respect to these investments and accounts receivable.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

The Company holds inventory that is sold through retail, including e-commerce, and wholesale distribution channels.

3 unchanged sentences

A decrease in product demand due to changing customer tastes, buying patterns or increased competition could impact the Company's evaluation of its inventory and additional reserves might be required.

Held for Sale

Assets and liabilities to be disposed of by sale ("disposal groups") are reclassified into assets and liabilities held for sale on the Company's Consolidated Balance Sheets.

This reclassification occurs when all the held for sale criteria have been met.

Disposal groups are measured at the lower of carrying value or fair value less costs to sell.

Assets held for sale are not depreciated or amortized.

The Company assesses the recoverability of its disposal groups each reporting period it remains classified as held for sale and if its carrying value exceeds its fair value, less an estimated cost to sell, a loss on the remeasurement is recorded for the excess.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

Property and Equipment, Net

1 unchanged sentence

Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets.

Buildings are depreciated over 40 years and building improvements are depreciated over ten to 40 years.

Buildings are depreciated over forty years and building improvements are depreciated over ten to forty years .

Machinery and equipment are depreciated over lives of five to seven years , furniture and fixtures are depreciated over lives of three to ten years and software and computer equipment is generally depreciated over lives of three to seven years .

2 unchanged sentences

Maintenance and repair costs are charged to earnings as incurred while expenditures for major renewals and improvements are capitalized.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Valuation of Long-Lived Assets

17 unchanged sentences

Determination of the fair value of a reporting unit and intangible asset is based on management's assessment, considering independent third-party appraisals when necessary.

Furthermore, this determination is judgmental in nature and often involves

TAPESTRY, INC.

Notes to Consolidated Financial Statements

the use of significant estimates and assumptions, which may include projected future cash flows, discount rates, growth rates and determination of appropriate market comparables and recent transactions.

Furthermore, this determination is judgmental in nature and often involves the use of significant estimates and assumptions, which may include projected future cash flows, discount rates, growth rates and determination of appropriate market comparables and recent transactions.

These estimates and assumptions could have a significant impact on whether or not an impairment charge is recognized and the amount of any such charge.

The Company performs its annual impairment assessment of goodwill as well as brand intangibles during the fourth quarter of each fiscal year or if an event occurs that would more likely than not reduce the fair value below its carrying amount.

The Company determined that there was no impairment in fiscal 2024 or fiscal 2023.

In fiscal 2025, the Company recorded a goodwill impairment charge of $ 244.1 million related to the Kate Spade reporting unit and an intangible impairment charge of $ 610.7 million related to the Kate Spade indefinite-lived brand intangible asset within Impairment of goodwill and intangible assets in the Consolidated Statement of Operations.

The Company determined that there was no impairment in fiscal 2024.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Supplier Finance Program

The Company does not have the ability to refinance or modify payment terms to the global financial institution through the SCF program.

No guarantees are provided by the Company or any of our subsidiaries under the SCF program.

The Company’s payment obligations, including the amounts due and payment terms, which generally do not exceed 90 days, are not impacted by suppliers’ participation in the program.

As of June 28, 2025 and June 29, 2024, $ 272.8 million and $ 294.9 million, respectively, was related to suppliers eligible to participate in the Company's SCF program.

A rollforward of the outstanding obligations confirmed as valid under the SCF program, which are presented within Accounts payable on the Consolidated Balance Sheets, is presented below:

2025 June 29,

Obligations outstanding, beginning of year $ 294.9 $ 305.4

Invoices added during the year 1,455.2 1,349.8

Invoices settled during the year ( 1,477.3 ) ( 1,360.3 )

Obligations outstanding, end of year $ 272.8 $ 294.9

Operating Leases

19 unchanged sentences

As of the end of fiscal 2025 and fiscal 2024, the Company had asset retirement obligations of $ 58.4 million and $ 57.7 million, respectively, primarily classified within Other non-current liabilities in the Company's Consolidated Balance Sheets.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Revenue Recognition

7 unchanged sentences

Payment is due at the point of sale.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

The Company recognizes revenue within the wholesale business at the time title passes and risk of loss is transferred to customers, which is generally at the point of shipment of products but may occur upon receipt of the shipment by the customer in certain cases.

15 unchanged sentences

Distribution and customer service expenses include warehousing, order fulfillment, shipping and handling, customer service, employee compensation and bag repair costs.

SG&A expenses also include compensation costs for corporate functions, including the executive, finance, human resources, legal and information systems departments, as well as corporate headquarters occupancy costs, consulting fees and software expenses.

Shipping and Handling

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The balance of the Company's transportation-related costs related to its distribution network is included in SG&A expenses rather than in Cost of sales.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Advertising costs include expenses related to direct marketing activities, such as digital and other media and production costs.

9 unchanged sentences

Changes in the assumptions used to determine the Black-Scholes value could result in significant changes in the Black-Scholes value.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

The Company recognizes share-based compensation net of estimated forfeitures and revises the estimates in subsequent periods if actual forfeitures differ from the estimates.

16 unchanged sentences

Refer to Note 15, "Income Taxes," herein for further discussion on the Company's income taxes.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Derivative Instruments

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The Company is also exposed to foreign currency risk related to changes in the U.S.

dollar value of its net investment in foreign subsidiaries and interest rate risk attributed to changes in the benchmark interest rates on the Company's debt obligations, including future issuances.

dollar value of its net investment in foreign subsidiaries.

The Company uses derivative financial instruments to manage these risks.

2 unchanged sentences

The Company records all derivative contracts at fair value on the Consolidated Balance Sheets.

The fair values of foreign currency derivatives and interest rate derivatives are based on the forward curves of the specific indices upon which settlement is based and include an adjustment for the counterparty's or Company’s credit risk.

The fair values of foreign currency derivatives are based on the forward curves of the specific indices upon which settlement is based and include an adjustment for the counterparty's or Company’s credit risk.

Judgment is required of management in developing estimates of fair value.

3 unchanged sentences

Each derivative instrument entered into by the Company that qualifies for hedge accounting is expected to be highly effective at reducing the risk associated with the exposure being hedged.

For each derivative that is designated as a hedge, the

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Company documents the related risk management objective and strategy, including identification of the hedging instrument, the hedged item and the risk exposure, as well as how hedge effectiveness will be assessed over the term of the instrument.

For each derivative that is designated as a hedge, the Company documents the related risk management objective and strategy, including identification of the hedging instrument, the hedged item and the risk exposure, as well as how hedge effectiveness will be assessed over the term of the instrument.

The extent to which a hedging instrument has been and is expected to remain highly effective in achieving offsetting changes in fair value or cash flows is assessed and documented by the Company on at least a quarterly basis.

7 unchanged sentences

For cash flow reporting purposes, the Company classifies proceeds received or amounts paid upon the settlement of a derivative instrument in the same manner as the related item being hedged, primarily within cash from operating activities.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Hedging Portfolio

The Company enters into forward currency contracts primarily to reduce its risks related to exchange rate fluctuations on foreign currency denominated inventory transactions, as well as various cross-currency intercompany loans and payables.

This primarily includes exposure to exchange rate fluctuations in the Japanese Yen, the Chinese Renminbi and the Euro.

This primarily includes exposure to exchange rate fluctuations in the Japanese Yen, the Chinese Renminbi and the Canadian Dollar.

To the extent its derivative contracts designated as cash flow hedges are highly effective in offsetting changes in the value of the hedged items, the related gains (losses) are initially deferred in AOCI and subsequently recognized in the Consolidated Statements of Operations as part of the cost of the inventory purchases being hedged within Cost of sales, when the related inventory is sold to a third-party.

1 unchanged sentence

Forward foreign currency exchange contracts which are not designated as hedges of intercompany and other contractual obligations are recognized within Other expense (income) on the Company's Consolidated Statement of Operations.

The maturity date of most instruments held as of June 29, 2024 are in August 2024, and such contracts are typically renewed upon maturity if the related balance has not been settled.

The maturity date of most instruments held as of June 28, 2025 range from August 2025 to September 2025, and such contracts are typically renewed upon maturity if the related balance has not been settled.

During fiscal 2024, the Company also entered into interest rate derivative contracts to reduce its risks related to changes in the benchmark interest rates on its debt obligations.

1 unchanged sentence

The related gains (losses) were initially deferred in AOCI and are subsequently recognized in the Consolidated Statements of Operations as interest income (expense) in the same periods during which the hedged interest payments associated with the Company’s borrowings are recorded in earnings.

As of June 29, 2024, there were no interest rate derivative contracts outstanding.

The Company also enters into cross-currency swaps to reduce its risks related to exchange rate fluctuations on net investments in foreign subsidiaries, including our net investment in Euro-denominated subsidiaries and Japanese Yen-denominated subsidiaries against future volatility in the exchange rates between the United States dollar and their local currencies.

As of June 28, 2025 and June 29, 2024, there were no interest rate derivative contracts outstanding.

The Company also enters into cross-currency swaps to reduce its risks related to exchange rate fluctuations on net investments in foreign subsidiaries, including our net investment in Euro-denominated subsidiaries, Japanese Yen-denominated subsidiaries and Chinese Renminbi subsidiaries against future volatility in the exchange rates between the United States dollar and their local currencies.

The related gains (losses) are deferred in AOCI until the net investment is sold or liquidated, and current maturity dates range from November 2027 to March 2035.

4 unchanged sentences

The resulting translation adjustments are included in the Consolidated Statements of Comprehensive Income as a component of Other comprehensive income (loss) (“OCI”) and in the Consolidated Statements of Equity within AOCI.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

The Company recognizes gains and losses on transactions that are denominated in a currency other than the respective entity's functional currency in earnings.

Foreign currency transaction gains and losses also include amounts realized on the settlement of certain intercompany loans with foreign subsidiaries.

Reclassification

A reclassification has been made to the prior period's financial information to conform to the current period's presentation.

Amortization expense, related to the Company’s cloud computing arrangements of $ 42.0 million in Fiscal 2023 and $ 10.7 million in Fiscal 2022, respectively, have been reclassified out of Other assets and into Amortization of cloud computing arrangements within the Company’s Consolidated Statements of Cash Flows.

Recently Adopted Accounting Pronouncements

In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No.

2022-04, "Liabilities—Supplier Finance Programs (Subtopic 405-50)", which is intended to enhance the transparency of supplier finance programs.

The ASU requires the buyer in a supplier finance program to disclose sufficient information about the program in order to allow a user of financial statements to understand the program's nature, activity during the period, changes from period to period and potential magnitude.

The Company adopted ASU 2022-04 as of the beginning of fiscal 2024.

The adoption of ASU 2022-04 did not have an impact on the Company's consolidated financial statements other than the new disclosure requirements.

Refer to Note 2, "Basis of Presentation and Organization", for additional information.

Recently Issued Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (the "FASB") issued ASU No.

In November 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No.

2023-07, "Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures", which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

Improvements to Reportable Segment Disclosures", which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

The amendments will require public entities to disclose significant segment expenses that are regularly provided to the chief operating decision maker and included within segment profit and loss.

The amendments will be effective for the Company's annual reporting periods beginning in fiscal year 2025 and for interim periods beginning in fiscal year 2026, with early adoption permitted, and will be applied retrospectively to all prior periods presented in the financial statements.

The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

The Company adopted ASU 2023-07 for fiscal year 2025.

The adoption of ASU 2023-07 did not have an impact on the Company's consolidated financial statements other than the new disclosure requirements.

Refer to Note 17, "Segment Information", for additional information.

Recently Issued Accounting Pronouncements

In December 2023, the FASB issued ASU No.

3 unchanged sentences

The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

In November 2024, the FASB issued ASU No.

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

Disaggregation of Income Statement Expenses", which is intended to improve the disclosures about expenses and address requests from investors for more detailed information about the types of costs and expenses included in certain expense captions presented on the income statement.

The amendments will be effective for the Company's annual reporting periods beginning in fiscal year 2028 and for interim periods beginning in fiscal year 2029, with early adoption permitted.

The amendments may be applied retrospectively to all prior periods presented in the financial statements or prospectively upon adoption.

The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.

The Company recognizes revenue primarily from sales of the products of its brands through our Direct-to-consumer ("DTC") business, which includes our retail stores and e-commerce sites, along with our wholesale business.

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The Company has elected a practical expedient not to disclose the remaining performance obligations that are unsatisfied as of the end of the period related to contracts with an original duration of one year or less or variable consideration related to sales-based royalty arrangements.

There are no other contracts with transaction price allocated to remaining performance obligations other than future minimum royalties as discussed below, which are not material.

There are no other contracts with transaction price allocated to remaining performance obligations other than future minimum royalties as discussed above, which are not material.

Other practical expedients elected by the Company include (i) assuming no significant financing component exists for any contract with a duration of one year or less, (ii) accounting for shipping and handling as a fulfillment activity within SG&A expense regardless of the timing of the shipment in relation to the transfer of control and (iii) excluding sales and value added tax from the transaction price.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Direct-to-Consumer

9 unchanged sentences

These programs are immaterial individually and in the aggregate.

The Company recognizes revenue within the wholesale channel at the time title passes and risk of loss is transferred to customers, which is generally at the point of shipment of products but may occur upon receipt of the shipment by the customer in certain cases.

Payment is generally due 30 to 90 days after shipment.

1 unchanged sentence

Discounts are based on contract terms with the customer, while cooperative advertising allowances and other consideration may be based on contract terms or negotiated on a case-by-case basis.

Returns and markdowns generally require approval from the Company and are estimated based on historical trends, current season results and inventory positions at the wholesale locations, current market and economic conditions as well as, in select cases, contractual terms.

Returns and markdowns generally require approval from the Company and are estimated based on historical trends, current season results and inventory positions at the

TAPESTRY, INC.

Notes to Consolidated Financial Statements

wholesale locations, current market and economic conditions as well as, in select cases, contractual terms.

The Company's historical estimates of these variable amounts have not differed materially from actual results.

4 unchanged sentences

Contract assets and liabilities and contract costs related to the licensing arrangements are immaterial as the licensing business represents approximately 1 % of total net sales in the fiscal year ended June 28, 2025.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Disaggregated Net Sales

15 unchanged sentences

Total $ 4,360.3 $ 1,015.8 $ 895.1 $ 389.7 $ 6,660.9

(1) Greater China includes mainland China, Hong Kong SAR and Macao SAR, and Taiwan.

(2) Other Asia includes Japan, Malaysia, Australia, New Zealand, South Korea, Singapore, and other countries within Asia.

(1) Greater China includes mainland China, Taiwan, Hong Kong SAR, and Macao SAR.

(2) Other Asia includes Japan, Malaysia, Australia, South Korea, Singapore, and other countries primarily within Asia.

(3) Other sales primarily represents sales in Europe and the Middle East as well as royalties earned from the Company's licensing partners.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Deferred Revenue

1 unchanged sentence

Additional deferred revenue may result from sales-based royalty payments received or receivable which exceed the revenue recognized during the contractual period.

The balance of such amounts as of June 29, 2024 and July 1, 2023 was $ 45.5 million and $ 43.0 million, respectively, which were primarily recorded within Accrued liabilities on the Company's Consolidated Balance Sheets and are generally expected to be recognized as revenue within a year.

The balance of such amounts as of June 28, 2025 and June 29, 2024 was $ 38.0 million and $ 45.5 million, respectively, which were primarily recorded within Accrued liabilities on the Company's Consolidated Balance Sheets and are generally expected to be recognized as revenue within a year.

For the fiscal year ended June 28, 2025, net sales of $ 24.2 million were recognized from amounts recorded as deferred revenue as of June 29, 2024.

For the fiscal year ended June 29, 2024, net sales of $ 27.7 million were recognized from amounts recorded as deferred revenue as of July 1, 2023.

For the fiscal year ended July 1, 2023, net sales of $ 23.5 million were recognized from amounts recorded as deferred revenue as of July 2, 2022.

ACQUISITIONS AND DIVESTITURES

Stuart Weitzman Business Divestiture

On February 16, 2025, the Company entered into a sale and purchase agreement (the “Purchase Agreement”) with Caleres, Inc.

(the “Purchaser”) to sell the Stuart Weitzman Business (as defined below).

The Purchaser acquired certain assets and liabilities of the Company's global business of designing, manufacturing, promotion, marketing, production, distribution, sales and licensing of Stuart Weitzman branded products (the "Stuart Weitzman Business") for total cash consideration of $ 105.0 million (the "Purchase Price").

The Purchase Price is subject to customary adjustments for cash, indebtedness, net working capital and transaction expenses.

The sale was completed on August 4, 2025 (the "Stuart Weitzman Business Divestiture").

Refer to Note 21, "Subsequent Events," for further information.

In fiscal 2025, the Company determined that certain assets and liabilities related to the Company's Stuart Weitzman Business met the criteria for classification as held for sale.

The planned sale of the Stuart Weitzman Business does not represent a strategic shift that will have a major effect on the Company's operations and financial results and therefore does not qualify for presentation as a discontinued operation.

The assets and liabilities of the Stuart Weitzman Business are recorded at the lower of their carrying values or estimated fair values, less any costs to sell.

In fiscal 2025, the Company incurred total pre-tax charges related to the Stuart Weitzman Business Divestiture of $ 23.7 million primarily due to the loss on remeasurement of the business held for sale, professional fees, share-based compensation expense and store impairment which were recorded in selling, general and administrative ("SG&A") expenses mainly within the Corporate segment on the Consolidated Statements of Operations.

As of June 28, 2025, the assets and liabilities relating to the Stuart Weitzman Business are presented in the Consolidated Balance Sheet as Assets held for sale and Liabilities held for sale.

Long-lived assets classified as held for sale are not depreciated or amortized.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Under the terms of the Merger Agreement, Tapestry has agreed to acquire any and all of Capri’s ordinary shares (other than (a) Capri’s ordinary Shares that are issued and outstanding immediately prior to the consummation of the acquisition that are owned or held in treasury by the Company or by Capri or any of its direct or indirect subsidiaries and (b) Capri’s ordinary shares that are issued and outstanding immediately prior to the consummation of the acquisition that are held by holders who have properly exercised dissenters’ rights in accordance with, and who have complied with, Section 179 of the BVI Business Companies Act, 2004 (as amended) of the British Virgin Islands) in cash at a purchase price of $ 57.00 per share, without interest, subject to any required tax withholding as provided in the Merger Agreement.

The enterprise value is expected to be approximately $ 8.50 billion and the transaction is expected to close during calendar year 2024 (the "Capri Acquisition").

On October 25, 2023, at a special meeting of Capri's shareholders, Capri's shareholders approved the Merger Agreement and the transactions contemplated thereby.

The Company has received regulatory approval from all applicable jurisdictions except for the United States.

The FTC’s complaint alleges that the Capri Acquisition, if consummated, would violate Section 7 of the Clayton Act and that the Merger Agreement and the Capri Acquisition constitute unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined.

The Company believes the FTC’s claims are without merit and intends to defend the lawsuit vigorously.

The following table presents the major classes of assets and liabilities that were classified as assets and liabilities held for sale, respectively, in the Consolidated Balance Sheets:

June 28, 2025

Assets held for sale:

Cash and cash equivalents $ 23.7

Trade accounts receivable, net 10.5

Inventories 91.5

Prepaid expenses 1.7

Other current assets 8.5

Property and equipment, net 7.3

Operating lease right-of-use assets 25.5

Intangible assets 18.2

Deferred income taxes 0.1

Other assets 2.1

Allowance for reduction of assets held for sale (1)

Total assets held for sale $ 176.4

Liabilities held for sale:

Accounts payable $ 8.4

Accrued liabilities 11.2

Current portion of operating lease liabilities 9.9

Long-term operating lease liabilities 17.0

Other liabilities 1.7

Total liabilities held for sale $ 48.2

(1) In connection with the held for sale classification, the Company recognized a $ 12.7 million pre-tax loss on the remeasurement of the assets and liabilities of the Stuart Weitzman Business.

This impairment was charged to a contra asset account, Allowance for reduction of assets held for sale, within Total assets held for sale.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Capri Holdings Limited Acquisition

On August 10, 2023, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") by and among the Company, Sunrise Merger Sub, Inc., a direct wholly owned subsidiary of Tapestry ("Merger Sub"), and Capri Holdings Limited ("Capri" and, together with us and Merger Sub, the "Parties"), pursuant to which, among other things, Merger Sub would merge with and into Capri (the "Merger") with Capri surviving the Merger and continuing as a wholly owned subsidiary of the Company ("the Capri Acquisition").

On April 22, 2024, the FTC filed a complaint against the Company and Capri in the United States District Court for the Southern District of New York seeking to enjoin the consummation of the Capri Acquisition, and on October 24, 2024, the Court issued its Opinion and Order granting the FTC's request for a preliminary injunction of the Merger, pending an administrative trial on the merits which was scheduled to begin on December 9, 2024.

On October 28, 2024, the Company and Capri filed a Notice of Appeal with respect to the October 24, 2024 Opinion and Order.

On November 6, 2024, the United States Court of Appeals for the Second Circuit entered an order setting an expedited briefing schedule for the appeal of the decision of the United States District Court of the Southern District of New York granting the preliminary injunction of the merger.

On November 13, 2024, the Parties entered into a Termination Agreement (the “Termination Agreement”), pursuant to which the Parties agreed to terminate the Merger Agreement, including all schedules and exhibits thereto and all ancillary agreements contemplated thereby or entered pursuant thereto (the “Termination Date”), effective immediately.

Pursuant to the Termination Agreement, the Company agreed to reimburse Capri for its expenses in an amount equal to $ 45.1 million in cash on November 14, 2024.

The Parties also agreed to release each other from claims, demands, damages, actions, causes of action and liability relating to or arising out of the Merger Agreement and the transactions contemplated therein or thereby.

Following termination of the Merger Agreement, the Parties and the FTC filed a stipulation withdrawing the appeal to the United States Court of Appeals for the Second Circuit on November 19, 2024 and the Second Circuit dismissed the appeal on November 20, 2024.

The Parties and the FTC also filed a Joint Motion to dismiss the complaint in the administrative trial on November 15, 2024 and the FTC dismissed the complaint on December 4, 2024.

In order to finance the Capri Acquisition, on November 27, 2023, the Company issued $ 4.50 billion of senior unsecured notes (the "Capri Acquisition USD Senior Notes") and € 1.50 billion of Euro-denominated senior unsecured notes (the "Capri Acquisition EUR Senior Notes" and, together with the Capri Acquisition USD Senior Notes, the "Capri Acquisition Senior Notes") which, together with the $ 1.40 billion of delayed draw unsecured term loan facilities (the "Capri Acquisition Term Loan Facilities") executed on August 30, 2023, complete the expected financing for the Capri Acquisition.

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Refer to Note 8, "Investments," and Note 11, "Fair Value Measurements," for further detail on our cash equivalents and Short-term investments, and Note 12, "Debt," for further information on our existing debt instruments related to the acquisition.

In conjunction with the Capri Acquisition, in fiscal 2024, the Company incurred $ 226.6 million in pre-tax expenses, primarily related to financing-related expenses and professional fees.

On November 25, 2024, due to the termination of the Merger Agreement and pursuant to the terms of the indenture governing the Capri Acquisition Senior Notes, as supplemented, the Company redeemed all outstanding Capri Acquisition Senior Notes at a redemption price of 101 % of the aggregate principal amount of such Capri Acquisition Senior Notes, plus accrued and unpaid interest to, but excluding, the date of redemption (such redemption, the “Special Mandatory Redemption”).

In addition, the Capri Acquisition Term Loan Facilities were terminated concurrently with the execution of the Termination Agreement on November 13, 2024.

Refer to Note 12, "Debt," for further information on our debt instruments related to the Capri Acquisition.

During fiscal 2025, the Company incurred $ 268.4 million in pre-tax expenses primarily related to Loss on extinguishment of debt as a result of the redemption of the Capri Acquisition Senior Notes recorded within Loss on extinguishment of debt on the Consolidated Statement of Operations, financing-related expenses recorded within Interest expense, net on the Consolidated Statement of Operations, expense reimbursement payment made to Capri recorded within SG&A expenses on the Consolidated Statement of Operations and professional fees recorded within SG&A expenses on the Consolidated Statement of Operations.

During fiscal 2024, the Company incurred $ 226.6 million in pre-tax expenses, primarily related to financing-related expenses recorded within Interest expense, net on the Consolidated Statement of Operations and professional fees recorded within SG&A expenses on the Consolidated Statement of Operations.

TAPESTRY, INC.

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Net current-period other comprehensive income (loss) 22.2 ( 0.2 ) 22.0 44.0

Balances at July 1, 2023

Balances at June 29, 2024

$ 57.1 $ ( 0.2 ) $ ( 202.8 ) $ ( 145.9 )

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$ ( 0.1 ) $ — $ ( 261.1 ) $ ( 261.2 )

(1) The ending balances of AOCI related to cash flow hedges are net of tax of $( 2.7 ) million and $( 2.9 ) million as of June 29, 2024 and July 1, 2023, respectively.

The amounts reclassified from AOCI are net of tax of $( 0.2 ) million and $ 1.1 million as of June 29, 2024 and July 1, 2023, respectively.

(2) The ending balances of AOCI related to foreign currency translation adjustments includes a gain of $ 9.9 million, net of tax of $( 6.7 ) million, and a loss of $ 55.7 million, net of tax of $( 0.8 ) million, as of June 29, 2024 and July 1, 2023, respectively, related to changes in the fair values of instruments designated as hedges of the Company's net investment in certain foreign operations.

(1) The ending balances of AOCI related to cash flow hedges are net of tax of $ 0.7 million and $( 2.7 ) million as of June 28, 2025 and June 29, 2024, respectively.

The amounts reclassified from AOCI are net of tax of $( 1.9 ) million and $( 0.2 ) million as of June 28, 2025 and June 29, 2024, respectively.

(2) The ending balances of AOCI related to the fair values of instruments designated as hedges of the Company's net investment in certain foreign operations as included in foreign currency translation adjustments are a loss of $ 114.4 million, net of tax of $ 28.0 million, and a gain of $ 9.9 million, net of tax of $( 6.7 ) million, as of June 28, 2025 and June 29, 2024, respectively.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

SHARE-BASED COMPENSATION

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The following table shows the total compensation cost charged against income for these plans and the related tax benefits recognized in the Consolidated Statements of Operations:

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 (1)

June 29, 2024 July 1, 2023

Share-based compensation expense $ 91.4 $ 85.9 $ 78.8

$ 85.9 $ 78.8 $ 89.4

Income tax benefit related to share-based compensation expense 18.7 17.5 12.9

(1) There was no share-based compensation expense under the Acceleration program during fiscal years ended June 29, 2024 and July 1, 2023.

During the fiscal year ended July 2, 2022, the Company incurred $ 17.2 million of share-based compensation expense related to Acceleration Program.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

(1) During fiscal year ended June 28, 2025, the Company incurred $ 2.7 million of share-based compensation expense related to the modification of award terms in connection with the sale of the Stuart Weitzman Business and $ 1.4 million of share-based compensation expense related to its Organizational Efficiency Costs.

Refer to Note 5, "Acquisitions and Divestitures" for further information.

Stock-Based Plans

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These plans were approved by the Company's stockholders.

The exercise price of each stock option equals 100 % of the market price of the Company's stock on the date of grant and generally has a maximum term of 10 years.

The exercise price of each stock option equals 100 % of the market price of the Company's stock on the date of grant and generally has a maximum term of ten years .

Stock options and service-based share awards that are granted as part of the annual compensation process generally vest ratably over four years .

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The Company issues new shares upon the exercise of stock options or vesting of share awards.

TAPESTRY, INC.

Notes to Consolidated Financial Statements

Stock Options

4 unchanged sentences

(millions) (millions)

Outstanding at July 1, 2023 8.7 $ 34.02

Outstanding at June 29, 2024 8.2 $ 32.59

Granted 1.0 40.71

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The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model and the following weighted-average assumptions:

2025 June 29,

Expected term (years) 4.9 5.0 4.9

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Average Grant- Date Fair Value per RSU

Non-vested at July 1, 2023 5.9 $ 28.69

Non-vested at June 29, 2024 5.2 $ 32.96

Granted 1.9 42.39

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Average Grant- Date Fair Value per PRSU

Non-vested at July 1, 2023 0.7 $ 38.27

Non-vested at June 29, 2024 1.2 $ 36.74

Granted 0.4 47.73

Change due to performance condition achievement — —

Vested ( 0.3 ) 42.31

Forfeited ( 0.2 ) 39.58

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Fiscal Year Ended

2025 June 29,

Expected term (years) 0.5 0.5 0.5

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The following table summarizes the Company’s primarily U.S.

dollar-denominated investments, recorded within the Consolidated Balance Sheets as of June 29, 2024 and July 1, 2023:

June 29, 2024 July 1, 2023

dollar-denominated investments, recorded within the Consolidated Balance Sheets as of June 28, 2025 and June 29, 2024:

June 28, 2025 June 29, 2024

Short-term Long-term (2)

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(2) Long-term investments are presented within Other assets on the Consolidated Balance Sheets.

There were no material gross realized and unrealized gains or losses on available-for-sale investments as of the periods ended June 29, 2024 and July 1, 2023.

The Company recognized a pre-tax gain of $ 2.6 million on available-for-sale investments during the fiscal year ended June 28, 2025.

These gains are included within Other expense (income) on the Consolidated Statements of Operations.

Additionally, the Company has no material unrealized gains on available-for-sale investments as of June 28, 2025 included within Comprehensive income (loss) on the Consolidated Statements of Comprehensive Income (Loss).

There were no material gross realized and unrealized gains or losses on available-for-sale investments as of the fiscal year ended June 29, 2024.

TAPESTRY, INC.

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The Company leases retail space, office space, warehouse facilities, fulfillment centers, storage space, machinery, equipment and certain other items under operating leases.

The Company's leases have initial terms ranging from 1 to 20 years and may have renewal or early termination options ranging from 1 to 10 years.

The Company's leases have initial terms ranging from one to twenty years and may have renewal or early termination options ranging from one to ten years .

These leases may also include rent escalation clauses or lease incentives.

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Notes to Consolidated Financial Statements (Continued)

The following table summarizes the ROU assets and lease liabilities recorded on the Company's Consolidated Balance Sheets as of June 29, 2024 and July 1, 2023 :

June 29, 2024 July 1, 2023 Location Recorded on the Consolidated Balance Sheets

The following table summarizes the ROU assets and lease liabilities recorded on the Company's Consolidated Balance Sheets as of June 28, 2025 and June 29, 2024 :

June 28, 2025 June 29, 2024 Location Recorded on the Consolidated Balance Sheets

Operating leases $ 1,331.0 $ 1,314.4 Operating lease right-of-use assets

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Total lease liabilities $ 1,504.6 $ 1,525.1

The following table summarizes the composition of net lease costs, primarily recorded within SG&A expenses on the Company's Consolidated Statement of Operations for the fiscal year ended June 29, 2024 and July 1, 2023 :

Fiscal Year Ended

June 29, 2024 July 1, 2023

June 28, 2025 June 29, 2024

Finance lease cost:

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Notes to Consolidated Financial Statements (Continued)

The following table summarizes certain cash flow information related to the Company's leases for the fiscal year ended June 29, 2024 and July 1, 2023 :

The following table summarizes certain cash flow information related to the Company's leases for the fiscal year ended June 28, 2025 and June 29, 2024 :

Fiscal Year Ended

June 29, 2024 July 1, 2023

June 28, 2025 June 29, 2024

Cash paid for amounts included in the measurement of lease liabilities:

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Right-of-use assets obtained in exchange for operating lease liabilities 327.7 246.2

Right-of-use assets obtained in exchange for finance lease liabilities — —

The following table provides a maturity analysis of the Company's lease liabilities recorded on the Consolidated Balance Sheets as of June 28, 2025 :

June 28, 2025

Operating Leases Finance Leases Total

Operating Leases

Fiscal 2026 $ 372.7

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Notes to Consolidated Financial Statements (Continued)

The following table summarizes the weighted-average remaining lease terms and weighted-average discount rates related to the Company's operating leases and finance leases recorded on the Consolidated Balance Sheets as of June 29, 2024 and July 1, 2023 :

June 29, 2024 July 1, 2023

June 28, 2025 June 29, 2024

Weighted average remaining lease term (years):

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DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The following tables provide information related to the Company's derivative instruments recorded on the Company's Consolidated Balance Sheets as of June 29, 2024 and July 1, 2023:

The following tables provide information related to the Company's derivative instruments recorded on the Company's Consolidated Balance Sheets as of June 28, 2025 and June 29, 2024:

Notional Value Derivative Assets Derivative Liabilities

Fair Value Fair Value

June 29, 2024 July 1, 2023 Consolidated Balance Sheet Classification June 29, 2024 July 1, 2023 Consolidated Balance Sheet Classification June 29, 2024 July 1, 2023

June 28, 2025 June 29, 2024 Consolidated Balance Sheet Classification June 28, 2025 June 29, 2024 Consolidated Balance Sheet Classification June 28, 2025 June 29, 2024

Designated Derivative Hedging Instruments:

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(4) As of June 28, 2025, the Company recorded $ 15.6 million within Other Current Assets and $ 0.0 million within Other Assets.

As of July 1, 2023, the Company recorded $ 13.1 million within Other Assets.

(5) As of June 29, 2024, the Company recorded $ 2.2 million within Accrued Liabilities and $ 137.2 million within Other Liabilities.

As of July 1, 2023, the Company recorded $ 90.5 million within Other Liabilities.

As of June 29, 2024, the Company recorded $ 11.6 million within Other Current Assets and $ 20.6 million within Other Assets.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following tables provides the pretax impact of gains and losses from the Company's designated derivative instruments on its Consolidated Financial Statements for the fiscal years ended June 29, 2024, July 1, 2023 and July 2, 2022:

(5) As of June 28, 2025, the Company recorded $ 6.9 million within Accrued Liabilities and $ 256.1 million within Other Liabilities.

As of June 29, 2024, the Company recorded $ 2.2 million within Accrued Liabilities and $ 137.2 million within Other Liabilities.

Amount of Gain (Loss) Recognized in OCI on Derivatives

Fiscal Year Ended

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 June 29, 2024 July 1, 2023

Cash flow hedges:

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Classification Fiscal Year Ended

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 June 29, 2024 July 1, 2023

Cash flow hedges:

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(3) Represents cross currency swap contracts ("CCS") and forward foreign exchange contracts ("FC") designated as derivative instruments in net investment hedging relationships, for which the difference between changes in fair value and periodic amortization of excluded components is recorded within AOCI.

The Company expects that $ 49.8 million of net derivative gain related to inventory purchases and interest rates included in Accumulated other comprehensive income at June 29, 2024 will be reclassified into earnings within the next 12 months.

This amount will vary due to fluctuations in foreign currency exchange rates and benchmark interest rates.

The Company expects that $ 1.3 million of net derivative gain related to inventory purchases included in Accumulated other comprehensive income at June 28, 2025 will be reclassified into earnings within the next 12 months.

This amount will vary due to fluctuations in foreign currency exchange rates.

The Company assesses the cross-currency swaps and forward exchange contracts used as net investment hedges under the spot method.

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The Company does not have any Level 3 investments.

The following table shows the fair value measurements of the Company’s financial assets and liabilities at June 29, 2024 and July 1, 2023:

The following table shows the fair value measurements of the Company’s financial assets and liabilities at June 28, 2025 and June 29, 2024:

Level 1 Level 2

2025 June 29,

2024 June 28,

2025 June 29,

Cash equivalents (1)

9 unchanged sentences

Inventory-related instruments (3)

— — 58.2 38.6

Net investment hedges (3)

17 unchanged sentences

However, on a periodic basis whenever events or changes in circumstances indicate that their carrying value may not be fully recoverable (and at least annually for goodwill and indefinite-lived intangible assets), non-financial instruments are assessed for impairment and, if applicable, written-down to and recorded at fair value, considering market participant assumptions.

The Company determines the fair values of these assets based on Level 3 measurements.

Inputs to these fair value measurements included estimates of the amounts and the timing of future discounted cash flows based on historical experience, current trends, market conditions and performance expectations.

During the fiscal year ended June 28, 2025, the Company recorded an impairment of $ 610.7 million to the Kate Spade indefinite-lived brand intangible and an impairment of $ 244.1 million to goodwill pertaining to the Kate Spade reporting unit.

Refer to Note 14, "Goodwill and Other Intangible Assets" for further information.

During the fiscal year ended June 28, 2025, the Company recorded $ 5.8 million of impairment charges to reduce the carrying amount of certain store assets within property and equipment, net to their estimated fair values.

During the fiscal year ended July 1, 2023, the Company recorded $ 5.9 million of impairment charges to reduce the carrying amount of certain store assets within property and equipment, net to their estimated fair values.

During the fiscal year ended June 29, 2024, the Company did not have any impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values.

During the fiscal year ended July 1, 2023, the Company recorded $ 1.3 million of impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values.

The fair value of store assets were determined based on Level 3 measurements.

Inputs to these fair value measurements included estimates of the amounts and the timing of the stores' net future discounted cash flows based on historical experience, current trends and market conditions.

During the fiscal year ended June 29, 2024, the Company recorded $ 6.3 million of impairment charges to reduce the carrying amount of certain store assets within property and equipment, net to their estimated fair values.

During the fiscal year ended June 28, 2025, the Company recorded $ 3.0 million of impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values.

During the fiscal year ended June 29, 2024, the Company did no t have any impairment charges to reduce the carrying amount of certain operating lease right-of-use assets to their estimated fair values

TAPESTRY, INC.

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The following table summarizes the components of the Company’s outstanding debt:

2025 June 29,

Current Debt:

Term Loan due 2027 $ — $ 25.0

4.250 % Senior Notes due 2025

China Credit Facility (1)

Total Current Debt $ 16.7 $ 303.4

Long-Term Debt:

Term Loan due 2027 $ — $ 443.8

USD Senior Notes:

7.050 % Senior Notes due 2025

6 unchanged sentences

7.850 % Senior Notes due 2033

5.500 % Senior Notes due 2035

EUR Senior Notes:

5 unchanged sentences

Total long-term debt, net $ 2,377.9 $ 6,937.2

(1) The carrying amounts of the Capri Acquisition EUR Senior Notes (as defined above) include the impact of changes in the exchange rate of the United States Dollar against the Euro.

(1) The amount outstanding under the China Credit Facility includes the impact of changes in the exchange rate of the United States Dollar against the Renminbi.

(2) The carrying amounts of the Capri Acquisition EUR Senior Notes include the impact of changes in the exchange rate of the United States Dollar against the Euro.

During fiscal 2025, 2024 and 2023 the Company recognized interest expense related to the outstanding debt of $ 271.2 million, $ 369.6 million and $ 72.8 million, respectively.

During fiscal 2024, interest expense was inclusive of $ 28.5 million related to Bridge Facility (as defined below) financing fees.

Capri Holdings Limited Acquisition

In order to finance the Capri Acquisition, on November 27, 2023, the Company issued $ 4.50 billion Capri Acquisition USD Senior Notes and € 1.50 billion Capri Acquisition EUR Senior Notes which, together with the $ 1.40 billion of delayed draw Capri Acquisition Term Loan Facilities executed on August 30, 2023, complete the expected financing for the Capri Acquisition.

Refer to Note 5, "Acquisitions," for further information.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Bridge Facility

In connection with our entry into the Merger Agreement, the Company entered into a commitment letter, dated as of August 10, 2023, with Bank of America, N.A., Morgan Stanley Senior Funding, Inc.

and the other commitment parties party thereto, to provide a 364-day senior unsecured bridge loan facility in an aggregate principal amount of up to $ 8.00 billion (the "Bridge Facility") to fund the purchase price of the Capri Acquisition and to pay related fees and expenses.

Upon entering into the Capri Acquisition Term Loan Credit Agreement (as defined below) and, as a result of the commitments thereunder with respect to the Capri Acquisition Term Loan Facilities (as defined below), the Bridge Facility commitments were reduced to $ 6.60 billion.

In November 2023, the Bridge Facility was terminated upon the issuance of approximately $ 6.10 billion of the Capri Acquisition Senior Notes by the Company.

Refer to the "Capri Acquisition USD Senior Notes" and "Capri Acquisition EUR Senior Notes" paragraphs below.

Capri Acquisition Term Loan Facilities

On August 30, 2023, the Company entered into a definitive credit agreement (such agreement, the "Capri Acquisition Term Loan Credit Agreement") whereby Bank of America, N.A, as administrative agent, and the other agents party thereto, and a syndicate of banks and financial institutions have committed to lend the Company, subject to the satisfaction or waiver of the conditions set forth in the Capri Acquisition Term Loan Credit Agreement, the Capri Acquisition Term Loan Facilities consisting of a $ 1.05 billion unsecured term loan facility maturing three years after the term loans thereunder are borrowed (the “ Three-Year Term Loan Facility”) and a $ 350.0 million term loan facility maturing five years after the term loans thereunder are borrowed (the “ Five-Year Term Loan Facility”).

The Company plans to use borrowings under the Capri Acquisition Term Loan Facilities to pay a portion of the consideration for the Capri Acquisition and to pay related fees and expenses.

Borrowings under the Capri Acquisition Term Loan Facilities bear interest at a rate per annum equal to, at the Company’s option, either (a) an alternate base rate or (b) a rate based on the forward-looking Secured Overnight Financing Rate ("SOFR") term rate administered by CME Group Benchmark Administration Limited (or any successor administrator) plus, in each case, an applicable margin.

The applicable margin will be adjusted by reference to a grid based on the ratio of (a) consolidated debt (with certain customary deductions for unrestricted cash and permitted investments) to (b) consolidated EBITDAR.

The applicable margin will initially be (x) in the case of the Three-Year Term Loan Facility, 0.250 % for base rate loans and 1.250 % for SOFR loans and (y) in the case of the Five-Year Term Loan Facility, 0.375 % for base rate loans and 1.375 % for SOFR loans.

Additionally, the Company will pay a ticking fee of 0.15 % on the average daily amount of the unused commitments of the Capri Acquisition Term Loan Facilities.

There were no outstanding borrowings on the Capri Acquisition Term Loan Facilities as of June 29, 2024.

During fiscal 2025 the Company recognized Loss on extinguishment of debt of $ 120.1 million, primarily related to redemption premiums, as well as unamortized debt issuance costs and discounts, as a result of the redemption of the Capri Acquisition USD Senior Notes in the second quarter of fiscal 2025.

There was no Loss on extinguishment of debt recognized by the Company during fiscal 2024 and fiscal 2023.

$ 2.00 Billion Revolving Credit Facility

On August 30, 2023, pursuant to that certain Amendment No.

1 to Credit Agreement (the "Amendment"), the Company amended its Existing Credit Agreement (as defined below), originally dated as of May 11, 2022, among the Company, as borrower, certain of our subsidiaries, as guarantors, Bank of America, N.A., as administrative agent, and the financial institutions parties thereto as lenders (the "Existing Credit Agreement", and as amended by the Amendment, the "Amended Credit Agreement") .

Under th e Amended Credit Agreement, a syndicate of financial institutions and other lenders provided increases to the aggregate commitments to the revolving facility under the Existing Credit Agreement from $ 1.25 billion to $ 2.00 billion (the “Revolving Credit Facility”).

The Revolving Credit Facility will mature on May 11, 2027.

Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to, at the Company’s option, (i) for borrowings in U.S.

Dollars, either (a) an alternate base rate or (b) a rate based on the forward-looking SOFR term rate administered by CME Group Benchmark Administration Limited (or any successor administrator satisfactory to the administrative agent), (ii) for borrowings in Euros, the Euro Interbank Offered Rate, (iii) for borrowings in Pounds Sterling, the Sterling Overnight Index Average Reference Rate and (iv) for borrowings in Japanese Yen, the Tokyo Interbank Offer Rate, plus, in each case, an applicable margin.

The applicable margin will be adjusted by reference to a grid (the “Pricing Grid”) based on the ratio of (a) consolidated debt to (b) consolidated EBITDAR.

Additionally, the Company will pay facility fees, calculated at a rate per annum determined in accordance with the Pricing Grid, on the full amount of the Revolving Credit Facility, payable quarterly in arrears, and certain fees with respect to letters of credit that are issued.

The Revolving Credit Facility may be used to finance the working capital needs, capital expenditures, permitted investments, share purchases, dividends and other general corporate purposes of the Company and its subsidiaries (which may include commercial paper backup).

Additionally, up to $ 250 million of the Revolving Credit Facility will be available on a funds certain basis to fund the purchase price of the Capri Acquisition and to pay related fees and expenses.

There were no outstanding borrowings on the Revolving Credit Facility as of June 29, 2024.

On May 22, 2025, the Company announced it entered into a definite agreement to refinance and replace the Company's unsecured revolving facility dated May 11, 2022 ( the "Existing Revolving Credit Facility") with a new revolving credit facility (the "Amended Revolving Credit Facility"), among the Company, as borrower, Bank of America, N.A., as administrative agent (the “Administrative Agent”), and a syndicate of banks and financial institutions (collectively, the “Lenders”), dated as of May 22, 2025.

Under the Amended Revolving Credit Facility, the Lenders have made available to the Company a $ 2.00 billion unsecured revolving credit facility, including sub facilities for letters of credit, with a maturity date of May 22, 2030.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Capri Acquisition USD Senior Notes

On November 27, 2023, the Company issued $ 4.50 billion aggregate principal amount of the Capri Acquisition USD Senior Notes, consisting of $ 500.0 million aggregate principal amount of 7.050 % senior unsecured notes due November 27, 2025 at 99.890 % of par (the “ 7.050 % Senior Notes due 2025”), $ 750.0 million aggregate principal amount of 7.000 % senior unsecured notes due November 27, 2026 at 99.803 % of par (the “ 7.000 % Senior Notes due 2026”), $ 1.00 billion aggregate principal amount of 7.350 % senior unsecured notes due November 27, 2028 at 99.724 % (the “ 7.350 % Senior Notes due 2028”), $ 1.00 billion aggregate principal amount of 7.700 % Senior Notes due November 27, 2030 at 99.712 % of par (the “ 7.700 % Senior Notes due 2030”) and $ 1.25 billion aggregate principal amount of our 7.850 % Senior Notes due November 27, 2033 at 99.475 % (the “ 7.850 % Senior Notes due 2033”).

The Company will pay interest semi-annually on the Capri Acquisition USD Senior Notes on May 27 and November 27 of each year, commencing on May 27, 2024.

If (i) the Capri Acquisition has not been completed by February 10, 2025 (or such later date mutually agreed between the Company and Capri) (such date, the “special mandatory redemption end date”), (ii) prior to the special mandatory redemption end date, the Merger Agreement is terminated in accordance with its terms or (iii) the Company otherwise notifies the trustee that it will not pursue the consummation of the Capri Acquisition, all of the Capri Acquisition USD Senior Notes will be redeemed at a redemption price equal to 101 % of their principal amount, plus accrued and unpaid interest to, but excluding, the special mandatory redemption date.

Capri Acquisition EUR Senior Notes

On November 27, 2023, the Company issued € 1.50 billion aggregate principal amount of Capri Acquisition Senior Notes, consisting of € 500.0 million aggregate principal amount of 5.350 % senior unsecured notes due November 27, 2025 at 99.878 % of par (the “ 5.350 % EUR Senior Notes due 2025”), € 500.0 million aggregate principal amount of 5.375 % senior unsecured notes due November 27, 2027 at 99.723 % of par (the 5.375 % EUR Senior Notes due 2027”) and € 500.0 million aggregate principal amount of our 5.875 % senior unsecured notes due November 27, 2031 at 99.248 % of par (the “ 5.875 % EUR Senior Notes due 2031").

The Company will pay interest annually on the Capri Acquisition EUR Senior Notes on November 27 of each year, commencing on November 27, 2024.

As of June 29, 2024, the carrying amount for each of the Capri Acquisition EUR Senior Notes was $ 535.6 million.

If (i) the Capri Acquisition has not been completed by the special mandatory redemption end date, (ii) prior to the special mandatory redemption end date, the Merger Agreement is terminated in accordance with its terms or (iii) the Company otherwise notifies the trustee that it will not pursue the consummation of the Capri Acquisition, all of the Capri Acquisition EUR Senior Notes will be redeemed at a redemption price equal to 101 % of their principal amount, plus accrued and unpaid interest to, but excluding, the special mandatory redemption date.

Borrowings under the Amended Revolving Credit Facility bear interest at a rate per annum equal to, at the Company’s option, (i) for borrowings in U.S.

Dollars, either (a) an alternate base rate or (b) a term secured overnight financing rate, (ii) for borrowings in Euros, the Euro Interbank Offered Rate, (iii) for borrowings in Pounds Sterling, the Sterling Overnight Index Average Reference Rate and (iv) for borrowings in Japanese Yen, the Tokyo Interbank Offer Rate, plus, in each case, an applicable margin.

The applicable margin will be adjusted by reference to a grid (the “Pricing Grid”) based on the ratio of (a) consolidated debt (subject to reduction for certain debt incurred in connection with a pending acquisition or for debt being discharged, satisfied or defeased), to (b) consolidated EBITDAR (the “Gross Leverage Ratio”).

Additionally, the Company will pay facility fees, calculated at a rate per annum determined in accordance with the Pricing Grid, on the full amount of the Amended Revolving Credit Facility, payable quarterly in arrears, and certain fees with respect to letters of credit that are issued.

Borrowings under the Amended Revolving Credit Facility may be used to finance the working capital needs, capital expenditures, permitted investments, share purchases, dividends and other general corporate purposes of the Company and its subsidiaries (which may include commercial paper back-up).

During the second quarter of fiscal 2025, the Company executed $ 1.00 billion of borrowings under the Existing Revolving Credit Facility used to partially fund the share repurchases under the ASR Agreements and for general corporate purposes.

Subsequently, on December 11, 2024, the Company issued $ 1.50 billion of senior unsecured notes (as defined below, the 2030 and 2035 Senior Notes) and the funds were partially used to repay the borrowings under the Existing Revolving Credit Facility on December 11, 2024.

There were no outstanding borrowings on the Amended Revolving Credit Facility as of June 28, 2025.

Term Loan Credit Agreement

During the second quarter of fiscal 2025, the Company entered into a $ 750.0 million senior unsecured term loan facility pursuant to the Term Loan Credit Agreement (the “Term Loan Credit Agreement”) with Bank of America, N.A., as administrative agent, and the lenders party thereto, and appointed BofA Securities, Inc.

and Morgan Stanley Senior Lending, Inc.

as joint lead arrangers and joint bookrunners, used to partially fund the share repurchases under the ASR Agreements, and for general corporate purposes.

Borrowings under the Term Loan Credit Agreement bear interest at a rate per annum equal to, at the Company's option, (i) an alternative base rate or (ii) a rate based on the forward-looking SOFR term rate administered by CME Group Benchmark Administration Limited (or any successor administrator satisfactory to the administrative agent).

On November 26, 2024, the Company drew down in full, the $ 750.0 million loan principal under the Term Loan Credit Agreement.

The loan was due to mature six months after the date the loan was funded.

Subsequently, the Company repaid the borrowings in two tranches with $ 250.0 million repaid on December 5, 2024 and $ 500.0 million repaid on December 11, 2024.

2030 and 2035 Senior Notes

On December 11, 2024, the Company issued $ 1.50 billion of senior unsecured notes, consisting of $ 750.0 million aggregate principal amount of 5.100 % senior unsecured notes due March 11, 2030 at 99.876 % of par (the “ 5.100 % Senior Notes due 2030”) and $ 750.0 million aggregate principal amount of 5.500 % senior unsecured notes due March 11, 2035 at 99.864 % of par (the “ 5.500 % Senior Notes due 2035”, together with the 5.100 % Senior Notes due 2030, the "2030 and 2035 Senior Notes").

The net proceeds of this offering, together with cash on hand, were used to repay the loans outstanding under the Term Loan Credit Agreement and to repay borrowings under the Existing Revolving Credit Facility.

The Company will pay interest semi-annually on the 2030 and 2035 Senior Notes on March 11 and September 11 of each year, commencing on September 11, 2025.

Term Loan due 2027

On May 11, 2022, pursuant to the Existing Credit Agreement, the Company entered into an unsecured $ 500.0 million Term Loan (the “Term Loan due 2027”) with a maturity date on May 11, 2027.

On May 11, 2022, pursuant to the Existing Credit Agreement, the Company entered into an unsecured $ 500.0 million Term Loan (the “Term Loan due 2027”) which was scheduled to mature on May 11, 2027.

The Term Loan due 2027 amortizes in an amount equal to 5.000 % per annum, with payments made quarterly.

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The Company repaid its outstanding borrowings under the Term Loan due 2027 on May 31, 2024.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

2025, 2027, 2032 Senior Notes

3 unchanged sentences

In addition, in December 2021, the Company issued $ 500.0 million aggregate principal amount of 3.050 % senior unsecured notes due March 15, 2032 at 99.705 % of par (the " 3.050 % Senior Notes due 2032").

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

On April 1, 2025, the Company completed the redemption of $ 303.4 million remaining principal of the 4.250 % Senior Notes due 2025.

China Credit Facility

1 unchanged sentence

The China Credit Facility provides the Company with a maximum facility amount of up to RMB 250.0 million (approximately $ 35.0 million), which includes a loan of up to RMB 85.0 million (approximately $ 12.0 million), a bank guarantee facility of up to RMB 15.0 million (approximately $ 2.0 million) and Accounts payable financing of up to RMB 150.0 million (approximately $ 21.0 million).

As of June 29, 2024, there were no borrowings, bank guarantees or Accounts Payable financing outstanding under the China Credit Facility.

As of June 28, 2025, the Company had RMB 120.0 million ($ 16.7 million) of borrowings outstanding under this facility, which was recorded within Current debt on the Company’s Consolidated Balance Sheets.

Capri Holdings Limited Acquisition Related Debt Transactions:

On November 13, 2024, the Parties entered into a Termination Agreement, pursuant to which it was agreed that the Merger Agreement was terminated, effective immediately.

On November 25, 2024, due to the termination of the Merger Agreement and pursuant to the terms of the Indenture, the Company redeemed all outstanding Capri Acquisition Senior Notes at a redemption price of 101 % of the aggregate principal amount of such Capri Acquisition USD Senior Notes and Capri Acquisition EUR Senior Notes, plus accrued and unpaid interest to, but excluding, the date of redemption.

In addition, the Capri Acquisition Term Loan Credit Agreement was terminated concurrently with the execution of the Termination Agreement on November 13, 2024.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

A summary of the Capri Holdings Limited acquisition debt related transactions is as follows:

Capri Acquisition Term Loan Facilities

On November 13, 2024, the Capri Acquisition Term Loan Credit Agreement was terminated concurrently with the execution of the Termination Agreement.

Capri Acquisition USD Senior Notes

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Due to the termination of the Merger Agreement, on November 25, 2024, the Company redeemed the Capri Acquisition USD Senior Notes with cash on hand at a redemption price equal to 101 % of their principal amount.

As a result of the redemption prior to their scheduled maturities, the Company was subject to a redemption premium of $ 45.0 million paid on the Capri Acquisition USD Senior Notes upon such redemption.

Additionally, the Company recognized $ 41.2 million of unamortized debt issuance costs and discounts in connection with the redemption.

These redemption premiums, as well as unamortized debt issuance costs and discounts, were recorded as a Loss on extinguishment of debt during the second quarter of fiscal 2025.

Capri Acquisition EUR Senior Notes

On November 27, 2023, the Company issued € 1.50 billion aggregate principal amount of the Capri Acquisition EUR Senior Notes, consisting of € 500.0 million aggregate principal amount of 5.350 % senior unsecured notes due November 27, 2025 at 99.878 % of par (the “ 5.350 % EUR Senior Notes due 2025”), € 500.0 million aggregate principal amount of 5.375 % senior unsecured notes due November 27, 2027 at 99.723 % of par (the 5.375 % EUR Senior Notes due 2027”) and € 500.0 million aggregate principal amount of our 5.875 % senior unsecured notes due November 27, 2031 at 99.248 % of par (the “ 5.875 % EUR Senior Notes due 2031").

Due to the termination of the Merger Agreement, on November 25, 2024, the Company redeemed the Capri Acquisition EUR Senior Notes with cash on hand at a redemption price equal to 101 % of their principal amount.

As a result of the redemption prior to their scheduled maturities, the Company was subject to a redemption premium of $ 16.2 million paid on the Capri Acquisition EUR Senior Notes upon such redemption.

Additionally, the Company recognized $ 13.8 million of unamortized debt issuance costs and discounts in connection with the redemption.

These redemption premiums, as well as unamortized debt issuance costs and discounts, were recorded as a Loss on extinguishment of debt during the second quarter of fiscal 2025.

Debt Covenants

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(i) incur certain indebtedness, (ii) create certain liens, (iii) enter into certain sale and leaseback transactions, (iv) make certain investments or payments and (v) merge, or consolidate or transfer, sell or lease all or substantially all of the Company’s assets.

Under the Amended Credit Agreement, we are required to comply on a quarterly basis with a maximum net leverage ratio of 4.00 :1.00.

After giving effect to the Capri Acquisition, the Company is will be required under the Amended Credit Agreement and the Capri Acquisition Term Loan Credit Agreement to comply on a quarterly basis with a maximum net leverage ratio of (i) from and including the closing date of the Capri Acquisition to but excluding June 28, 2025, 4.75 to 1.00, (ii) from and including June 28, 2025 to but excluding June 27, 2026, 4.50 to 1.00, and (iii) from and including June 27, 2026 and thereafter, 4.00 to 1.00.

Under the Amended Revolving Credit Facility, we are required to comply on a quarterly basis with a maximum net leverage ratio of 4.00 :1.00, which may be increased to 4.50 :1:00 following the consummation of a material acquisition, subject to certain limitations set forth in the Amended Revolving Credit Facility.

As of June 28, 2025, we were in compliance with these restrictions and covenants, have met such financial ratios and have met all debt payment obligations.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Fair Value Considerations

The following table shows the estimated fair values of the senior unsecured notes at June 29, 2024 and July 1, 2023 based on external pricing data, including available quoted market prices of the instruments, and consideration of comparable debt instruments with similar interest rates and trading frequency, among other factors, and are classified as Level 2 measurements within the fair value hierarchy:

The following table shows the estimated fair values of the senior unsecured notes at June 28, 2025 and June 29, 2024 based on external pricing data, including available quoted market prices of the instruments, and consideration of comparable debt instruments with similar interest rates and trading frequency, among other factors, and are classified as Level 2 measurements within the fair value hierarchy:

2025 June 29,

USD Senior Notes:

4.250 % Senior Notes due 2025

$ 300.2 $ 295.1

7.050 % Senior Notes due 2025

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3.050 % Senior Notes due 2032

7.850 % Senior Notes due 2033

5.500 % Senior Notes due 2035

EUR Senior Notes:

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(1) The fair values of the Capri Acquisition EUR Senior Notes include the impact of changes in the exchange rate of the United States Dollar against the Euro.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Debt Maturities

3 unchanged sentences

Total $ 2,413.3

(1) The principal amounts of the Capri Acquisition EUR Senior Notes include the impact of changes in the exchange rate of the United States Dollar against the Euro as of June 29, 2024.

(1) The amount outstanding under the China Credit Facility includes the impact of changes in the exchange rate of the United States Dollar against the Renminbi.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

COMMITMENTS AND CONTINGENCIES

Capri Holdings Limited Acquisition

On August 10, 2023, the Company entered into a Merger Agreement.

Refer to Note 5, "Acquisitions" for further information.

Stuart Weitzman Business Divestiture

On February 16, 2025, the Company entered into the Purchase Agreement to sell the Stuart Weitzman Business.

The sale was completed on August 4, 2025.

Refer to Note 5, "Acquisitions and Divestitures" and Note 21, "Subsequent Events," for further information.

Capri Holdings Limited Merger Agreement

On August 10, 2023, the Company entered into the Merger Agreement.

On November 13, 2024, the Company entered into the Termination Agreement, pursuant to which the Merger Agreement was terminated, effective immediately.

Refer to Note 5, "Acquisitions and Divestitures" for further information.

Letters of Credit

The Company had standby letters of credit, surety bonds and bank guarantees totaling $ 28.4 million and $ 37.1 million outstanding at June 29, 2024 and July 1, 2023, respectively.

The Company had standby letters of credit, surety bonds and bank guarantees totaling $ 26.5 million and $ 28.4 million outstanding at June 28, 2025 and June 29, 2024, respectively.

The agreements, which expire at various dates through calendar 2039, primarily collateralize the Company’s obligation to third parties for duty, leases, insurance claims and materials used in product manufacturing.

The Company pays certain fees with respect to letters of credit that are issued.

Tax Legislation

The Tax Legislation requires the Company to pay a one-time tax, or Transition Tax, on previously unremitted earnings of certain non-U.S.

subsidiaries.

The Company expects to pay approximately $ 14.9 million related to the remaining obligation on the Transition Tax.

Refer to Note 15, "Income Taxes," for more information related to the impact of the Tax Legislation.

The Company had other contractual cash obligations as of June 29, 2024, including $ 485.4 million related to inventory purchase obligations, $ 14.8 million related to capital expenditure and cloud computing implementation commitments, $ 253.5 million of other purchase obligations, $ 7.31 billion of debt repayments, $ 1.3 million of finance lease obligations and $ 2.56 billion of interest payments on the outstanding debt.

The Company had other contractual cash obligations as of June 28, 2025, including $ 353.0 million related to inventory purchase obligations, $ 34.3 million related to capital expenditure and cloud computing implementation commitments, $ 222.3 million of other purchase obligations, $ 2.41 billion of debt repayments and $ 771.8 million of interest payments on the outstanding debt.

Refer to Note 9, "Leases," for a summary of the Company's future minimum rental payments under non-cancelable leases.

The Company is involved in various routine legal proceedings as both plaintiff and defendant incident to the ordinary course of its business, including proceedings to protect Tapestry's intellectual property rights, litigation instituted by persons alleged to have been injured by advertising claims or upon premises within the Company’s control, contractual disputes, insurance claims and litigation with present or former employees.

The Company is involved in various routine legal proceedings as both plaintiff and defendant incident to the ordinary course of its business, including proceedings to protect Tapestry's intellectual property rights, litigation instituted by persons alleged to have been injured by advertising claims or upon premises within the Company’s control, contract disputes, insurance claims and litigation, including wage and hour litigation, with present or former employees.

Although the Company's litigation can result in large monetary awards, such as when a civil jury is allowed to determine compensatory and/or punitive damages, the Company believes that the outcome of all pending legal proceedings in the aggregate will not have a material effect on the Company's business or consolidated financial statements.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

There have been no material developments with respect to any previously reported proceedings.

Following the previously disclosed termination of the proposed Merger Agreement, dated August 10, 2023, by and among the Company, Merger Sub and Capri, pursuant to which, among other things, Merger Sub would merge with and into Capri (the "Merger") with Capri surviving the Merger and continuing as a wholly owned subsidiary of the Company ("the Capri Acquisition") two separate putative securities class actions were filed on December 23, 2024 and January 28, 2025, by plaintiff shareholders in the United States District Court for the District of Delaware against Capri and certain of its officers and against Tapestry and certain of its officers, alleging that during the respective class periods (between August 10, 2023 and October 24, 2024), Capri and Tapestry misrepresented and failed to disclose adverse facts about Capri’s business, operations, market dynamics, and the prospects for approval of the Capri Acquisition, which were known to defendants or recklessly disregarded by them.

The complaints, which each allege violations of sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and rule 10b-5 promulgated thereunder, seek unspecified compensatory damages, costs and expenses, and equitable relief.

On July 14, 2025, the Company moved to dismiss the complaint.

The Company intends to vigorously defend itself in these matters.

GOODWILL AND OTHER INTANGIBLE ASSETS

The Company performs its annual impairment assessment of goodwill as well as brand intangibles at the beginning of the fourth quarter of each fiscal year or if an event occurs that would more likely than not reduce the fair value below its carrying amount.

During the fourth quarter of fiscal 2025, the Company performed its annual goodwill and indefinite-lived intangible assets impairment analysis.

The assessment concluded that the fair values of the Kate Spade reporting unit and indefinite-lived brand

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

intangible asset did not exceed their respective carrying values due to a reduction in both current and future expected cash flows, which includes an estimated impact of cost increases due to changes in tariff and trade policies.

Accordingly, the Company recorded a goodwill impairment charge of $ 244.1 million related to the Kate Spade reporting unit during the fourth quarter of the fiscal year.

The Company also recorded an impairment charge of $ 610.7 million related to the Kate Spade indefinite-lived brand intangible asset.

The goodwill and brand intangible asset impairment charges were recorded within SG&A expenses on the Company's Consolidated Statement of Operations.

The estimated fair value of the Company’s reporting units are based on a weighted average of the income and market approaches.

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The approach, which qualifies as Level 3 in the fair value hierarchy, incorporated a number of significant assumptions and judgments, including, but not limited to, estimated future cash flows, discount rates, income tax rates, terminal growth rates and valuation multiples derived from comparable publicly traded companies.

The Company determined there was no impairment in fiscal 2024 and fiscal 2023 based on the annual assessment and no events occurring that would more likely than not reduce the fair value below its carrying amount.

The change in the carrying amount of the Company’s Goodwill by segment is as follows:

Coach Kate Spade Stuart Weitzman (1)

Coach Kate Spade Stuart Weitzman Total

Balance at July 1, 2023 $ 597.5 $ 630.0 $ — $ 1,227.5

Foreign exchange impact ( 19.5 ) ( 3.9 ) — ( 23.4 )

Balance at July 1, 2023 597.5 630.0 — 1,227.5

Balance at June 29, 2024 578.0 626.1 — 1,204.1

Impairment charges — ( 244.1 ) — ( 244.1 )

Foreign exchange impact 19.5 3.8 — 23.3

Balance at June 28, 2025 $ 597.5 $ 385.8 $ — $ 983.3

(1) Amount is net of accumulated goodwill impairment charges of $ 210.7 million as of June 29, 2024, July 1, 2023 and July 2, 2022.

Intangible Assets

Intangible assets consist of the following:

Fiscal Year Ended

June 29, 2024 July 1, 2023

June 28, 2025 June 29, 2024

Amount Accum.

2 unchanged sentences

Customer relationships (1)

$ 45.6 $ ( 25.1 ) $ 20.5 $ 100.3 $ ( 56.5 ) $ 43.8

Total intangible assets subject to amortization 45.6 ( 25.1 ) 20.5 100.3 ( 56.5 ) 43.8

1 unchanged sentence

Trademarks and trade names (2)

699.1 — 699.1 1,309.8 — 1,309.8

Total intangible assets $ 744.7 $ ( 25.1 ) $ 719.6 $ 1,410.1 $ ( 56.5 ) $ 1,353.6

(1) As of June 28, 2025, $ 18.2 million related to the net carrying value of customer relationships of the Stuart Weitzman Business were reclassified to Assets held for sale in the Company's Condensed Consolidated Balance Sheet.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

(2) The Company recognized a $ 610.7 million non-cash charge related to the impairment of the Kate Spade indefinite-lived brand intangible asset in fiscal 2025.

Amortization expense for the Company’s definite-lived intangible assets was $ 5.2 million and $ 6.5 million for fiscal 2025 and fiscal 2024, respectively.

9 unchanged sentences

Fiscal 2031 and thereafter 5.5

The expected future amortization expense above reflects remaining useful lives ranging from approximately 5.8 to 8.0 for customer relationships.

The expected amortization expense above reflects remaining useful life of approximately 7.0 years for customer relationships.

The provisions for income taxes, computed by applying the U.S.

1 unchanged sentence

Fiscal Year Ended

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 June 29, 2024 July 1, 2023

Amount Percentage Amount Percentage Amount Percentage

10 unchanged sentences

Effects of tax credits, acquisition costs and reorganization costs ( 95.5 ) ( 44.2 ) ( 64.6 ) ( 6.4 ) ( 61.3 ) ( 5.4 )

Effects of impairment (3)

51.3 23.7 — — — —

Share-based compensation ( 7.8 ) ( 3.6 ) 2.3 0.2 ( 1.3 ) ( 0.1 )

Other, net 14.3 6.6 7.1 0.8 2.2 0.2

3 unchanged sentences

The Company has elected to account for the tax associated with GILTI as a period cost, and accordingly, the Company has not recorded deferred taxes associated with GILTI.

(3) This item represents the effective tax rate impact of the Kate Spade goodwill impairment activity recorded in the U.S.

in fiscal 2025.

TAPESTRY, INC.

2 unchanged sentences

Fiscal Year Ended

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 June 29, 2024 July 1, 2023

Current Deferred Current Deferred Current Deferred

4 unchanged sentences

The components of deferred tax assets and liabilities were:

2025 June 29,

Share-based compensation $ 17.4 $ 20.6

27 unchanged sentences

A reconciliation of the beginning and ending gross amount of unrecognized tax benefits is as follows:

2025 June 29,

Balance at beginning of fiscal year $ 115.8 $ 91.8 $ 96.1

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Of the $ 110.7 million ending gross unrecognized tax benefit balance as of June 28, 2025, $ 107.1 million relates to items which, if recognized, would impact the effective tax rate.

Of the $ 91.8 million ending gross unrecognized tax benefit balance as of July 1, 2023, $ 87.1 million relates to items which, if recognized, would impact the effective tax rate.

As of June 29, 2024 and July 1, 2023, gross interest and penalties payable was $ 19.7 million and $ 10.3 million, respectively, which are included in Other liabilities.

During fiscal 2024, fiscal 2023 and fiscal 2022, the Company recognized gross interest and penalty expense of $ 9.5 million, gross interest and penalty expense of $ 2.3 million and gross interest and penalty income of $ 1.5 million, respectively.

Of the $ 115.8 million ending gross unrecognized tax benefit balance as of June 29, 2024, $ 112.1 million relates to items which, if recognized, would impact the effective tax rate.

As of June 28, 2025 and June 29, 2024, gross interest and penalties payable was $ 26.9 million and $ 19.7 million, respectively, which are included in Other liabilities.

During fiscal 2025, fiscal 2024 and fiscal 2023, the Company recognized gross interest and penalty expense of $ 7.1 million, gross interest and penalty expense of $ 9.5 million and gross interest and penalty expense of $ 2.3 million, respectively.

The Company files income tax returns in the U.S.

13 unchanged sentences

state tax loss carryforwards of $ 370.0 million and tax loss carryforwards of various foreign jurisdictions of $ 38.3 million.

As of July 1, 2023, the Company had the following tax loss carryforwards available:

As of June 29, 2024, the Company had the following tax loss carryforwards available:

state tax loss carryforwards of $ 534.5 million and tax loss carryforwards of various foreign jurisdictions of $ 78.7 million.

1 unchanged sentence

The majority of the foreign net operating loss can be carried forward indefinitely.

Deferred tax assets, including the deferred tax assets recognized on these net operating losses, have been reduced by a valuation allowance of $ 32.1 million as of June 29, 2024 and $ 34.3 million as of July 1, 2023.

Deferred tax assets, including the deferred tax assets recognized on these net operating losses, have been reduced by a valuation allowance of $ 17.6 million as of June 28, 2025 and $ 32.1 million as of June 29, 2024.

The Company is not permanently reinvested with respect to the earnings of a limited number of foreign entities and has recorded the tax consequences of remitting earnings from these entities.

The Company is permanently reinvested with respect to all other earnings.

The total estimated amount of unremitted earnings of foreign subsidiaries as of June 29, 2024 and July 1, 2023 was $ 750.0 million and $ 835.1 million, respectively.

The Company intends to distribute $ 525.8 million of earnings that were previously subject to U.S.

The total estimated amount of unremitted earnings of foreign subsidiaries as of June 28, 2025 and June 29, 2024 was $ 1.33 billion and $ 750.0 million, respectively.

The Company intends to distribute $ 1.20 billion of earnings that were previously subject to U.S.

Federal Tax and has recorded a deferred tax liability of $ 2.9 million during fiscal 2025 for U.S.

1 unchanged sentence

Based on the Company's current analysis, there is further unrecognized deferred tax liability of approximately $ 4.0 million to $ 6.0 million on the remaining unremitted earnings.

Transition Tax

The Company is required to pay a one-time Transition Tax on previously unremitted earnings of certain non-U.S.

subsidiaries.

The Company has elected to pay the Transition Tax in installments.

The remaining Transition Tax payable is $ 14.9 million and is payable in fiscal 2025.

DEFINED CONTRIBUTION PLAN

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• Kate Spade - Includes global sales primarily of kate spade new york brand products to customers through our DTC, wholesale and licensing businesses.

• Stuart Weitzman - Includes global sales of Stuart Weitzman brand products primarily through our DTC and wholesale businesses.

In deciding how to allocate resources and assess performance, the Company's chief operating decision maker regularly evaluates operating profit of these segments.

• Stuart Weitzman - Includes global sales of Stuart Weitzman brand products primarily through our DTC, wholesale and licensing businesses.

On February 16, 2025, the Company entered into the Purchase Agreement to sell the Stuart Weitzman Business.

The sale was completed on August 4, 2025.

Refer to Note 5, "Acquisitions and Divestitures," and Note 21, "Subsequent Events," for further information.

The Company's chief operating decision maker ("CODM"), who is its Chief Executive Officer, regularly evaluates operating profit of these segments compared to management's expectations in deciding how to allocate resources and assess performance.

Segment operating profit is the gross profit of the segment less direct expenses of the segment.

Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the chief operating decision maker at the segment level.

In addition to these reportable segments, the Company has certain corporate costs that are not directly attributable to its brands;

Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the CODM at the segment level.

In addition to these reportable segments, the Company has certain corporate expenses that are not directly attributable to its brands ("Unallocated corporate expenses");

therefore, they are not allocated to its segments.

Such costs primarily include certain overhead expenses related to corporate functions as well as certain administration, corporate occupancy, information technology and depreciation costs.

The following table summarizes net sales of each of the company's segments for fiscal 2024, fiscal 2023, and fiscal 2022:

Fiscal Year Ended

Segment net sales:

Coach $ 5,095.3 $ 4,960.4 $ 4,921.3

Kate Spade 1,334.4 1,418.9 1,445.5

Stuart Weitzman 241.5 281.6 317.7

Total Net sales:

On February 16, 2025, the Company entered into a sale and purchase agreement (the “Purchase Agreement”) with Caleres, Inc.

(the “Purchaser”) to sell the Stuart Weitzman Business (as defined below).

The sale was completed on August 4, 2025 (the "Stuart Weitzman Business Divestiture").

Refer to Note 5, "Acquisitions and Divestitures," and Note 21, "Subsequent Events," for further information.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table summarizes net sales, significant expenses and operating profit (loss) of each of the Company's segments and reconciliation to the Company's Income (loss) before provision for income taxes for fiscal 2025, fiscal 2024 and fiscal 2023:

Coach Kate Spade Stuart Weitzman Total

Net sales $ 5,598.5 $ 1,197.1 $ 215.1 $ 7,010.7

Cost of sales (1)

1,226.0 399.1 96.7 1,721.8

The following table summarizes segment operating profit of each of the company's segments and reconciliation to Income (loss) before provision for income taxes for fiscal 2024, fiscal 2023, and fiscal 2022:

Fiscal Year Ended

Segment operating profit (loss):

Coach $ 1,651.1 $ 1,529.9 $ 1,473.9

Kate Spade 132.6 115.0 157.4

Stuart Weitzman ( 21.2 ) ( 6.7 ) 1.8

Selling, general and administrative expenses (1)

2,497.2 1,567.2 133.8 4,198.2

Total segment operating profit (loss):

1 unchanged sentence

Unallocated corporate expenses (2)

Unallocated other charges, net (3)

Income (loss) before provision for income taxes $ 216.1

Net sales $ 5,095.3 $ 1,334.4 $ 241.5 $ 6,671.2

Cost of sales (1)

1,219.9 463.2 98.6 1,781.7

Loss on extinguishment of debt — — 53.7

Selling, general and administrative expenses (1)

2,224.3 738.6 164.1 3,127.0

Total segment operating profit (loss):

$ 1,651.1 $ 132.6 $ ( 21.2 ) $ 1,762.5

Unallocated corporate expenses (2)

Unallocated other charges, net (3)

Income (loss) before provision for income taxes $ 1,011.9

Net sales $ 4,960.4 $ 1,418.9 $ 281.6 $ 6,660.9

Cost of sales (1)

1,313.3 518.8 113.9 1,946.0

Selling, general and administrative expenses (1)

2,117.2 785.1 174.4 3,076.7

Total segment operating profit (loss):

$ 1,529.9 $ 115.0 $ ( 6.7 ) $ 1,638.2

Unallocated corporate expenses (2)

Unallocated other charges, net (3)

Income (loss) before provision for income taxes $ 1,143.1

(1) Significant expense categories that are regularly provided to the CODM, or easily computable from information that is regularly provided to the CODM.

SG&A expenses includes Other selling, general and administrative expenses and Impairment of goodwill and intangible assets on the Company's Consolidated Statement of Operations .

(2) Unallocated corporate expenses represent certain corporate expenses that are not directly attributable to a segment.

(3) Includes Loss on extinguishment of debt, Interest expense, net and Other expense (income).

TAPESTRY, INC.

2 unchanged sentences

Fiscal Year Ended

June 28, 2025 (1)

Depreciation and amortization expense (2) :

2 unchanged sentences

Stuart Weitzman 6.1 10.6 10.5

Total segment depreciation and amortization expense:

131.4 140.2 149.4

Unallocated corporate (3)

2 unchanged sentences

$ 167.4 $ 174.0 $ 182.2

(1) Corporate, which is not a reportable segment, represents certain costs that are not directly attributable to a segment.

(2) Includes Interest expense, net and Other expense (income).

(1) For the fiscal year ended June 28, 2025, depreciation and amortization expense includes $ 2.7 million of impairment charges in connection with the sale of the Stuart Weitzman Business of which $ 2.1 million was recorded within Unallocated corporate and $ 0.6 million was recorded within the Stuart Weitzman segment.

For the fiscal year ended June 28, 2025, depreciation and amortization expense includes $ 1.8 million of costs related to the Company's organizational efficiency efforts recorded within Unallocated corporate.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

(2) Depreciation and amortization expense for the segments includes an allocation of expense related to assets which support multiple segments.

(3) Unallocated corporate, which is not a reportable segment, represents certain depreciation and amortization costs that are not directly attributable to a segment.

Impairment charges in fiscal 2025 includes $ 854.8 million of brand intangible and goodwill impairment charges for the Kate Spade reportable segment.

There were no impairment charges in fiscal 2024 and fiscal 2023.

Refer to Note 14, "Goodwill and Other Intangible Assets," for further information.

The following table summarizes total assets of each of the Company's segments for fiscal 2025, fiscal 2024, and fiscal 2023:

Fiscal Year Ended

Segment total assets:

2025 June 29,

Total assets:

Coach $ 2,497.5 $ 2,238.4 $ 2,272.3

1 unchanged sentence

Stuart Weitzman (1)

Corporate 8,456.1 2,011.4 1,962.5

176.4 232.6 235.8

Total segment assets:

4,330.5 4,940.2 5,105.4

Unallocated corporate (2)

2,250.0 8,456.1 2,011.4

Total assets:

$ 6,580.5 $ 13,396.3 $ 7,116.8

(1) As of June 28, 2025, the assets relating to the Stuart Weitzman Business are presented in the Consolidated Balance Sheet as Assets held for sale.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

(2) Unallocated corporate, which is not a reportable segment, represents certain assets that are not directly attributable to a segment.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

The following table disaggregates Net sales for each of our product categories by segment in fiscal 2024, fiscal 2023, and fiscal 2022.

The following table disaggregates Net sales for each of the Company's product categories by segment in fiscal 2025, fiscal 2024, and fiscal 2023:

Fiscal Year Ended

June 29, 2024 July 1, 2023 July 2, 2022

June 28, 2025 June 29, 2024 July 1, 2023

Amount % of total

net sales Amount % of total

Women's Handbags $ 2,495.7 37.5 % $ 2,450.7 36.8 % $ 2,574.8 38.5 %

Women's Accessories 1,079.6 16.2 1,024.8 15.4 942.5 14.1

Men's 983.9 14.7 947.1 14.2 904.8 13.5

Other Products 536.1 8.0 537.8 8.1 499.2 7.5

segment net sales Amount % of total

segment net sales

Handbags $ 3,223.3 57.6 % $ 2,889.9 56.7 % $ 2,847.1 57.4 %

Accessories 1,539.5 27.5 1,407.9 27.6 1,325.7 26.7

Footwear 342.5 6.1 326.0 6.4 311.5 6.3

Other 493.2 8.8 471.5 9.3 476.1 9.6

Total Coach $ 5,598.5 100.0 % $ 5,095.3 100.0 % $ 4,960.4 100.0 %

Women's Handbags $ 721.0 10.9 % $ 779.6 11.7 % $ 819.5 12.2 %

Women's Accessories 316.8 4.7 306.9 4.6 307.0 4.6

Other Products 296.6 4.4 332.4 5.0 319.0 4.8

Handbags $ 623.0 52.1 % $ 721.0 54.0 % $ 779.7 54.9 %

Accessories 269.8 22.5 307.0 23.0 324.8 22.9

Footwear 55.2 4.6 57.4 4.3 57.8 4.1

Other 249.1 20.8 249.0 18.7 256.6 18.1

Total Kate Spade $ 1,197.1 100.0 % $ 1,334.4 100.0 % $ 1,418.9 100.0 %

1 unchanged sentence

$ 215.1 100.0 % $ 241.5 100.0 % $ 281.6 100.0 %

Total Net sales $ 6,671.2 100.0 % $ 6,660.9 100.0 % $ 6,684.5 100.0 %

(1) The significant majority of sales for Stuart Weitzman is attributable to women's footwear.

Handbags $ 3,846.3 54.9 % $ 3,610.9 54.1 % $ 3,626.8 54.4 %

Accessories 1,809.3 25.8 1,714.9 25.7 1,650.5 24.8

Footwear 612.8 8.7 624.9 9.4 650.9 9.8

Other 742.3 10.6 720.5 10.8 732.7 11.0

Total Tapestry $ 7,010.7 100.0 % $ 6,671.2 100.0 % $ 6,660.9 100.0 %

(1) The significant majority of sales for Stuart Weitzman is attributable to footwear and therefore all of Stuart Weitzman net sales are within the Tapestry Footwear category.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

Geographic Area Information

13 unchanged sentences

(1) Includes net sales from our global travel retail business in locations within the specified geographic area.

(2) Greater China includes sales in mainland China, Hong Kong SAR and Macao SAR, and Taiwan.

(3) Other includes sales in Europe, Canada, Malaysia, Australia and New Zealand, South Korea, Singapore and other countries in Asia as well as royalties earned from the Company's licensing partners.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

(2) Greater China includes sales in mainland China, Taiwan, Hong Kong SAR, and Macao SAR.

(3) Other includes sales in Europe, Canada, Malaysia, Australia, South Korea, Singapore and other countries primarily in Asia as well as royalties earned from the Company's licensing partners.

EARNINGS PER SHARE

3 unchanged sentences

Fiscal Year Ended

2025 June 29,

(millions, except per share data)

7 unchanged sentences

Diluted $ 0.82 $ 3.50 $ 3.88

At June 28, 2025, there were no options to purchase shares of common stock outstanding but not included in the computation of diluted earnings per share with an exercise price greater than the average market price of the common shares.

TAPESTRY, INC.

Notes to Consolidated Financial Statements (Continued)

At June 29, 2024, options to purchase 1.3 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $ 41.82 to $ 51.38 , were greater than the average market price of the common shares.

At July 1, 2023, options to purchase 2.1 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $ 41.65 to $ 56.39 , were greater than the average market price of the common shares.

At July 2, 2022, options to purchase 5.4 million shares of common stock were outstanding but not included in the computation of diluted earnings per share, as these options’ exercise prices, ranging from $ 33.46 to $ 58.54 , were greater than the average market price of the common shares.

Earnings per share amounts have been calculated based on unrounded numbers.

2 unchanged sentences

Performance-based restricted stock unit awards are included in the computation of diluted shares only to the extent that the underlying performance conditions (and any applicable market condition modifiers) (i) are satisfied as of the end of the reporting period or (ii) would be considered satisfied if the end of the reporting period were the end of the related contingency period and the result would be dilutive under the treasury stock method.

As of June 29, 2024, July 1, 2023 and July 2, 2022, there were approximately 0.8 million, 2.7 million and 6.9 million, respectively, of additional shares issuable upon exercise of anti-dilutive options and contingent vesting of performance-based restricted stock unit awards, which were excluded from the diluted share calculations.

As of June 28, 2025, June 29, 2024 and July 1, 2023, there were approximately 0.7 million, 0.8 million and 2.7 million, respectively, of additional shares issuable upon exercise of anti-dilutive options and contingent vesting of performance-based restricted stock unit awards, which were excluded from the diluted share calculations.

RELATED PARTIES

The Stuart Weitzman brand owns approximately 50 % of a factory located in Spain, which is involved in the production of Stuart Weitzman inventory.

Payments to this factory represented $ 12.3 million and $ 15.2 million in fiscal 2024 and fiscal 2023, respectively.

Amounts payable to this factory were not material at June 29, 2024 or July 1, 2023.

Payments to this factory represented $ 5.7 million, $ 12.3 million and $ 15.2 million in fiscal 2025, fiscal 2024, and fiscal 2023, respectively.

Amounts payable to this factory were not material at June 28, 2025 or June 29, 2024.

SUPPLEMENTAL BALANCE SHEET INFORMATION

The components of certain balance sheet accounts are as follows:

2025 June 29,

Property and equipment

13 unchanged sentences

Accrued freight 38.3 51.5

Operating expenses 261.6 264.0

Accrued marketing 84.1 33.6

Other accrued liabilities 255.0 228.0

Total accrued liabilities $ 736.9 $ 656.3

2 unchanged sentences

Gross unrecognized tax benefit 110.7 115.8

Long-term derivative liabilities 256.1 137.2

Other 106.1 89.9

Total other liabilities $ 502.5 $ 375.1

SUBSEQUENT EVENTS

Stuart Weitzman Business Divestiture

On August 4, 2025, the Company completed the sale of the Stuart Weitzman Business for $ 105.0 million, subject to customary adjustments for cash, indebtedness, net working capital and transaction expenses as set forth in the Purchase Agreement.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

Stock Repurchase Program

As previously disclosed, in November 2024, the Company executed the ASR Agreements to repurchase an aggregate of up to $ 2.00 billion of the Company’s shares of common stock and received an initial delivery of 28,363,766 shares.

Under the terms of the ASR Agreements, the Company owes an estimated settlement of approximately $ 200.0 million.

The final payment is expected to be made during the first quarter of fiscal 2026.

TAPESTRY, INC.

Schedule II — Valuation and Qualifying Accounts

For the Fiscal Years Ended June 29, 2024, July 1, 2023 and July 2, 2022

For the Fiscal Years Ended June 28, 2025, June 29, 2024 and July 1, 2023

Balance at Beginning

2 unchanged sentences

Allowance for credit losses (1)

$ 6.9 $ 3.6 $ ( 3.8 ) $ 6.7

Allowance for returns (1)

11.2 17.3 ( 12.8 ) 15.7

Allowance for markdowns (1)

9.6 17.4 ( 14.8 ) 12.2

Valuation allowance 32.1 — ( 14.5 ) 17.6

10 unchanged sentences

Total $ 78.1 $ 37.5 $ ( 48.9 ) $ 66.7

(1) Fiscal 2025 balances at end of year for Allowance for credit losses, Allowance for returns and Allowance for markdowns includes balances for the Stuart Weitzman Business of $ 1.0 million, $ 7.4 million, and $ 4.2 million, respectively, which are presented in the Consolidated Balance Sheet as Assets held for sale as of June 28, 2025.

Refer to Note 5, "Acquisitions and Divestitures," for further information.

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 9A. Controls and Procedures