Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Table of Contents
Consolidated Financial Statements
Consolidated Statements of Operations 35
Consolidated Statements of Comprehensive Income (Loss) 36
Consolidated Balance Sheets 37
Consolidated Statements of Cash Flows 38
Consolidated Statements of Stockholders' Equity 40
Note 1. Summary of Significant Accounting Policies 42
Note 2. New Accounting Standards 48
Note 3. Earnings Per Share 49
Note 4. Goodwill and Other Intangible Assets 50
Note 5. Accounts Receivable 51
Note 6. Revenue From Contracts With Customers 51
Note 7. Debt 53
Note 8. Property, Plant and Equipment 54
Note 9. Leases 54
Note 10. Derivative Financial Instruments 54
Note 11. Stock-Based Compensation 55
Note 12. Retirement Plans 57
Note 13. Income Taxes 60
Note 14. Accumulated Other Comprehensive Income (Loss) 64
Note 15. Fair Value Measurements 64
Note 16. Litigation and Contingencies 65
Note 17. Business Segments 67
Note 18. Divestitures and Assets and Liabilities Held for Sale 69
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42 )
72
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
Fiscal Year
(In millions, except per share data) 2025 2024 2023
Revenue $ 1,874.3 $ 1,755.0 $ 2,242.9
Cost of goods sold 987.6 977.0 1,369.0
Gross profit 886.7 778.0 873.9
Selling, general and administrative expenses 729.9 690.0 856.2
Gain on sale of businesses, trademarks and long-lived assets — ( 8.5 ) ( 90.4 )
Impairment of long-lived assets — 9.3 185.3
Environmental and other related costs (income), net of recoveries 6.6 ( 10.3 ) ( 10.4 )
Operating profit (loss) 150.2 97.5 ( 66.8 )
Other expenses:
Interest expense, net 32.8 42.7 63.5
Other expense (income), net ( 4.1 ) ( 3.3 ) 2.5
Total other expenses 28.7 39.4 66.0
Earnings (loss) before income taxes 121.5 58.1 ( 132.8 )
Income tax expense (benefit) 20.5 9.3 ( 94.7 )
Net earnings (loss) 101.0 48.8 ( 38.1 )
Less: net earnings attributable to noncontrolling interests 5.2 3.6 0.4
Net earnings (loss) attributable to Wolverine World Wide, Inc. $ 95.8 $ 45.2 $ ( 38.5 )
Net earnings (loss) per share (see Note 3):
Basic $ 1.14 $ 0.55 $ ( 0.49 )
Diluted $ 1.14 $ 0.55 $ ( 0.49 )
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income (Loss)
Fiscal Year
(In millions) 2025 2024 2023
Net earnings (loss) $ 101.0 $ 48.8 $ ( 38.1 )
Other comprehensive income (loss) net of tax:
Foreign currency translation adjustments 23.2 ( 17.6 ) 17.3
Unrealized gain (loss) on derivative instruments:
Unrealized gain (loss) arising during the period, net of taxes of $( 2.3 ), $ 4.4 and $( 1.4 )
( 8.6 ) 12.1 ( 4.8 )
Reclassification adjustments included in net earnings (loss), net of taxes of $ 0.1 , $( 1.2 ) and $( 4.6 )
0.2 ( 3.7 ) ( 14.2 )
Pension adjustments:
Net actuarial gain (loss) arising during the period, net of taxes of $ 1.2 , $ 0.8 and $( 2.0 )
4.5 3.2 ( 7.5 )
Amortization of prior actuarial losses, net of taxes of $( 0.4 ), $( 0.3 ) and $( 0.2 )
( 1.3 ) ( 1.4 ) ( 0.5 )
Curtailment, net of taxes of $ 0.5 , $ — and $ 0.3
2.0 — 0.9
Settlement, net of taxes of $ 0.6 , $ 0.3 and $ —
2.1 0.7 —
Other comprehensive income (loss) 22.1 ( 6.7 ) ( 8.8 )
Less: other comprehensive income (loss) attributable to noncontrolling interests 0.7 ( 1.1 ) 0.5
Other comprehensive income (loss) attributable to Wolverine World Wide, Inc. 21.4 ( 5.6 ) ( 9.3 )
Comprehensive income (loss) 123.1 42.1 ( 46.9 )
Less: comprehensive income attributable to noncontrolling interests 5.9 2.5 0.9
Comprehensive income (loss) attributable to Wolverine World Wide, Inc. $ 117.2 $ 39.6 $ ( 47.8 )
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(In millions, except share data) January 3,
2026 December 28,
2024
ASSETS
Current assets:
Cash and cash equivalents $ 206.3 $ 152.1
Accounts receivable, less allowances of $ 7.0 and $ 8.9
162.1 209.4
Finished products, net 272.6 245.0
Raw materials and work-in-process, net 1.6 2.8
Total inventories 274.2 247.8
Prepaid expenses and other current assets 86.8 86.4
Total current assets 729.4 695.7
Property, plant and equipment, net of accumulated depreciation of $ 235.9 and $ 232.3
80.6 89.7
Lease right-of-use assets
99.9 102.1
Goodwill 431.3 424.6
Indefinite-lived intangibles 180.2 173.0
Amortizable intangibles, net 29.3 31.5
Deferred income taxes 84.1 92.1
Other assets 74.5 65.7
Total assets $ 1,709.3 $ 1,674.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable $ 174.7 $ 200.9
Accrued salaries and wages 43.1 35.1
Other accrued liabilities 193.3 183.4
Lease liabilities 35.0 33.7
Current maturities of long-term debt — 10.0
Borrowings under revolving credit agreements 75.0 70.0
Total current liabilities 521.1 533.1
Long-term debt, less current maturities
546.7 568.0
Accrued pension liabilities
56.4 71.4
Deferred income taxes
28.6 29.0
Lease liabilities, noncurrent
105.3 116.0
Other liabilities
28.1 34.8
Stockholders’ equity
Common stock – par value $ 1 , authorized 320,000,000 shares; 115,472,632 , and 113,721,605 shares issued
115.5 113.7
Additional paid-in capital 406.8 382.7
Retained earnings 917.2 855.1
Accumulated other comprehensive loss ( 126.4 ) ( 147.8 )
Cost of shares in treasury; 34,285,955 , and 33,392,585 shares
( 905.1 ) ( 890.8 )
Total Wolverine World Wide, Inc. stockholders’ equity 408.0 312.9
Noncontrolling interest
15.1 9.2
Total stockholders’ equity 423.1 322.1
Total liabilities and stockholders’ equity $ 1,709.3 $ 1,674.4
See accompanying notes to consolidated financial statements.
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Can WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Fiscal Year
(In millions)
2025 2024 2023
OPERATING ACTIVITIES
Net earnings (loss) $ 101.0 $ 48.8 $ ( 38.1 )
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Depreciation and amortization
25.9 26.2 35.1
Deferred income taxes
8.0 20.6 ( 95.5 )
Stock-based compensation expense
24.4 19.1 15.2
Pension and SERP expense
( 1.0 ) 0.2 0.7
Impairment of long-lived assets — 9.3 185.3
Environmental and other related costs ( 14.5 ) ( 13.3 ) ( 55.1 )
Gain on sale of businesses, trademarks and long-lived assets — ( 8.5 ) ( 90.4 )
Other
( 12.6 ) ( 8.4 ) ( 2.0 )
Changes in operating assets and liabilities:
Accounts receivable
54.2 16.7 2.8
Inventories
( 20.9 ) 130.6 285.1
Other operating assets
( 17.8 ) ( 5.6 ) ( 16.8 )
Accounts payable
( 30.0 ) ( 3.4 ) ( 65.6 )
Income taxes
— ( 4.3 ) ( 2.3 )
Other operating liabilities
23.3 ( 47.9 ) ( 36.6 )
Net cash provided by operating activities 140.0 180.1 121.8
INVESTING ACTIVITIES
Additions to property, plant and equipment ( 14.5 ) ( 20.2 ) ( 14.6 )
Proceeds from sale of businesses, intangible assets and other assets, net of cash disposed of — 102.4 188.9
Proceeds from company-owned life insurance policy liquidations 2.2 7.9 —
Other
( 1.6 ) ( 3.3 ) ( 2.7 )
Net cash provided by (used in) investing activities ( 13.9 ) 86.8 171.6
FINANCING ACTIVITIES
Payments under revolving credit agreements ( 486.0 ) ( 619.0 ) ( 743.0 )
Borrowings under revolving credit agreements 491.0 384.0 623.0
Proceeds from company-owned life insurance policies — 7.0 —
Payments on long-term debt
( 32.5 ) ( 39.2 ) ( 118.3 )
Payments of debt issuance and debt extinguishment costs
( 3.9 ) — ( 0.9 )
Cash dividends paid
( 33.3 ) ( 32.5 ) ( 32.6 )
Purchase of common stock for treasury
( 14.5 ) — —
Employee taxes paid under stock-based compensation plans
( 10.7 ) ( 2.6 ) ( 5.8 )
Proceeds from the exercise of stock options
12.2 3.1 0.1
Contributions from noncontrolling interests
— — 31.2
Net cash used in financing activities ( 77.7 ) ( 299.2 ) ( 246.3 )
Effect of foreign exchange rate changes
5.8 ( 0.2 ) 2.0
Increase (decrease) in cash and cash equivalents 54.2 ( 32.5 ) 49.1
Cash and cash equivalents at beginning of the year
152.1 184.6 135.5
Cash and cash equivalents at end of the year
$ 206.3 $ 152.1 $ 184.6
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows – continued
Fiscal Year
(In millions)
2025 2024 2023
OTHER CASH FLOW INFORMATION
Interest paid
$ 33.5 $ 44.1 $ 63.5
Net income taxes paid
25.4 20.0 27.0
NON-CASH INVESTING AND FINANCING ACTIVITY
Additions to property, plant and equipment not yet paid — 1.3 0.3
Net income taxes paid (refunded):
Fiscal Year
(In millions) 1
2025
Federal $ 11.7
State ( 0.2 )
Foreign:
Argentina 1.9
Canada 2.2
China 2.8
Other foreign jurisdictions 7.0
Total $ 25.4
1 Disaggregated in accordance with ASU 2023-09, which the Company adopted prospectively in 2025.
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
Wolverine World Wide, Inc. Stockholders' Equity
(In millions, except share and per share data) Common Stock Additional Paid-In Capital Retained Earnings Accumulated
Other
Comprehensive
Loss Treasury Stock Non-controlling Interest Total
Balance at December 31, 2022 $ 112.2 $ 325.4 $ 907.2 $ ( 132.9 ) $ ( 891.3 ) $ 18.4 $ 339.0
Cumulative effect of change in accounting principle (See Note 1) 7.2 7.2
Balance at December 31, 2022 112.2 325.4 914.4 ( 132.9 ) ( 891.3 ) 18.4 346.2
Net earnings (loss) ( 38.5 ) 0.4 ( 38.1 )
Other comprehensive income (loss) ( 9.3 ) 0.5 ( 8.8 )
Shares issued, net of shares forfeited under stock incentive plans ( 745,662 shares)
0.8 ( 6.7 ) ( 5.9 )
Shares issued for stock options exercised, net ( 6,042 shares)
— 0.1 0.1
Stock-based compensation expense
15.2 15.2
Cash dividends declared ($ 0.40 per share)
( 32.8 ) ( 32.8 )
Issuance of treasury shares ( 9,924 shares)
( 0.1 ) 0.3 0.2
Capital contribution from noncontrolling interests 30.1 2.1 32.2
Balance at December 30, 2023 $ 113.0 $ 364.0 $ 843.1 $ ( 142.2 ) $ ( 891.0 ) $ 21.4 $ 308.3
Net earnings 45.2 3.6 48.8
Other comprehensive loss ( 5.6 ) ( 1.1 ) ( 6.7 )
Shares issued, net of shares forfeited under stock incentive plans ( 579,868 shares)
0.5 ( 3.1 ) ( 2.6 )
Shares issued for stock options exercised, net ( 187,955 shares)
0.2 2.9 3.1
Stock-based compensation expense
19.1 19.1
Cash dividends declared ($ 0.40 per share)
( 33.2 ) ( 33.2 )
Issuance of treasury shares ( 10,695 shares)
( 0.2 ) 0.2 —
Divestiture ( 14.7 ) ( 14.7 )
Balance at December 28, 2024 $ 113.7 $ 382.7 $ 855.1 $ ( 147.8 ) $ ( 890.8 ) $ 9.2 $ 322.1
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity – continued
Wolverine World Wide, Inc. Stockholders' Equity
(In millions, except share and per share data) Common Stock Additional Paid-In Capital Retained Earnings Accumulated
Other
Comprehensive
Loss Treasury Stock Non-controlling Interest Total
Balance at December 28, 2024 $ 113.7 $ 382.7 $ 855.1 $ ( 147.8 ) $ ( 890.8 ) $ 9.2 $ 322.1
Net earnings 95.8 5.2 101.0
Other comprehensive income 21.4 0.7 22.1
Shares issued, net of shares forfeited under stock incentive plans ( 1,033,494 shares)
1.1 ( 11.6 ) ( 10.5 )
Shares issued for stock options exercised, net ( 717,533 shares)
0.7 11.3 12.0
Stock-based compensation expense
24.4 24.4
Cash dividends declared ($ 0.40 per share)
( 33.7 ) ( 33.7 )
Issuance of treasury shares ( 6,630 shares)
— 0.2 0.2
Purchase of common stock for treasury ( 900,000 shares)
( 14.5 ) ( 14.5 )
Balance at January 3, 2026 $ 115.5 $ 406.8 $ 917.2 $ ( 126.4 ) $ ( 905.1 ) $ 15.1 $ 423.1
See accompanying notes to consolidated financial statements.
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WOLVERINE WORLD WIDE, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
Fiscal Years 2025, 2024 and 2023
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Operations
Wolverine World Wide, Inc. (the “Company”) is a leading designer, marketer and licensor of a broad range of quality casual footwear and apparel; performance outdoor and athletic footwear and apparel; kids’ footwear; industrial work shoes, boots and apparel; and uniform shoes and boots. The Company’s portfolio of owned and licensed brands includes: Bates ® , Cat ® , Chaco ® , Harley-Davidson ® , Hush Puppies ® , HYTEST ® , Merrell ® , Saucony ® , Stride Rite ® , Sweaty Betty ® and Wolverine ® . The Company’s products are marketed worldwide through owned operations, through licensing and distribution arrangements with third parties, and through joint ventures. The Company also operates retail stores and eCommerce sites to market both its own brands and branded footwear and apparel from other manufacturers.
Effective February 4, 2023, the Company completed the sale of the Keds ® business. See Note 18 for further discussion.
In the third quarter of fiscal 2023, the Company entered into a multi-year licensing agreement of the Hush Puppies ® brand in the United States and Canada and completed the sale of the Hush Puppies ® trademarks, patents, copyrights, and domains in China, Hong Kong, and Macau. The Company continues to own the Hush Puppies ® brand throughout the rest of the world. See Note 18 for further discussion.
Effective August 23, 2023, the Company completed the sale of the U.S. Leathers business and effective December 28, 2023, the Company completed the sale of the Asia-based Leathers business. See Note 18 for further discussion.
Effective January 1, 2024, the Company completed the sale of the Company’s equity interests in joint venture entities that sourced and marketed Merrell ® and Saucony ® footwear and apparel products in China. See Note 18 for further discussion.
Effective January 10, 2024, the Company completed the sale of the Sperry ® business. See Note 18 for further discussion.
Effective May 4, 2024, the Company entered into global multi-year licensing agreements of the Merrell ® and Saucony ® kids footwear and Merrell ® apparel and accessories.
Principles of Consolidation and Basis of Presentation
The consolidated financial statements include the accounts of Wolverine World Wide, Inc. and its majority-owned subsidiaries (collectively, the “Company”) and any variable interest entities for which we are the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation.
Fiscal Year
The Company’s fiscal year is the 52- or 53-week period that ends on the Saturday nearest to December 31. Fiscal year 2025 had 53 weeks, while 2024 and 2023 each had 52 weeks.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Revenue Recognition
The Company recognizes revenue in accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers . Revenue is recognized upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration to be received in exchange for those goods or services. The Company identifies the performance obligation in the contract, determines the transaction price, allocates the transaction price to the performance obligations and recognizes revenue upon completion of the performance obligation.
Control of the Company's goods and services, and associated revenue, are transferred to customers at a point in time. The Company’s contract revenue consists of wholesale revenue and direct-to-consumer revenue. Wholesale revenue is recognized for products sourced by the Company when control transfers to the customer generally occurring upon the shipment or delivery of branded products to the customer. Direct-to-consumer includes eCommerce revenue that is recognized for products sourced by the Company when control transfers to the customer once the related goods have been shipped and retail store revenue is
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recognized at time of sale. The shipment of goods, or point of purchase for retail store sales, was evaluated to best represent when control transfers based on the Company’s right of payment for the goods, the customer’s legal title to the asset, the transfer of physical possession and the customer having the risks and rewards of the goods.
Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs that are charged to and reimbursed by a customer are recognized as revenue, while the related expenses incurred by the Company are recorded as cost of goods sold. The Company has elected the practical expedient to treat shipping and handling activities that occur after control of the goods transfers to the customer as fulfillment activities.
Payment terms for the Company's revenue vary by sales channel. Standard credit terms apply to the Company's wholesale receivables, while payment is rendered at the time of sale within the direct-to-consumer channel. The timing of revenue recognition, billings and cash collections results in billed accounts receivable and customer advances (contract liabilities) on the consolidated balance sheets. Generally, billing occurs commensurate to revenue recognition resulting in contract assets. See Note 6 for additional information.
Cost of Goods Sold
Cost of goods sold includes the actual product costs, including inbound freight charges and certain outbound freight charges, purchasing, sourcing, inspection and receiving costs. Warehousing costs are included in selling, general and administrative expenses.
Advertising Costs
Advertising costs are expensed as incurred, except for certain materials that are expensed the first time that the advertising takes place. Advertising expenses were $ 158.1 million, $ 140.3 million and $ 169.3 million for fiscal years 2025, 2024 and 2023, respectively. Prepaid advertising totaled $ 4.7 million and $ 1.3 million as of January 3, 2026 and December 28, 2024, respectively.
Earnings Per Share
The Company calculates earnings per share in accordance with FASB ASC Topic 260, Earnings Per Share (“ASC 260”). ASC 260 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting, and, therefore, need to be included in the earnings allocation in computing earnings per share under the two-class method. Under the guidance in ASC 260, the Company’s unvested share-based payment awards that contain non-forfeitable rights to dividends, whether paid or unpaid, are participating securities and must be included in the computation of earnings per share pursuant to the two-class method.
Cash Equivalents
Cash equivalents include highly liquid investments with an original maturity of three months or less. Cash equivalents are stated at cost, which approximates fair value.
Allowance for Credit Losses
The Company maintains an allowance for credit losses on accounts receivable that represents estimated losses resulting from its customers’ failure to make required payments. Company management evaluates the allowance for credit losses based on a review of current customer status and historical collection experience along with current and reasonable supportable forecasts of future economic conditions.
Inventories
The Company values its inventory at the lower of cost or net realizable value. Cost is determined using the first-in, first-out (“FIFO”) method for all raw materials, work-in-process and finished product inventories in foreign countries and domestic finished product inventories. The Company changed its method of accounting for certain domestic inventory valued using the last-in, first-out (“LIFO”) method to the first-in, first-out (“FIFO”) i nventory valuation method, refer to " Change in Accounting Principle " below for additional information regarding this change. The average cost of inventory is used for finished product inventories of the Company’s retail store business inventory. The Company has applied these inventory cost valuation methods consistently from year to year.
The Company reduces the carrying value of its inventories to the lower of cost or net realizable value for excess or obsolete inventories based upon assumptions about future demand and market conditions. If the Company were to determine that the estimated realizable value of its inventory is less than the carrying value of such inventory, the Company would provide a reserve for such difference as a charge to cost of sales. If actual market conditions are different from those projected, adjustments to those inventory reserves may be required. The adjustments would increase or decrease the Company’s cost of
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sales and net income in the period in which they were realized or recorded. Inventory quantities are verified at various times throughout the year by performing physical inventory counts and subsequently comparing those results to perpetual inventory balances. If the Company determines that adjustments to the inventory quantities are appropriate, an adjustment to the Company’s cost of goods sold and inventory is recorded in the period in which such determination was made.
Property, Plant and Equipment
Property, plant and equipment are stated on the basis of cost and include expenditures for buildings, leasehold improvements, furniture and fixtures, material handling systems, equipment and computer hardware and software. Normal repairs and maintenance are expensed as incurred. Depreciation of property, plant and equipment is computed using the straight-line method. The depreciable lives range from 14 to 20 years for buildings, from 5 to 15 years for leasehold improvements, from 3 to 10 years for furniture, fixtures and equipment and from 3 to 10 years for software.
Leases
The Company’s leases consist primarily of corporate offices, retail stores, distribution centers, showrooms, vehicles and office equipment. The Company leases assets in the normal course of business to meet its current and future needs while providing flexibility to its operations. The Company enters into contracts with third parties to lease specifically identified assets. Most of the Company’s leases have contractually specified renewal periods. Most retail store leases have early termination clauses that the Company can elect if stipulated sales amounts are not achieved. The Company determines the lease term for each lease based on the terms of each contract and factors in renewal and early termination options if such options are reasonably certain to be exercised.
Under FASB ASC Topic 842, Leases , the Company has elected the practical expedient to account for lease components and nonlease components associated with individual leases as a single lease component for all of its leases. In addition, the Company has elected to account for multiple lease components as a single lease component. The Company’s leases may include variable lease costs such as payments based on changes to an index, payments based on a percentage of retail store sales, and maintenance, utilities, shared marketing or other service costs that are paid directly to the lessor under terms of the lease. The Company recognizes variable lease payments when the amounts are incurred and determinable. The Company has elected to account for leases of less than one year as short-term leases and accordingly does not recognize a right-of-use asset or lease liability for these leases. The Company recognizes rent expense on a straight-line basis over the lease term.
The Company subleases certain portions of leased offices and distribution centers that exceed the Company’s current operational needs. Since the Company utilizes the majority of the leased space and retains the obligation to the lessor, the underlying leases continue to be accounted for as operating leases. Sublease income is recognized on a straight-line basis over the term of the sublease and is recognized in other expense (income), net on the consolidated statements of operations.
The Company recognizes a lease liability in current and noncurrent liabilities equal to the present value of the fixed future lease payments using an incremental borrowing rate as of the commencement date of each lease. The incremental borrowing rate is based on an interest rate that the Company would normally pay to borrow on a collateralized basis over a similar term and an amount equal to the lease payments. The Company also recognizes a right-of-use asset, which is equal to the lease liability as of January 3, 2026 adjusted for the remaining balance of accrued rent and unamortized lease incentives.
Deferred Financing Costs
Deferred financing costs represent commitment fees, legal and other third-party costs associated with obtaining commitments for financing that result in a closing of such financings for the Company. Deferred financing costs related to fixed term borrowings are recorded as a reduction of long-term debt in the consolidated balance sheet. Deferred financing costs related to revolving credit facilities are recorded as an other noncurrent asset in the consolidated balance sheet. These costs are amortized into earnings through interest expense over the terms of the respective agreements.
Derivatives
The Company follows FASB ASC Topic 815, Derivatives and Hedging ("ASC 815"), which requires that all derivative instruments be recorded on the consolidated balance sheets at fair value by establishing criteria for designation and effectiveness of hedging relationships. The Company does not hold or issue financial instruments for trading purposes. Refer to Note 10 for further discussion regarding the Company's derivative arrangements and derivative accounting.
Goodwill and Other Intangible Assets
Goodwill represents the excess of the purchase price over the fair value of net tangible and identifiable intangible assets of acquired businesses. Indefinite-lived intangibles include trademarks and trade names. Goodwill and intangible assets deemed to have indefinite lives are not amortized, but are subject to impairment tests at least annually. The Company reviews the carrying amounts of goodwill and indefinite-lived intangible assets by reporting unit at least annually, or when indicators of impairment
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are present, to determine if such assets may be impaired. The Company includes assumptions such as a discount rate and expected future operating performance, which includes forecasted revenue growth, earnings before interest, taxes, depreciation and amortization ("EBITDA") margin and cost of capital, which are derived from internal projections and operating plans, as part of a discounted cash flow analysis to estimate fair value. If the carrying value of these assets is not recoverable, based on the discounted cash flow analysis, management compares the fair value of the assets to the carrying value. Goodwill and indefinite-lived intangibles are considered impaired if the recorded value exceeds the fair value.
The Company may first assess qualitative factors to determine whether it is more likely than not that the fair value of goodwill and indefinite-lived intangible asset are less than their carrying value. The Company would not be required to quantitatively determine the fair value unless the Company determines, based on the qualitative assessment, that it is more likely than not that its fair value is less than the carrying value.
The Company performs its annual testing for goodwill and indefinite-lived intangible asset impairment at the beginning of the fourth quarter of the fiscal year for all reporting units. See Note 4 for information related to the results of the Company's annual test.
Impairment of Long-Lived Assets
The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or an asset group may not be recoverable. Each impairment test is based on a comparison of the carrying amount of the asset or asset group to the future undiscounted net cash flows expected to be generated by the asset or asset group. If such assets are considered to be impaired, the impairment amount to be recognized is the amount by which the carrying amount of the assets exceeds their fair value.
In 2024, the Company incurred $ 6.1 million in non-cash impairment charges on the long-lived property, plant and equipment and lease right-of-use assets at the Company’s distribution center in Louisville, Kentucky to adjust the carrying amount of the assets to their estimated fair value. The Louisville distribution center impairment charges were related to the Company’s transformation activities and actions to consolidate distribution operations. The long-lived assets had no fair value after the Company stopped using the distribution center.
The Company incurred $ 3.2 million in 2024 and $ 37.3 million in 2023 in non-cash impairment charges on certain Corporate U.S., U.K. and Canada office long-lived property, plant and equipment and right-of-use assets, to adjust the carrying amount of the assets to estimated fair value. The impairment charges primarily resulted from divestiture activities and consolidation of corporate office space. Fair value was estimated based on the discounted cash flows of estimated rental income from subleases net of estimated expenses.
In 2023, the Company incurred $ 1.9 million in non-cash impairment charges on certain Sperry ® retail store assets where the estimated future cash flows did not support the net book value of the assets.
The following table provides details related to asset impairment charges recorded:
(In millions) January 3,
2026 December 28,
2024 December 30,
2023
Lease right-of-use assets impairment $ — $ 5.9 $ 28.6
Property, plant and equipment impairment — 3.4 10.6
Indefinite-lived trade name impairment (1)
— — 38.3
Held for sale impairment of carrying value (2)
— — 96.8
Impairment of Sperry ® assets not sold (2)
— — 11.0
Total impairment of long-lived assets $ — $ 9.3 $ 185.3
(1) See Note 4 for information related to the Indefinite-lived trade name impairment charge recorded in fiscal 2023.
(2) See Note 18 for information related to the held for sale carrying value impairment charge and impairment charge of Sperry ® assets not sold recorded in fiscal 2023.
Fair Value of Financial Instruments
The Company follows FASB ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), which provides a consistent definition of fair value, focuses on exit price, prioritizes the use of market-based inputs over entity-specific inputs for
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measuring fair value and establishes a three-tier hierarchy for fair value measurements. ASC 820 requires fair value measurements to be classified and disclosed in one of the following three categories:
Level 1: Fair value is measured using quoted prices (unadjusted) in active markets for identical assets and liabilities.
Level 2: Fair value is measured using either direct or indirect inputs, other than quoted prices included within Level 1, which are observable for similar assets or liabilities.
Level 3: Fair value is measured using valuation techniques in which one or more significant inputs are unobservable.
Environmental
The Company establishes a reserve for estimated environmental remediation costs based upon the evaluation of currently-available facts with respect to each individual affected site. The costs are recorded on an undiscounted basis when they are probable and reasonably estimable, generally no later than the completion of feasibility studies, the Company’s commitment to a plan of action, or approval by regulatory agencies. Liabilities for estimated costs of environmental remediation are based primarily upon third-party environmental studies, other internal analysis and the extent of the contamination and the nature of required remedial actions at each site. The Company records adjustments to the estimated costs if there are changes in the scope of the required remediation activity, extent of contamination, governmental regulations or remediation technologies. Environmental costs relating to existing conditions caused by past operations that do not contribute to current or future revenues are expensed as incurred.
Assets related to potential recoveries from other responsible parties are recognized when a definitive agreement is reached and collection of cash is realizable. Recoveries of covered losses under insurance policies are recognized only when realization of the claim is deemed probable.
The Company is subject to legal proceedings and claims related to the environmental matters described in Note 16. The Company routinely assesses the legal and factual circumstances of each matter and the likelihood of any adverse outcomes in these matters, as well as ranges of possible losses. Assessments of lawsuits and claims can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. The Company accrues an estimated liability for legal proceeding claims that are both probable and estimable and reserves may change in future periods due to new developments in each matter. For further discussion, refer to Note 16.
Retirement Benefits
The determination of the obligation and expense for retirement benefits is dependent on the selection of certain actuarial assumptions used in calculating such amounts. These assumptions include, among others, the discount rate, expected long-term rate of return on plan assets, mortality rates and rates of increase in compensation. These assumptions are reviewed with the Company’s actuaries and updated annually based on relevant external and internal factors and information, including, but not limited to, long-term expected asset returns, rates of termination, regulatory requirements and plan changes. See Note 12 for additional information. The Company has elected to measure its defined benefit plan assets and obligations as of December 31 of each year, regardless of the Company's actual fiscal year end date, which is the Saturday nearest to December 31.
Stock Based Compensation
The Company accounts for stock-based compensation in accordance with the fair value recognition provisions of ASC Topic 718, Compensation – Stock Compensation . The Company generally grants restricted stock or units (“Restricted Awards”), performance-based restricted stock or units (“Performance Awards”) and stock options under its stock-based compensation plans. All stock-based awards are accounted for based on their respective grant date fair values. Compensation cost for all awards expected to vest is recognized over the vesting period, including accelerated recognition for retirement-eligible employees.
Income Taxes
The provision for income taxes is based on the geographic dispersion of the earnings reported in the consolidated financial statements. A deferred income tax asset or liability is determined by applying currently-enacted tax laws and rates to the cumulative temporary differences between the carrying values of assets and liabilities for financial statement and income tax purposes. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. A valuation allowance is recorded to reduce deferred tax assets to the amount that is more likely than not to be realized. In the event the Company determines it is more likely than not that the deferred tax assets will not be realized in the future, the valuation allowance adjustment to the deferred tax assets will be charged to earnings in the period in which the Company makes such a determination. The Company includes Global Intangible Low Tax Income ("GILTI") as a current period tax expense when incurred.
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The Company records an increase in liabilities for income tax accruals associated with tax benefits claimed on tax returns but not recognized for financial statement purposes (unrecognized tax benefits). In determining whether an uncertain tax position exists, the Company determines, based solely on its technical merits, whether the tax position is more likely than not to be sustained upon examination, and if so, a tax benef it is measured on a cumulative probability basis that is more likely than not to be realized upon the ultimate settlement. T he Company recognizes interest and penalties related to unrecognized tax benefits through interest expense and income tax expense, respectively.
Foreign Currency
For most of the Company’s international subsidiaries, the local currency is the functional currency. Assets and liabilities of these subsidiaries are translated into U.S. dollars at the year-end exchange rate. Operating statement amounts are translated at average exchange rates for each period. The cumulative translation adjustments resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Transaction gains and losses are included in the consolidated statements of operations and were not material for fiscal years 2025, 2024 and 2023.
Change in Accounting Principle
During the third quarter of 2025, the Company changed its method of accounting for certain domestic inventory valued using the last-in, first-out (“LIFO”) method to the first-in, first-out (“FIFO”) i nventory valuation method. Inventory valued under the LIFO method represented approximately 23.0 % and 23.8 % of the Company’s total inventories as of December 28, 2024 and December 30, 2023, respectively. This change in accounting principle is preferable because it more closely resembles the physical flow of inventory, aligns with how the Company internally manages the business, conforms all of the Company’s distribution warehouse inventory to the FIFO method of accounting, and improves comparability with the Company’s peers. Additionally, the Company intends to make a change from LIFO to FIFO for our tax provision in accordance with IRS rules and regulations.
The Company applied this change in inventory costing method by retrospectively adjusting its historical financial statements. The tables below illustrate the impacts for the fiscal year 2025 and historical financial statement line items within the accompanying financial statements that were adjusted as a result of the retrospective application:
Fiscal Year 2025
Fiscal Year 2024
(In millions, except share data) As Computed under LIFO Effect of Change As Reported As Originally Reported Effect of Change As Adjusted
Consolidated Statement of Operations and Comprehensive Income (Loss)
Cost of goods sold $ 992.7 $ ( 5.1 ) 987.6 $ 973.5 $ 3.5 $ 977.0
Earnings (loss) before income taxes 116.4 5.1 121.5 61.6 ( 3.5 ) 58.1
Income tax expense (benefit) 19.3 1.2 20.5 10.1 ( 0.8 ) 9.3
Net earnings (loss) 97.1 3.9 101.0 51.5 ( 2.7 ) 48.8
Net earnings (loss) attributable to Wolverine World Wide, Inc. 91.9 3.9 95.8 47.9 ( 2.7 ) 45.2
Comprehensive income (loss) 119.2 3.9 123.1 44.8 ( 2.7 ) 42.1
Comprehensive income (loss) attributable to Wolverine World Wide, Inc. 113.3 3.9 117.2 42.3 ( 2.7 ) 39.6
Net earnings (loss) per share:
Basic $ 1.09 $ 0.05 1.14 $ 0.58 $ ( 0.03 ) $ 0.55
Diluted $ 1.09 $ 0.05 1.14 $ 0.58 $ ( 0.03 ) $ 0.55
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Fiscal Year 2023
(In millions, except share data) As Originally Reported Effect of Change As Adjusted
Consolidated Statement of Operations and Comprehensive Income (Loss)
Cost of goods sold $ 1,370.4 $ ( 1.4 ) $ 1,369.0
Earnings (loss) before income taxes ( 134.2 ) 1.4 ( 132.8 )
Income tax expense (benefit) ( 95.0 ) 0.3 ( 94.7 )
Net earnings (loss) ( 39.2 ) 1.1 ( 38.1 )
Net earnings (loss) attributable to Wolverine World Wide, Inc. ( 39.6 ) 1.1 ( 38.5 )
Comprehensive income (loss) ( 48.0 ) 1.1 ( 46.9 )
Comprehensive income (loss) attributable to Wolverine World Wide, Inc. ( 48.9 ) 1.1 ( 47.8 )
Net earnings (loss) per share:
Basic $ ( 0.51 ) $ 0.02 $ ( 0.49 )
Diluted $ ( 0.51 ) $ 0.02 $ ( 0.49 )
January 3, 2026
December 28, 2024
(In millions) As Computed under LIFO Effect of Change As Reported As Originally Reported Effect of Change As Adjusted
Consolidated Balance Sheets
Finished products, net $ 260.3 $ 12.3 $ 272.6 $ 237.8 $ 7.2 $ 245.0
Deferred income taxes 86.9 ( 2.8 ) 84.1 93.7 ( 1.6 ) 92.1
Retained earnings 907.7 9.5 917.2 849.5 5.6 855.1
Fiscal Year 2025
Fiscal Year 2024
(In millions) As Computed under LIFO Effect of Change As Reported As Originally Reported Effect of Change As Adjusted
Consolidated Statement of Cash Flows
Net earnings (loss) $ 97.1 $ 3.9 $ 101.0 $ 51.5 $ ( 2.7 ) $ 48.8
Deferred income taxes 6.8 1.2 8.0 21.4 ( 0.8 ) 20.6
Inventories ( 15.8 ) ( 5.1 ) ( 20.9 ) 127.1 3.5 130.6
Fiscal Year 2023
(In millions) As Originally Reported Effect of Change As Adjusted
Consolidated Statement of Cash Flows
Net earnings (loss) $ ( 39.2 ) $ 1.1 $ ( 38.1 )
Deferred income taxes ( 95.8 ) 0.3 ( 95.5 )
Inventories 286.5 ( 1.4 ) 285.1
2. NEW ACCOUNTING STANDARDS
The FASB has issued the following Accounting Standards Update (“ASU”) that the Company has adopted. The following is a summary of the new standard.
Standard Description Effect on the Financial Statements
ASU 2023-09, Improvements to Income Tax Disclosures Requires annual disclosures of prescribed standard categories for the components of the effective tax rate reconciliation and disclosure of income taxes paid disaggregated by jurisdiction. The Company has adopted ASU 2023-09 for the year-ended January 3, 2026 and applied it prospectively. Refer to Note 13, Income Taxes.
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The FASB has issued the following ASUs that the Company has not yet adopted. The following is a summary of the new standards and anticipated impact of adopting these new standards.
Standard Description Effect on the Financial Statements
ASU 2024-03, Disaggregation of Income Statement Expenses Requires disclosure about the types of costs and expenses included in certain expense captions presented on the income statement. The ASU is effective for annual periods beginning after December 15, 2026, and interim periods beginning after December 15, 2027, with early adoption permitted. The amendments in ASU 2024-03 should be applied either prospectively to financial statements issued for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements. The Company is evaluating the impact of the new standard on its Consolidated Financial Statements.
ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software Modernizes the accounting for software costs with how software is developed today, clarifies when to begin capitalizing costs and enhances disclosure requirements. The ASU is effective for interim and annual periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the impact of the new standard on its Consolidated Financial Statements.
3. EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted earnings per share:
Fiscal Year
(In millions, except per share data) 2025 2024 2023
Numerator:
Net earnings (loss) attributable to Wolverine World Wide, Inc. $ 95.8 $ 45.2 $ ( 38.5 )
Less: net earnings attributed to participating share-based awards
( 2.7 ) ( 1.6 ) ( 0.7 )
Net earnings (loss) used to calculate earnings per share $ 93.1 $ 43.6 $ ( 39.2 )
Denominator:
Weighted average shares outstanding
81.2 80.0 79.4
Effect of dilutive share-based awards
0.5 — —
Shares used to calculate diluted earnings per share
81.7 80.0 79.4
Net earnings (loss) per share:
Basic
$ 1.14 $ 0.55 $ ( 0.49 )
Diluted
$ 1.14 $ 0.55 $ ( 0.49 )
For fiscal years 2025, 2024 and 2023, 185,601 , 1,592,297 and 2,022,676 outstanding stock options, respectively, have not been included in the denominator for the computation of diluted earnings per share because they were anti-dilutive.
The Company has 2,000,000 authorized shares of $ 1 par value preferred stock, none of which was issued or outstanding as of January 3, 2026 or December 28, 2024. The Company has designated 150,000 shares of preferred stock as Series A junior participating preferred stock and 500,000 shares of preferred stock as Series B junior participating preferred stock for possible future issuance.
The Company repurchased $ 14.5 million of Company common stock in fiscal year 2025 under stock repurchase plans and did not repurchase Company common stock in fiscal years 2024 or 2023. In addition to the stock repurchase program activity, the Company acquired $ 10.7 million, $ 2.6 million and $ 5.8 million of Company common stock in fiscal years 2025, 2024 and 2023, respectively, in connection with employee transactions related to stock incentive plans.
On March 7, 2024, the Company's Board of Directors approved a common stock repurchase program that authorized the repurchase of $ 150.0 million of common stock over a three-year period.
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4. GOODWILL AND OTHER INTANGIBLE ASSETS
The changes in the carrying amount of goodwill are as follows:
Fiscal Year
(In millions) 2025 2024
Goodwill balance at beginning of the year $ 424.6 $ 427.1
Foreign currency translation effects 6.7 ( 2.5 )
Goodwill balance at end of the year $ 431.3 $ 424.6
Goodwill balances are net of accumulated impairment charges. Accumulated impairment charges were $ 48.4 million as of January 3, 2026 and December 28, 2024, and are related to the Sweaty Betty ® reporting unit, which is part of the Active Group reportable segment.
The Company performs its annual testing for goodwill and indefinite-lived intangible asset impairment at the beginning of the fourth quarter of the fiscal year for all reporting units. The Company did not recognize any impairment charges for goodwill and indefinite-lived intangible assets during 2025 and 2024 and did not recognize any impairment charges for goodwill during 2023. The Company’s indefinite-lived intangible assets, which comprise trade names and trademarks, totaled $ 180.2 million and $ 173.0 million as of January 3, 2026 and December 28, 2024, respectively. In the third quarter of 2023, due to the continued lower current year performance of the Sperry ® brand, the Company determined that a triggering event had occurred requiring impairment testing of the Sperry ® trade name. Based on the results of the impairment testing, the Company recognized impairment charges of $ 38.3 million to the Sperry ® trade name. The impairment charge was due to reductions in future cash flow assumptions mainly due to decreases in anticipated future performance and an increase in the discount rate used in the valuation.
For the Sweaty Betty ® reporting unit included in the fiscal 2025 annual impairment test, the estimated fair value of the reporting unit exceeded the carrying value by 16 %. The Sweaty Betty ® trade name was valued using the income approach, specifically the multi-period excess earnings method. The key assumptions used in the valuations were revenue growth, EBITDA margin, and the discount rate. Although the Company believes the estimates and assumptions used in the valuations were appropriate, it is possible assumptions could change in future periods. The risk of future impairment to the Sweaty Betty ® trade name and Sweaty Betty ® goodwill depend on assumptions used in the determination of the trade name's and reporting unit's fair value, such as revenue growth, EBITDA margin, taxes, depreciation and amortization margin, discount rate, and assumed tax rate, or if macroeconomic conditions deteriorate and adversely affect the values of the Company's Sweaty Betty ® trade name and the Sweaty Betty ® reporting unit. A future impairment charge of the Sweaty Betty ® trade name and the Sweaty Betty ® reporting unit goodwill could have an adverse material effect on the Company's consolidated financial results. The carrying values of the Company’s Sweaty Betty ® trade name indefinite-lived intangible asset and the Sweaty Betty ® reporting unit goodwill were $ 105.4 million and $ 56.2 million, respectively, as of January 3, 2026.
Amortizable intangible assets are amortized using the straight-line method over their estimated useful lives. The combined gross carrying values and accumulated amortization for these amortizable intangibles are as follows:
January 3, 2026
(In millions) Gross carrying
value Accumulated
amortization Net Average remaining life (years)
Customer relationships $ 60.7 $ 35.4 $ 25.3 8
Other 21.1 17.1 4.0 3
Total $ 81.8 $ 52.5 $ 29.3
December 28, 2024
(In millions) Gross carrying
value Accumulated
amortization Net Average remaining life (years)
Customer relationships $ 58.8 $ 31.2 $ 27.6 9
Other 23.1 19.2 3.9 3
Total $ 81.9 $ 50.4 $ 31.5
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Amortization expense for these amortizable intangible assets was $ 4.8 million, $ 4.8 million and $ 7.2 million for fiscal years 2025, 2024 and 2023, respectively. Estimated aggregate amortization expense for such intangibles for the fiscal years subsequent to January 3, 2026 is as follows:
(In millions) 2026 2027 2028 2029 2030
Amortization expense $ 4.7 $ 4.4 $ 4.2 $ 3.8 $ 3.4
5. ACCOUNTS RECEIVABLE
The Company and certain of its subsidiaries sell, on a continuous basis without recourse, their trade receivables to Rockford ARS, LLC (“Rockford ARS”), a wholly-owned bankruptcy-remote subsidiary of the Company. Rockford ARS entered into a receivables purchase agreement (“RPA”), to sell up to $ 125.0 million of receivables to certain purchasers (the “Purchasers”) on a recurring basis in exchange for cash (referred to as “capital” in the RPA) equal to the gross receivables transferred. The parties intend that the transfers of receivables to the Purchasers constitute purchases and sales of receivables. Rockford ARS has guaranteed to each Purchaser the prompt payment of sold receivables, and has granted a security interest in its assets for the benefit of the Purchasers. Under the RPA, which was amended on September 25, 2025 to extend the maturity date to September 25, 2028 , each Purchaser’s share of capital accrues yield at a floating rate plus an applicable margin. The Company is the master servicer under the RPA, and is responsible for administering and collecting receivables.
The proceeds of the RPA are classified as operating activities in the Company's Consolidated Statement of Cash Flows. Cash received from collections of sold receivables may be used to fund additional purchases of receivables on a revolving basis or to return all or any portion of outstanding capital of the Purchasers. Subsequent collections on the pledged receivables, which have not been sold, will be classified as operating cash flows at the time of collection. Total receivables sold under the RPA were $ 566.4 million and $ 451.7 million in fiscal years 2025 and 2024, respectively, and total cash collections under the RPA were $ 566.4 million and $ 433.3 million in fiscal years 2025 and 2024, respectively. The fair value of the sold receivables approximated book value due to their credit quality and short-term nature, and as a result, no gain or loss on sale of receivables was recorded.
As of the fiscal years ended January 3, 2026 and December 28, 2024, the amount sold to the Purchasers was $ 112.4 million and $ 112.4 million, respectively, which was derecognized from the Consolidated Balance Sheets. As collateral against sold receivables, Rockford ARS maintains a certain level of unsold receivables, which was $ 47.9 million and $ 64.9 million as of the fiscal years ended January 3, 2026 and December 28, 2024, respectively.
6. REVENUE FROM CONTRACTS WITH CUSTOMERS
Revenue Recognition and Performance Obligations
The Company reports disaggregated revenue for the wholesale and direct-to-consumer sales channels, which are reconciled to the Company’s reportable segments. The wholesale channel includes royalty revenues, which operates in a similar manner as other wholesale revenues due to similar oversight and management, customer base, the performance obligation (footwear and apparel goods) and point in time completion of the performance obligation.
Fiscal Year
(in millions) 2025 2024 2023
Active Group:
Wholesale $ 977.8 $ 815.7 $ 999.1
Direct-to-consumer 430.0 430.4 440.0
Total 1,407.8 1,246.1 1,439.1
Work Group:
Wholesale 381.0 409.9 428.6
Direct-to-consumer 41.2 45.4 52.0
Total 422.2 455.3 480.6
Other:
Wholesale 40.0 45.5 232.8
Direct-to-consumer 4.3 8.1 90.4
Total 44.3 53.6 323.2
Total revenue $ 1,874.3 $ 1,755.0 $ 2,242.9
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The Company has agreements to license symbolic intellectual property with minimum guarantees or fixed consideration. The Company was due $ 29.9 million of remaining fixed transaction price under its license agreements as of January 3, 2026, which it expects to recognize per the terms of its contracts over the course of time through December 2028 . The Company has elected to omit the remaining variable consideration under its license agreements given the Company recognizes revenue equal to what it has the right to invoice and that amount corresponds directly with the value to the customer of the Company’s performance to date.
Reserves for Variable Consideration
Revenue is recorded at the net sales price (“transaction price”), which includes estimates of variable consideration for which reserves are established. Components of variable consideration include trade discounts and allowances, product returns, customer markdowns, customer rebates and other sales incentives relating to the sale of the Company’s products. These reserves, as detailed below, are based on the amounts earned, or to be claimed on the related sales. These estimates take into consideration a range of possible outcomes, which are probability-weighted in accordance with the expected value method for relevant factors such as current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns. Overall these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the respective underlying contracts. Revenue recognized during fiscal years 2025 and 2024 related to the Company’s contract liabilities was nominal.
The Company’s contract balances are as follows:
(In millions) January 3,
2026 December 28,
2024
Product returns reserve $ 11.8 $ 12.2
Other sales incentives reserve 3.0 4.1
Customer rebates liability 12.7 10.4
Customer advances liability 5.6 7.5
The amount of variable consideration included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized under the contract will not occur in a future period. Actual amounts of consideration ultimately received may differ from initial estimates. If actual results in the future vary from initial estimates, the Company subsequently adjusts these estimates, which would affect net revenue and earnings in the period such variances become known.
Product Returns
Consistent with industry practice, the Company offers limited product return rights for various return scenarios. The Company estimates the amount of product sales that may be returned by customers and records this estimate as a reduction of revenue in the period the related product revenue is recognized, and an offsetting increase to other accrued liabilities on the consolidated balance sheets. The Company believes there is sufficient current and historical information to record an estimate of the expected value of product returns although actual returns could differ from recorded amounts. The estimated cost of inventory for product returns is recorded in prepaid expenses and other current assets on the consolidated balance sheets. The estimated cost of inventory for product returns was $ 4.4 million and $ 4.4 million at January 3, 2026 and December 28, 2024, respectively.
Other Sales Incentives
The Company accrues for other sales incentives for certain customers which includes reserves for customer allowances for volume purchases or purchases that satisfy other criteria and for customer markdowns in connection with commitments to sell products at prices lower than the list price. These reserves are established in the same period that the related revenue is recognized, resulting in a reduction of product revenue and a reduction to trade receivables, net on the consolidated balance sheets depending on the nature of the item.
Customer Rebates
The Company accrues for customer rebates related to customers who purchase required volumes or meet other criteria. These reserves are established in the same period that the related revenue is recognized, resulting in a reduction of product revenue and an establishment of a current liability on the consolidated balance sheets.
Customer Advances
The Company recognizes a liability for amounts received from customers before revenue is recognized. Customer advances are recognized in other accrued liabilities on the consolidated balance sheets.
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7. DEBT
Total debt consists of the following obligations:
(In millions) January 3,
2026 December 28,
2024
Term Facility $ — $ 32.5
Senior Notes, 4.000% interest, due August 15, 2029 550.0 550.0
Borrowings under revolving credit agreements 75.0 70.0
Unamortized deferred financing costs ( 3.3 ) ( 4.5 )
Total debt $ 621.7 $ 648.0
On September 24 2025, the Company entered into a 2025 Replacement Facility Amendment and Reaffirmation Agreement (the “Credit Agreement”) to replace the existing revolving credit facility and term loan A facility. The new Credit Agreement provides for a revolving credit facility of $ 600.0 million (the “Revolving Facility”). The maturity date of the loans under the Revolving Facility is September 24, 2030. The Credit Agreement provides for a debt capacity of up to an aggregate debt amount (including existing revolver commitment amounts in addition to permitted incremental debt) not to exceed $ 850.0 million.
The Revolving Facility also includes a $ 75.0 million swingline subfacility and a $ 50.0 million letter of credit subfacility. The Company had outstanding letters of credit under the Revolving Facility (or the prior revolving credit facility, as applicable) of $ 14.5 million and $ 6.0 million as of January 3, 2026 and December 28, 2024, respectively. These outstanding letters of credit reduce the borrowing capacity under the Revolving Facility.
Loans under the Revolving Facility bear interest at a variable rate equal to either (i) the applicable base rate or (ii) the Secured Overnight Financing Rate (“SOFR”), plus in each case an interest margin determined by the Company’s net total leverage ratio, with a range of base rate margins from 0.250 % to 1.250 %, and a range of SOFR margins from 1.250 % to 2.250 %. At January 3, 2026, the Revolving Facility had a weighted-average interest rate of 6.12 %.
The obligations of the Company pursuant to the Credit Agreement are guaranteed by substantially all of the Company’s material domestic subsidiaries and secured by substantially all of the personal and real property of the Company and its material domestic subsidiaries, subject to certain exceptions.
The Revolving Facility also contain certain affirmative and negative covenants, including covenants that limit the ability of the Company and its Restricted Subsidiaries to, among other things: incur or guarantee indebtedness; incur liens; pay dividends or repurchase stock; enter into transactions with affiliates; consummate asset sales, acquisitions or mergers; prepay certain other indebtedness; or make investments, as well as covenants restricting the activities of certain foreign subsidiaries of the Company that hold intellectual property related assets. Further, the Revolving Facility requires compliance with the following financial covenants: a maximum Consolidated Leverage Ratio and a minimum Consolidated Interest Coverage Ratio (all capitalized terms used in this paragraph are as defined in the Revolving Facility). As of January 3, 2026, the Company was in compliance with all covenants and performance ratios under the Revolving Facility.
The Company’s $ 550.0 million 4.000 % senior notes issued on August 26, 2021 are due on August 15, 2029. Related interest payments are due semi-annually. The senior notes are guaranteed by substantially all of the Company’s domestic subsidiaries.
The Company included in interest expense the amortization of deferred financing costs of $ 2.7 million, $ 2.6 million, and $ 2.2 million in fiscal years 2025, 2024 and 2023 respectively.
Annual maturitie s of debt for the fiscal years subsequent to January 3, 2026 are as follows:
(In millions) 2026 2027 2028 2029 2030 Thereafter
Annual maturities of debt
$ 75.0 $ — $ — $ 550.0 $ — $ —
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8. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment consisted of the following:
(In millions) January 3,
2026 December 28, 2024
Land $ 0.6 $ 0.6
Buildings and leasehold improvements 109.2 96.0
Furniture, fixtures and equipment 115.6 150.5
Software 91.1 74.9
Gross cost 316.5 322.0
Less: accumulated depreciation 235.9 232.3
Property, plant and equipment, net $ 80.6 $ 89.7
Depreciation expense was $ 21.1 million, $ 21.4 million and $ 27.7 million for fiscal years 2025, 2024 and 2023, respectively.
9. LEASES
The following is a summary of the Company’s lease cost.
Fiscal Year
(In millions) 2025 2024
Operating lease cost $ 31.3 $ 32.0
Variable lease cost 11.8 11.3
Short-term lease cost 0.6 1.8
Sublease income ( 8.9 ) ( 6.7 )
Total lease cost $ 34.8 $ 38.4
The following is a summary of the Company’s supplemental cash flow information related to leases.
Fiscal Year
(In millions) 2025 2024
Cash paid for operating lease liabilities $ 42.8 $ 44.4
Operating lease assets obtained in exchange for lease liabilities 16.7 16.2
The weighted-average discount rate for operating leases as of January 3, 2026 was 5.7 %. The weighted-average remaining lease term for operating leases as of January 3, 2026 was 6.6 years. Future undiscounted cash flows for operating leases for the fiscal periods subsequent to January 3, 2026 are as follows:
(In millions) Operating Leases
2026 $ 35.0
2027 29.5
2028 24.6
2029 21.1
2030 18.5
Thereafter 40.2
Total future payments 168.9
Less: imputed interest 28.6
Recognized lease liability $ 140.3
The Company did not enter into any real estate leases with commencement dates subsequent to January 3, 2026.
10. DERIVATIVE FINANCIAL INSTRUMENTS
The Company utilizes foreign currency forward exchange contracts designated as cash flow hedges to manage the volatility associated primarily with U.S. dollar inventory purchases made by non-U.S. wholesale operations in the normal course of
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business. These foreign currency forward exchange hedge contracts extended out to a maximum of 503 days and 531 days as of January 3, 2026 and December 28, 2024, respectively. If, in the future, the foreign exchange contracts are determined not to be highly effective or are terminated before their contractual termination dates, the Company would remove the hedge designation from those contracts and reclassify into earnings the unrealized gains or losses that would otherwise be included in accumulated other comprehensive income (loss) within stockholders’ equity.
The Company also utilizes foreign currency forward exchange contracts that are not designated as hedging instruments to manage foreign currency transaction exposure. Foreign currency derivatives not designated as hedging instruments are offset by foreign exchange gains or losses resulting from the underlying exposures of foreign currency denominated assets and liabilities.
The Company had an interest rate swap arrangement, which matured on May 30, 2025 . The agreement exchanged floating rate interest payments for fixed rate interest payments over the life of the agreement without the exchange of the underlying notional amounts. The differential paid or received on the interest rate swap arrangement was recognized as interest expense, net.
The notional amounts of the Company’s derivative instruments are as follows:
(Dollars in millions) January 3,
2026 December 28,
2024
Foreign exchange hedge contracts $ 248.1 $ 263.5
Interest rate swap — 16.7
The recorded fair values of the Company’s derivative instruments are as follows:
(In millions) January 3,
2026 December 28,
2024
Financial assets:
Foreign exchange hedge contracts $ 0.1 $ 9.1
Interest rate swap — 0.2
Financial liabilities:
Foreign exchange hedge contracts $ ( 6.0 ) $ ( 0.7 )
Foreign exchange hedge contract financial assets are recorded to prepaid expenses and other current assets and financial liabilities are recorded to other accrued liabilities on the consolidated balance sheets. Interest rate swap financial assets are recorded to other assets on the consolidated balance sheets.
11. STOCK-BASED COMPENSATION
The Company recognized stock-based compensation expense of $ 24.4 million, $ 19.1 million and $ 15.2 million and related income tax benefits of $ 4.8 million, $ 3.7 million and $ 2.9 million for grants under its stock-based compensation plans in the statements of operations for fiscal years 2025, 2024 and 2023, respectively.
As of January 3, 2026, the Company had 4,790,839 stock incentive units (stock options, stock appreciation rights, restricted stock, restricted stock units and common stock) available for issuance under the Stock Incentive Plan of 2024 ("Stock Plan"). Each stock option or stock appreciation right granted counts as 1.0 stock incentive unit. Stock options granted under the Stock Plan have an exercise price equal to the fair market value of the underlying stock on the grant date, expire no later than ten years from the grant date and generally vest over three years . All other awards granted, including Restricted Awards and Performance Awards, count as 1.0 stock incentive units for each share, restricted share or restricted stock unit granted. Restricted Awards issued under the Stock Plan are subject to certain restrictions, including a prohibition against any sale, transfer or other disposition by the officer or employee during the vesting period (except for certain transfers for estate planning purposes for certain officers), and a requirement to forfeit all or a certain portion of the award upon certain terminations of employment. These restrictions typically lapse over a three-year period from the date of the award. The Company has elected to recognize expense for these stock-based incentive plans ratably over the vesting term on a straight-line basis. Certain option and restricted awards provide for accelerated vesting under various scenarios, including retirement, death and disability, and upon a change in control of the Company. Awards issued to employees that meet the specified retirement age and service requirements are vested upon the employee's retirement in accordance with plan provisions and the applicable award agreements issued under the Stock Plan. The Company issues shares to plan participants upon exercise or vesting of stock-based incentive awards from either authorized, but unissued shares or treasury shares.
The Board of Directors awards an annual grant of Performance Awards to certain plan participants. The number of Performance Awards that will be earned (and eligible to vest) during the performance period will depend on the Company’s level of success
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in achieving two specifically identified performance targets. Any portion of the Performance Awards that are not earned by the end of the three-year measurement period will be forfeited. The final determination of the number of Performance Awards to be issued in respect to an award is determined by the Compensation Committee of the Company’s Board of Directors.
Restricted Awards and Performance Awards
A summary of the unvested Restricted Awards and Performance Awards is as follows:
Restricted
Awards Weighted-
Average
Grant Date
Fair Value Performance
Awards Weighted-
Average
Grant Date
Fair Value
Unvested at December 31, 2022 1,516,478 $ 28.95 774,654 $ 34.14
Granted 1,678,585 13.66 686,294 14.82
Vested ( 760,333 ) 28.49 ( 186,407 ) 33.88
Forfeited ( 494,426 ) 21.71 ( 134,237 ) 26.92
Unvested at December 30, 2023 1,940,304 $ 17.23 1,140,304 $ 23.78
Granted 1,961,114 8.89 1,293,404 13.21
Vested ( 781,487 ) 17.83 ( 57,529 ) 36.68
Forfeited ( 351,036 ) 14.01 ( 263,893 ) 16.85
Unvested at December 28, 2024 2,768,895 $ 11.32 2,112,286 $ 18.72
Granted 801,891 20.36 421,475 22.19
Vested ( 1,331,678 ) 12.50 ( 218,758 ) 28.05
Forfeited ( 193,012 ) 13.64 ( 188,956 ) 13.06
Unvested at January 3, 2026 2,046,096 $ 13.96 2,126,047 $ 13.20
As of January 3, 2026, there was $ 14.8 million of unrecognized compensation expense related to unvested Restricted Awards, which is expected to be recognized over a weighted-average period of 1.3 years. The total fair value of Restricted Awards vested during the year ended January 3, 2026 was $ 27.1 million. As of December 28, 2024, there was $ 17.0 million of unrecognized compensation expense related to unvested Restricted Awards, which was expected to be recognized over a weighted-average period of 1.2 years. The total fair value of Restricted Awards vested during the year ended December 28, 2024 was $ 8.5 million. As of December 30, 2023, there was $ 19.0 million of unrecognized compensation expense related to unvested Restricted Awards, which was expected to be recognized over a weighted-average period of 1.5 years. The total fair value of Restricted Awards vested during the year ended December 30, 2023 was $ 11.1 million.
As of January 3, 2026, there was $ 9.8 million of unrecognized compensation expense related to unvested Performance Awards, which is expected to be recognized over a weighted-average period of 1.7 years. The total fair value of Performance Awards vested during the year ended January 3, 2026 was $ 4.6 million. As of December 28, 2024, there was $ 8.2 million of unrecognized compensation expense related to unvested Performance Awards, which was expected to be recognized over a weighted-average period of 1.7 years. The total fair value of Performance Aw ards vested during the year ended December 28, 2024 was $ 0.5 million. As of December 30, 2023, there was $ 5.0 million of unrecognized compensation expense related to unvested Performance Awards, which was expected to be recognized over a weig hted-average period of 1.7 years. The total fair value of Performance Awards vested during the year ended December 30, 2023 was $ 5.7 million.
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Stock Options
A summary of the stock option transactions is as follows:
Shares Under Option Weighted-Average Grant Date Price Average Remaining Contractual Term (Years)
Aggregate Intrinsic Value
(In millions)
Outstanding at December 31, 2022 2,333,410 $ 22.43 2.4 $ —
Exercised ( 6,042 ) 16.51
Canceled ( 366,352 ) 21.81
Outstanding at December 30, 2023 1,961,016 $ 22.56 1.7 $ —
Exercised ( 187,955 ) 16.51
Canceled ( 442,532 ) 27.60
Outstanding at December 28, 2024 1,330,529 $ 21.74 1.0 $ 4.2
Exercised ( 717,533 ) 16.94
Canceled ( 459,334 ) 28.56
Outstanding and exercisable at January 3, 2026 153,662 $ 23.68 1.5 $ —
The total pretax intrinsic value of stock options exercised during fiscal years 2025, 2024 and 2023 was $ 8.2 million, $ 0.9 million and $ 0.0 million, respectively. There was no unrecognized compensation expense related to stock option grants as of January 3, 2026 and as of December 28, 2024.
The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based on the Company’s closing stock price as of each fiscal year end, which would have been received by the option holders had all option holders exercised options, where the market price o f the Company's stock was above the strike price ("in-the-money"), as of that date. As of January 3, 2026, 11,088 outstanding options were exercisable and in-the-money. There were 750,351 in-the-money options exercisable as of December 28, 2024. The Company’s closing stock price was $ 18.21 per share as of January 3, 2026 and $ 22.48 per share as of December 28, 2024.
12. RETIREMENT PLANS
The Company has one non-contributory, defined benefit pension plan that provides retirement benefits to certain of its domestic employees. The Company’s defined benefit pension plan, which is closed to new participants and no longer accrues future benefits, provides benefits based on the employee’s years of service and final average earnings.
The Company has a Supplemental Executive Retirement Plan (the “SERP”) for certain current and former employees that entitles a participating employee to receive payments from the Company following retirement based on the employee’s years of service and final average earnings (as defined in the SERP). Under the SERP, the employees can elect early retirement with a corresponding reduction in benefits. The Company maintains life insurance policies with a cash surrender value of $ 35.3 million at January 3, 2026 and $ 42.3 million at December 28, 2024 recognized as other assets on the consolidated balance sheets that are intended to partially fund deferred compensation benefits under the SERP.
The Company has two defined contribution 401(k) plans covering substantially all domestic employees that provide for discretionary Company contributions based on the amount of participant deferrals. The Company recognized expense for its contributions to the defined contribution plans of $ 4.4 million, $ 4.0 million and $ 4.9 million in fiscal years 2025, 2024 and 2023, respectively.
The Company also has certain defined contribution plans at foreign subsidiaries. Contributions to these plans were $ 1.7 million, $ 1.4 million and $ 1.6 million in fiscal years 2025, 2024 and 2023, respectively.
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The following summarizes the status of and changes in the Company’s assets and related obligations for its pension plans (which include the Company’s defined benefit pension plan and the SERP) for the fiscal years 2025 and 2024:
Fiscal Year
(In millions) 2025 2024
Change in projected benefit obligations:
Projected benefit obligations at beginning of the year
$ 303.4 $ 345.2
Service cost pertaining to benefits earned during the year
2.0 2.8
Interest cost on projected benefit obligations
16.3 17.8
Actuarial loss (gain) 4.1 ( 22.3 )
Benefits paid to plan participants
( 20.7 ) ( 31.0 )
Curtailment
( 5.6 ) —
Settlement
( 60.0 ) ( 9.1 )
Projected benefit obligations at end of the year
$ 239.5 $ 303.4
Change in fair value of pension assets:
Fair value of pension assets at beginning of the year
$ 227.9 $ 262.7
Actual return on plan assets 27.0 1.2
Company contributions - SERP
4.5 4.1
Benefits paid to plan participants
( 20.7 ) ( 31.0 )
Settlement
( 60.0 ) ( 9.1 )
Fair value of pension assets at end of the year
$ 178.7 $ 227.9
Funded status
$ ( 60.8 ) $ ( 75.5 )
Amounts recognized in the consolidated balance sheets:
Current liabilities
$ ( 4.4 ) $ ( 4.1 )
Accrued pension liabilities ( 56.4 ) ( 71.4 )
Funded status of qualified defined benefit plans and SERP $ ( 60.8 ) $ ( 75.5 )
Unrecognized net actuarial gain (loss) recognized in accumulated other comprehensive income was $ 1.7 million and $( 7.6 ) million, and amounts net of tax were $ 1.0 million and $( 6.3 ) million, as of January 3, 2026 and December 28, 2024, respectively. The accumulated benefit obligations for the defined benefit pension plan and the SERP were $ 236.7 million at January 3, 2026 and $ 294.0 million at December 28, 2024. The decrease in benefit obligation for fiscal 2025 was the result of benefits paid to plan participants and benefit obligation settlement. There are no actuarial losses included in accumulated other comprehensive loss that will be recognized in net periodic pension income during fiscal 2026.
The following is a summary of net pension and SERP expense recognized by the Company:
Fiscal Year
(In millions) 2025 2024 2023
Service cost pertaining to benefits earned during the year $ 2.0 $ 2.8 $ 3.1
Interest cost on projected benefit obligations 16.3 17.8 17.8
Expected return on pension assets ( 17.1 ) ( 19.6 ) ( 18.5 )
Net amortization gain ( 1.7 ) ( 1.7 ) ( 0.7 )
Curtailment ( 3.2 ) — ( 1.0 )
Settlement 2.7 0.9 —
Net pension expense (income) $ ( 1.0 ) $ 0.2 $ 0.7
Less: SERP expense 4.5 4.1 3.9
Qualified defined benefit pension plans income $ ( 5.5 ) $ ( 3.9 ) $ ( 3.2 )
The non-service cost components of net pension expense is recorded in the Other expense (income), net line item on the consolidated statements of operations and comprehensive income.
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The weighted-average actuarial assumptions used to determine the benefit obligation amounts and the net periodic benefit cost for the Company’s pension and post-retirement plans are as follows:
Fiscal Year
2025 2024
Weighted-average assumptions used to determine benefit obligations at fiscal year-end:
Discount rate
5.72 % 5.75 %
Rate of compensation increase - pension
4.32 % 4.31 %
Rate of compensation increase - SERP
7.00 % 7.00 %
Weighted average assumptions used to determine net periodic benefit cost for the years ended:
Discount rate
5.75 % 5.30 %
Expected long-term rate of return on plan assets
7.60 % 6.96 %
Rate of compensation increase - pension
4.31 % 4.09 %
Rate of compensation increase - SERP
7.00 % 7.00 %
Unrecognized net actuarial losses exceeding certain corridors are amortized over one of two amortization periods, based on each plan's election. The amortization period is either a five-year period, unless the minimum amortization method based on average remaining service periods produces a higher amortization; or, over the average remaining life expectancy of participants expected to receive benefits. The Company utilizes a bond matching calculation to determine the discount rate. A hypothetical bond portfolio is created based on a presumed purchase of high-quality corporate bonds with maturities that match the plan’s expected future cash outflows. The discount rate is the resulting yield of the hypothetical bond portfolio. The discount rate is used in the calculation of the year-end pension liability and the service and interest cost for the subsequent year.
The long-term rate of return is based on overall market expectations for a balanced portfolio with an asset mix similar to the Company’s, utilizing historic returns for broad market and fixed income indices. The Company’s investment policy for plan assets uses a blended approach of U.S. and foreign equities combined with U.S. fixed income investments. The target investment allocations as of January 3, 2026 were 54 % in equity securities and 46 % in fixed income securities. Within the equity and fixed income classifications, the investments are diversified. The Company’s asset allocations by asset category and fair value measurement are as follows:
Total Plan Fair Value Measurements
(In millions) Assets Level 1 Level 2 Level 3
January 3, 2026
Plan Assets
Equity securities $ 87.6 $ 87.6 $ — $ —
Fixed income securities 9.3 9.3 — —
Cash 4.2 4.2 — —
Total plan assets in the fair value hierarchy $ 101.1 $ 101.1 $ — $ —
Plan assets measured at net asset value 1
Cash equivalents $ 36.4
Fixed income securities 39.8
Alternative investments 1.4
Total plan assets measured at net asset value $ 77.6
Total plan assets $ 178.7
1 In accordance with ASC 820, Fair Value Measurement (“ASC 820”), certain investments are measured at fair value using the net asset value per share as a practical expedient. These assets have not been classified in the fair value hierarchy .
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Total Plan Fair Value Measurements
(In millions) Assets Level 1 Level 2 Level 3
December 28, 2024
Plan Assets
Equity securities $ 104.8 $ 104.8 $ — $ —
Fixed income securities 11.7 11.7 — —
Cash 4.5 4.5 — —
Total plan assets in the fair value hierarchy $ 121.0 $ 121.0 $ — $ —
Plan assets measured at net asset value 1
Cash equivalents $ 37.4
Fixed income securities 67.9
Alternative investments 1.6
Total plan assets measured at net asset value $ 106.9
Total plan assets $ 227.9
1 In accordance with ASC 820, Fair Value Measurement (“ASC 820”), certain investments are measured at fair value using the net asset value per share as a practical expedient. These assets have not been classified in the fair value hierarchy.
The Company does not expect to make any contributions to its qualified defined benefit pension plans in fiscal 2026 and expects to make $ 4.4 million in contributions to the SERP in fiscal 2026.
Expected benefit payments for the fiscal years subsequent to January 3, 2026 are as follows:
(In millions) 2026 2027 2028 2029 2030 2031-2035
Expected benefit payments $ 14.5 $ 14.8 $ 15.2 $ 15.6 $ 15.9 $ 84.6
13. INCOME TAXES
The geographic components of earnings (loss) before income taxes are as follows:
Fiscal Year
(In millions) 2025 2024 2023
United States $ 71.7 $ 10.3 $ ( 113.8 )
Foreign 49.8 47.8 ( 19.0 )
Earnings (loss) before income taxes $ 121.5 $ 58.1 $ ( 132.8 )
The provisions for income tax expense (benefit) consist of the following:
Fiscal Year
(In millions) 2025 2024 2023
Current expense:
Federal $ 6.6 $ 10.1 $ ( 0.6 )
State 0.7 0.2 ( 1.7 )
Foreign 3.4 3.4 1.3
Deferred expense (benefit):
Federal 7.3 ( 4.7 ) ( 88.2 )
State 0.8 0.2 0.1
Foreign 1.7 0.1 ( 5.6 )
Income tax expense (benefit) $ 20.5 $ 9.3 $ ( 94.7 )
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A reconciliation of the Company’s total income tax expense and the amount computed by applying the statutory federal income tax rate to earnings before income taxes is as follows:
Fiscal Year
2025
(In millions) 1
Amount Percent
Income taxes at U.S. statutory rate of 21% $ 25.5 21.0 %
State and local income taxes, net of federal income tax 2
1.5 1.2 %
Foreign tax effects
Hong Kong
Statutory tax rate difference between Hong Kong and United States ( 1.7 ) ( 1.4 ) %
Nontaxable foreign source income exemption regime ( 5.4 ) ( 4.5 ) %
Other ( 0.2 ) ( 0.1 ) %
United Kingdom
Changes in valuation allowances 1.4 1.2 %
Other ( 0.1 ) ( 0.1 ) %
China
Withholding taxes 1.7 1.4 %
Changes in valuation allowances ( 0.3 ) ( 0.2 ) %
Other 0.3 0.2 %
Other 5.5 4.6 %
Effect of Cross-Border Tax Laws
Foreign-derived intangible income ( 2.5 ) ( 2.1 ) %
Other 1.5 1.2 %
Tax Credits
Foreign withholding tax credit ( 6.6 ) ( 5.4 ) %
Other ( 0.5 ) ( 0.4 ) %
Nontaxable or Nondeductible Items
Share-based payment awards ( 2.3 ) ( 1.9 ) %
Non-deductible executive compensation 3.3 2.8 %
Other ( 1.0 ) ( 0.9 ) %
Changes in Unrecognized Tax Benefits ( 0.1 ) ( 0.1 ) %
Other 0.5 0.4 %
Income tax expense (benefit) 20.5 16.9 %
1 Disaggregated in accordance with ASU 2023-09, which the Company adopted prospectively in 2025.
2 State taxes in California, Tennessee, Texas, and New York made up the majority (greater than 50% of the tax effect in this category.)
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Fiscal Year
(In millions) 2024 2023
Income taxes at U.S. statutory rate of 21% $ 12.2 $ ( 27.9 )
State income taxes, net of federal income tax ( 3.1 ) ( 2.0 )
Foreign earnings taxed at rates different from the U.S. statutory rate:
Hong Kong ( 6.3 ) ( 7.3 )
Italy 0.1 ( 2.5 )
United Kingdom 0.2 2.3
Other 2.1 3.9
Adjustments for uncertain tax positions ( 0.8 ) ( 1.3 )
Change in valuation allowance 0.5 29.0
Global Intangible Low Tax Income tax — 1.5
Non-deductible executive compensation 1.4 ( 0.8 )
Permanent adjustments related to employee share based compensation 2.2 4.2
Permanent adjustment related to goodwill divested — 4.3
Capital loss from sale of subsidiary and changes to capital loss 1.6 ( 95.7 )
Permanent adjustments and non-deductible expenses ( 0.1 ) ( 1.2 )
Other ( 0.7 ) ( 1.2 )
Income tax expense (benefit) $ 9.3 $ ( 94.7 )
Significant components of the Company’s deferred income tax assets and liabilities are as follows:
(In millions) January 3,
2026 December 28,
2024
Deferred income tax assets:
Accounts receivable and inventory valuation allowances $ 5.2 $ 2.0
Deferred compensation accruals 7.8 6.0
Accrued pension expense 14.6 17.9
Stock-based compensation 4.6 5.8
Net operating loss and foreign tax credit carryforwards 71.6 75.8
Capital loss carryforwards 23.7 23.7
Tenant lease expenses 8.2 9.3
Environmental reserve 7.0 10.9
Other 11.9 9.3
Total gross deferred income tax assets 154.6 160.7
Less valuation allowance ( 61.6 ) ( 56.2 )
Net deferred income tax assets 93.0 104.5
Deferred income tax liabilities:
Intangible assets ( 31.2 ) ( 30.5 )
Tax over book depreciation and amortization ( 1.7 ) ( 3.2 )
Other ( 4.6 ) ( 6.2 )
Total deferred income tax liabilities ( 37.5 ) ( 39.9 )
Net deferred income tax asset (liabilities) $ 55.5 $ 64.6
The valuation allowance for deferred income tax assets as of January 3, 2026 and December 28, 2024 was $ 61.6 million and $ 56.2 million, respectively. The net increase in the total valuation allowance during fiscal 2025 was $ 5.4 million. The valuation allowance for both years is primarily related to U.S. state and local net operating loss carryforwards as well as a valuation allowance against state deferred tax assets for certain U.S. legal entities, U.S. federal capital loss carryforwards, foreign net operating loss carryforwards and tax credit carryforwards in foreign jurisdictions. The ultimate realization of the deferred tax assets depends on the generation of future taxable income in foreign jurisdictions as well as state and local tax jurisdictions, and capital gains in the U.S. tax jurisdiction. The current year change in the valuation allowance results in a decrease against the
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state deferred tax assets of $ 0.4 million, an increase related to the state net operating loss carryforward of $ 1.0 million, and a net increase relating to the foreign net operating losses and foreign tax credits and other deferred tax assets of $ 4.8 million.
At January 3, 2026, the Company had foreign net operating loss carryforwards of $ 41.8 million, which have expirations ranging from 2026 to an unlimited term during which they are available to offset future foreign taxable income. The Company had U.S. federal capital loss carryforwards and Internal Revenue Code section 163(j) interest expense carryforwards of $ 103.4 million and $ 105.9 million respectively, which have expirations ranging from 2029 to an unlimited term during which they are available to offset future U.S. federal taxable income. The Company had state net operating loss carryforwards and Internal Revenue Code section 163(j) interest expense carryforwards of $ 308.5 million and $ 113.4 million respectively, which have expirations ranging from 2026 to an unlimited term during which they are available to offset future state taxable income. The Company also had tax credit carryforwards in foreign jurisdictions of $ 3.0 million, which are available for an unlimited carryforward period to offset future foreign taxes.
The following table summarizes the activity related to the Company’s unrecognized tax benefits:
Fiscal Year
(In millions) 2025 2024
Unrecognized tax benefits at beginning of the year $ 1.6 $ 2.6
Increases related to current year tax positions 0.3 0.2
Decreases related to prior year positions — —
Decreases relating to settlements with taxing authorities — ( 0.7 )
Decrease due to lapse of statute ( 0.5 ) ( 0.5 )
Unrecognized tax benefits at end of the year $ 1.4 $ 1.6
The portion of the unrecognized tax benefits that, if recognized currently, would reduce the annual effective tax rate was $ 1.4 million and $ 1.6 million as of January 3, 2026 and December 28, 2024, respectively. The Company recognizes interest and penalties related to unrecognized tax benefits through interest expense and income tax expense, respectively. Interest accrued related to unrecognized tax benefits was $ 0.3 million and $ 0.3 million as of January 3, 2026 and December 28, 2024, respectively.
The Company is subject to periodic audits by domestic and foreign tax authorities. Currently, the Company is undergoing routine periodic audits in both domestic and foreign tax jurisdictions. It is reasonably possible that the amounts of unrecognized tax benefits could change in the next 12 months as a result of the audits. However, any payment of tax is not expected to be material to the consolidated financial statements. For the majority of tax jurisdictions, the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations by tax authorities for years before 2020.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company does not expect these provisions and modifications to have a material impact on the consolidated financial statements.
The Company intends to repatriate cash held in foreign jurisdictions and as such has recorded a deferred tax liability related to additional state taxes and foreign withholding taxes on the future dividends received in the U.S. from the foreign subsidiaries of $ 2.0 million and $ 1.5 million for fiscal years 2025 and 2024. The Company intends to permanently reinvest all non-cash undistributed earnings outside of the U.S. and has, therefore, not established a deferred tax liability on the amount of non-cash foreign undistributed earnings of $ 0.5 million at January 3, 2026. However, if these non-cash undistributed earnings were repatriated, the Company would be required to accrue and pay applicable U.S. taxes and withholding taxes payable to various countries. It is not practicable to estimate the amount of the deferred tax liability associated with these non-cash unremitted earnings due to the complexity of the hypothetical calculation.
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14. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Accumulated other comprehensive income (loss) represents net earnings and any revenue, expenses, gains and losses that, under U.S. GAAP, are excluded from net earnings and recognized directly as a component of stockholders’ equity.
The change in accumulated other comprehensive income (loss) during fiscal years 2025 and 2024 is as follows:
(In millions) Foreign
currency
translation Derivatives Pension Total
Balance at December 30, 2023 $ ( 116.3 ) $ ( 17.1 ) $ ( 8.8 ) $ ( 142.2 )
Other comprehensive income (loss) before reclassifications (1)
( 16.7 ) 12.1 3.9 ( 0.7 )
Amounts reclassified from accumulated other comprehensive income (loss) 0.2 ( 4.9 ) (2)
( 1.7 ) (3)
( 6.4 )
Income tax (expense) benefit — 1.2 0.3 1.5
Net reclassifications
0.2 ( 3.7 ) ( 1.4 ) ( 4.9 )
Net current-period other comprehensive income (loss) (1)
( 16.5 ) 8.4 2.5 ( 5.6 )
Balance at December 28, 2024 $ ( 132.8 ) $ ( 8.7 ) $ ( 6.3 ) $ ( 147.8 )
Other comprehensive income (loss) before reclassifications (1)
22.5 ( 8.6 ) 8.7 22.6
Amounts reclassified from accumulated other comprehensive income (loss) — 0.1 (2)
( 1.7 ) (3)
( 1.6 )
Income tax benefit — 0.1 0.3 0.4
Net reclassifications
— 0.2 ( 1.4 ) ( 1.2 )
Net current-period other comprehensive income (loss) (1)
22.5 ( 8.4 ) 7.3 21.4
Balance at January 3, 2026 $ ( 110.3 ) $ ( 17.1 ) $ 1.0 $ ( 126.4 )
(1) Other comprehensive income (loss) is reported net of taxes and noncontrolling interest.
(2) Amounts related to foreign currency derivatives used to manage the volatility associated with inventory purchases in various currencies and deemed to be highly effective are included in cost of goods sold. Amounts related to foreign currency derivatives that are no longer deemed to be highly effective are included in other income.
(3) Amounts reclassified are included in the computation of net pension expense.
15. FAIR VALUE MEASUREMENTS
Recurring Fair Value Measurements
The following table sets forth financial assets and liabilities measured at fair value in the consolidated balance sheets and the respective pricing levels to which the fair value measurements are classified within the fair value hierarchy.
Fair Value Measurements
Quoted Prices With Other Observable Inputs (Level 2)
(In millions) January 3, 2026 December 28, 2024
Financial assets:
Derivatives $ 0.1 $ 9.3
Financial liabilities:
Derivatives $ ( 6.0 ) $ ( 0.7 )
The fair value of foreign currency forward exchange contracts represents the estimated receipts or payments necessary to terminate the contracts.
Nonrecurring Fair Value Measurements
Indefinite-lived intangible assets and goodwill are tested annually, or if a triggering event occurs that indicates an impairment loss may have been incurred, using fair value measurements with unobservable inputs (Level 3). In the third quarter of 2023, based on the results of the impairment testing, the Company recognized impairment charges of $ 38.3 million to the Sperry ®
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trade name. Refer to Note 4, “Goodwill and Other Intangible Assets” for additional discussion on the Sperry ® trade name impairment .
Fair Value Disclosures
The Company’s financial instruments that are not recorded at fair value consist of cash and cash equivalents, accounts and notes receivable, accounts payable, borrowings under revolving credit agreements and other short-term and long-term debt. The carrying amount of these financial instruments is historical cost, which approximates fair value, except for the debt. The carrying value and the fair value of the Company’s debt are as follows:
(In millions) January 3, 2026 December 28, 2024
Carrying value $ 621.7 $ 648.0
Fair value 583.7 587.0
The fair value of the fixed rate debt was based on third-party quotes (Level 2). The fair value of the variable rate debt was calculated by discounting the future cash flows to its present value using a discount rate based on the risk-free rate of the same maturity (Level 3).
16. LITIGATION AND CONTINGENCIES
Litigation
The Company operated a leather tannery in Rockford, Michigan from the early 1900s through 2009 (the “Tannery”). The Company also owns a parcel on House Street in Plainfield Township that the Company used for the disposal of Tannery byproducts until about 1970 (the "House Street" site). Beginning in the late 1950s, the Company used 3M Company’s Scotchgard™ in its processing of certain leathers at the Tannery. Until 2002 when 3M Company changed its Scotchgard™ formula, Tannery byproducts disposed of by the Company at the House Street site and other locations may have contained PFOA and/or PFOS, two chemicals in the family of compounds known as per- and polyfluoroalkyl substances (together, “PFAS”). PFOA and PFOS help provide non-stick, stain-resistant, and water-resistant qualities, and were used for many decades in commercial products like firefighting foams and metal plating, and in common consumer items like food wrappers, microwave popcorn bags, pizza boxes, Teflon™, carpets and Scotchgard™.
In May 2016, the Environmental Protection Agency (“EPA”) announced a lifetime health advisory level of 70 parts per trillion (“ppt”) combined for PFOA and PFOS. In January 2018, the Michigan Department of Environmental Quality (now known as the Michigan Department of Environment, Great Lakes, and Energy (“EGLE”)) enacted a drinking water criterion of 70 ppt combined for PFOA and PFOS, which set an official state standard for acceptable concentrations of these contaminants in groundwater used for drinking water purposes. On August 3, 2020, Michigan changed the standards for PFOA and PFOS in drinking water to 8 and 16 ppt, respectively, and set standards for four other PFAS substances.
Civil and Regulatory Actions of EGLE and EPA
On January 10, 2018, EGLE filed a civil action against the Company in the U.S. District Court for the Western District of Michigan under the federal Resource Conservation and Recovery Act of 1976 (“RCRA”) and Parts 201 and 31 of the Michigan Natural Resources and Environmental Protection Act (“NREPA”) alleging that the Company’s past and present handling, storage, treatment, transportation and/or disposal of solid waste at the Company’s properties has resulted in releases of PFAS at levels exceeding applicable Michigan cleanup criteria for PFOA and PFOS (the "EGLE Action"). Plainfield and Algoma Townships intervened in the EGLE Action alleging claims under RCRA, NREPA, the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) and common law nuisance.
On February 3, 2020, the parties entered into a consent decree resolving the EGLE Action, which was approved by the U.S. District Judge on February 19, 2020 (the “Consent Decree”). Under the Consent Decree, the Company agreed to pay for an extension of Plainfield Township’s municipal water system to more than 1,000 properties in Plainfield and Algoma Townships, subject to an aggregate cap of $69.5 million. The Company also agreed to continue maintaining water filters for certain homeowners, resample certain residential wells for PFAS, continue remediation at the Company’s Tannery property and House Street site, and conduct further investigations and monitoring to assess the presence of PFAS in area groundwater.
Separately, in February 2020, the Company entered into a settlement agreement with 3M Company for costs incurred in the defense of the EGLE Action.
The Company discusses its reserve for remediation costs in the environmental liabilities section below.
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Individual and Class Action Litigation
Beginning in late 2017, individual lawsuits and three putative class action lawsuits, later consolidated into one, were filed against the Company that raise a variety of claims, including claims related to property, remediation, and human health effects. 3M Company has been named as a co-defendant in the individual lawsuits and consolidated putative class action lawsuit. In addition, the current owner of a former landfill and gravel mining operation sued the Company seeking damages and cost recovery for property damage allegedly caused by the Company’s disposal of tannery waste containing PFAS (the "Landfill Suit"). The owner of another former landfill filed notice threatening suit and sent a demand letter to the Company seeking recovery for damages allegedly caused by the Company’s disposal of tannery waste containing PFAS (the "Disposal Claim"). In addition, the owner of two landfills sued the Company in federal court in Michigan on December 4, 2025 seeking to recover PFAS response costs based on allegations that the tannery waste the landfills accepted from the Company contained PFAS (the "2025 Suit"). (The Landfill Suit, the Disposal Suit, the 2025 Suit, the individual lawsuits and putative class action, collectively, the “Litigation Matters”).
On January 11, 2022, the Company and 3M Company entered into a master settlement agreement with the law firm representing certain of the plaintiffs in the individual lawsuits included in the Litigation Matters, and each of these plaintiffs subsequently agreed to participate in the settlement. These plaintiffs’ lawsuits were dismissed with prejudice on or around April 25, 2022.
On December 9, 2021, the Company and 3M Company reached a settlement in principle to resolve certain of the remaining individual lawsuits included in the Litigation Matters, and the parties entered into definitive settlement agreements in March 2022. These plaintiffs’ lawsuits were dismissed with prejudice on June 14, 2022. The last remaining individual action was dismissed without prejudice on June 24, 2022.
In addition, in September 2022, the parties to the putative class action filed a motion for preliminary approval of a proposed class action settlement seeking to resolve the putative class action plaintiffs’ claims. On March 29, 2023, the court presiding over the putative class action granted final approval of the proposed settlement and dismissed the lawsuit with prejudice.
The Landfill Suit is pending and has been administratively stayed by the Michigan state court. EGLE filed suit against the owner. The final landfill owner that made the Disposal Claim agreed to negotiate before suit was filed and the parties settled on May 29, 2024.
For certain of the Litigation Matters described above, and as a result of developments during the 2025 fiscal year, the Company increased its accrual by $ 1.9 million. The Company made related payments of $ 3.5 million in connection with the Litigation Matters described above during fiscal year 2025. As of January 3, 2026, the Company had recorded liabilities of $ 8.5 million for certain of the Litigation Matters described above which are recorded as other accrued liabilities and other liabilities in the consolidated balance sheets.
In December 2018, the Company filed a lawsuit against certain of its historic liability insurers, seeking to compel them to provide a defense against the Litigation Matters on the Company's behalf and coverage for remediation efforts undertaken by, and indemnity provided by, the Company. Following the last recovery payment received, the lawsuit was dismissed in December 2024. The Company recognized certain recoveries from legacy insurance policies in 2024.
Other Litigation
The Company is also involved in litigation incidental to its business and is a party to legal actions and claims, including, but not limited to, those related to employment, intellectual property, and consumer related matters. Some of the legal proceedings include claims for compensatory as well as punitive damages. While the final outcome of these matters cannot be predicted with certainty, considering, among other things, the meritorious legal defenses available to the Company and reserves for liabilities that the Company has recorded, along with applicable insurance, it is management’s opinion that the outcome of these items are not expected to have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.
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Environmental Liabilities
The following is a summary of the activity with respect to the environmental remediation reserve established by the Company:
Fiscal Year
(In millions) 2025 2024
Remediation liability at beginning of the year
$ 39.7 $ 57.9
Changes in estimate
2.9 7.1
Amounts paid
( 16.1 ) ( 25.3 )
Remediation liability at the end of the year
$ 26.5 $ 39.7
The reserve balance as of January 3, 2026 includes $ 12.0 million that is expected to be paid within the next twelve months and is recorded as a current obligation in other accrued liabilities, with the remaining $ 14.5 million expected to be paid over the course of up to 25 years, recorded in other liabilities .
The Company's remediation activity at the Tannery property, House Street site and other relevant operations or disposal sites is ongoing. Although the Consent Decree has made near-term costs more clear, it is difficult to estimate the long-term cost of environmental compliance and remediation given the uncertainties regarding the interpretation and enforcement of applicable environmental laws and regulations, the extent of environmental contamination and the existence of alternative cleanup methods. Future developments may occur that could materially change the Company’s current cost estimates, including, but not limited to: (i) changes in the information available regarding the environmental impact of the Company’s operations and products; (ii) changes in environmental regulations, changes in permissible levels of specific compounds in drinking water sources, or changes in enforcement theories and policies, including efforts to recover natural resource damages; (iii) new and evolving analytical and remediation techniques; (iv) changes to the form of remediation; (v) success in allocating liability to other potentially responsible parties; and (vi) the financial viability of other potentially responsible parties and third-party indemnitors. For locations at which remediation activity is largely ongoing, the Company cannot estimate a possible loss or range of loss in excess of the associated established reserves for the reasons described above. The Company adjusts recorded liabilities as further information develops or circumstances change.
Minimum Royalties and Advertising Commitments
The Company has future minimum royalty and advertising obligations due under the terms of certain licenses held by the Company. These minimum future obligations for the fiscal years subsequent to January 3, 2026 are as follows:
(In millions) 2026 2027 2028 2029 2030 Thereafter
Minimum royalties $ 1.2 $ 1.3 $ 1.4 $ 1.5 $ — $ —
Minimum advertising 3.1 3.2 3.3 — — —
Minimum royalties are based on both fixed obligations and assumptions regarding the Consumer Price Index. Royalty obligations in excess of minimum requirements are based upon future sales levels. In accordance with these agreements, the Company incurred royalty expense of $ 1.1 million, $ 1.4 million and $ 1.5 million for fiscal years 2025, 2024 and 2023, respectively.
The terms of certain license agreements also require the Company to make advertising expenditures based on the level of sales of the licensed products. In accordance with these agreements, the Company incurred advertising expense of $ 4.4 million, $ 5.9 million and $ 6.9 million for fiscal years 2025, 2024 and 2023, respectively.
17. BUSINESS SEGMENTS
The Company’s portfolio of brands is organized into the following two reportable segments.
• Active Group, consisting of Merrell ® footwear and apparel, Saucony ® footwear and apparel, Sweaty Betty ® activewear, and Chaco ® footwear; and
• Work Group, consisting of Wolverine ® footwear and apparel, Cat ® footwear, Bates ® uniform footwear, Harley-Davidson ® footwear and HYTEST ® safety footwear;
The Company's operating segments are the Active Group, Work Group, and Sweaty Betty ® . Sweaty Betty ® and the Active Group were evaluated and combined into one reportable segment because they meet the similar economic characteristics and qualitative aggregation criteria set forth in the relevant accounting guidance. The Company's chief operating decision maker is
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the President and Chief Executive Officer. The chief operating decision maker uses segment operating profit to assess the performance of and to allocate resources to each segment.
Kids' footwear offerings from Saucony ® , Sperry ® , Keds ® , Merrell ® , Hush Puppies ® and Cat ® are included with the applicable brand.
The Company also reports “Other” and “Corporate” categories. Other consists of Sperry ® footwear, Keds ® footwear, Hush Puppies ® footwear and apparel, the Company’s leather marketing operations, sourcing operations that include third-party commission revenues, multi-branded direct-to-consumer retail store and the Stride Rite ® licensed business. The Corporate category consists of gains on the sale of businesses and trademarks, unallocated corporate expenses, such as corporate employee costs, corporate facility costs, IT costs, reorganization activities, impairment of long-lived assets and environmental and other related costs.
The reportable segments are engaged in designing, manufacturing, sourcing, marketing, licensing and distributing branded footwear, apparel and accessories. Revenue for the reportable segments includes revenue from the sale of branded footwear, apparel and accessories to third-party customers; revenue from third-party licensees and distributors; and revenue from the Company’s direct-to-consumer businesses. The Company’s reportable segments are determined based on how the Company internally reports and evaluates financial information used to make operating decisions.
Company management uses various financial measures to evaluate the performance of the reportable segments. The following is a summary of certain key financial measures for the respective fiscal periods indicated. The significant expense categories and amounts align with the segment-level information that is regularly provided to the Company's chief operating decision maker.
2025
(In millions) Active Group Work Group Other Corporate Total
Revenue $ 1,407.8 $ 422.2 $ 44.3 $ — $ 1,874.3
Cost of goods sold 719.9 263.8 6.7 ( 2.8 ) 987.6
Selling, general and administrative expenses 434.7 85.7 9.0 207.1 736.5
Operating income $ 253.2 $ 72.7 $ 28.6 $ ( 204.3 ) $ 150.2
Interest expense, net 32.8
Other income, net ( 4.1 )
Earnings before income taxes $ 121.5
Depreciation and amortization expense: $ 6.4 $ 0.4 $ 1.4 $ 17.7 $ 25.9
Capital expenditures: $ 3.0 $ — $ 0.2 $ 11.3 $ 14.5
Total Assets: $ 979.6 $ 245.4 $ 87.7 $ 396.6 $ 1,709.3
Goodwill: $ 321.3 $ 61.1 $ 48.9 $ — $ 431.3
2024
(In millions) Active Group Work Group Other Corporate Total
Revenue $ 1,246.1 $ 455.3 $ 53.6 $ — $ 1,755.0
Cost of goods sold 674.4 295.8 13.2 ( 6.4 ) 977.0
Selling, general and administrative expenses 386.8 90.3 9.1 194.3 680.5
Operating income $ 184.9 $ 69.2 $ 31.3 $ ( 187.9 ) $ 97.5
Interest expense, net 42.7
Other income, net ( 3.3 )
Earnings before income taxes $ 58.1
Depreciation and amortization expense: $ 6.7 $ 0.4 $ 1.9 $ 17.2 $ 26.2
Capital expenditures: $ 5.6 $ — $ 1.8 $ 12.8 $ 20.2
Total Assets: $ 1,011.6 $ 266.2 $ 79.4 $ 317.2 $ 1,674.4
Goodwill: $ 315.4 $ 60.2 $ 49.0 $ — $ 424.6
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2023
(In millions) Active Group Work Group Other Corporate Total
Revenue $ 1,439.1 $ 480.6 $ 323.2 $ — $ 2,242.9
Cost of goods sold 853.0 321.1 191.3 3.6 1,369.0
Selling, general and administrative expenses 445.8 101.4 99.1 294.4 940.7
Segment operating profit $ 140.3 $ 58.1 $ 32.8 $ ( 298.0 ) $ ( 66.8 )
Interest expense, net 63.5
Other expense, net 2.5
Loss before income taxes $ ( 132.8 )
Depreciation and amortization expense: $ 10.7 $ 0.4 $ 2.9 $ 21.1 $ 35.1
Capital expenditures: $ 9.7 $ 0.1 $ 0.1 $ 4.7 $ 14.6
Geographic dispersion of revenue from external customers, based on shipping destination is as follows:
Fiscal Year
(In millions) 2025 2024 2023
United States $ 896.2 $ 893.4 $ 1,217.9
Foreign:
Europe, Middle East and Africa 601.5 529.6 540.8
Asia Pacific 181.7 150.9 253.2
Canada 83.2 82.6 107.1
Latin America 111.7 98.5 123.9
Total from foreign territories 978.1 861.6 1,025.0
Total revenue $ 1,874.3 $ 1,755.0 $ 2,242.9
The location of the Company’s tangible long-lived assets, which comprises property, plant and equipment and lease right-of-use assets, is as follows:
(In millions) January 3,
2026 December 28,
2024 December 30,
2023
United States $ 105.5 $ 117.6 $ 131.9
Foreign countries 75.0 74.2 82.6
Total $ 180.5 $ 191.8 $ 214.5
The Company does not believe that it is dependent upon any single customer because no customer accounts for more than 10% of consolidated revenue in any year.
During fiscal 2025, the Company sourced 100 % of its footwear products and apparel and accessories from third-party suppliers, located primarily in the Asia Pacific region. While changes in suppliers could cause delays in manufacturing and a possible loss of sales, management believes that other suppliers could provide similar products on comparable terms.
18. DIVESTITURES AND ASSETS AND LIABILITIES HELD FOR SALE
Sale-Leaseback of Courtland Drive Facility
On September 17, 2024, the Company completed a sale and leaseback transaction with an independent third party for the land, building and related fixed assets of the Company’s Courtland Drive facility located in Rockford, Michigan for a sale price of $ 10.5 million. The independent third party leased back the facility to the Company under a seven-year lease agreement, which includes a five-year renewal option. The transaction qualifies for sales recognition under the sale leaseback accounting requirements, and the Company recorded a gain of $ 8.5 million in the third quarter of 2024.
Divestiture of Sperry ® Business
On January 10, 2024, the Company entered into a Purchase Agreement with ABG Intermediate Holdings 2 LLC, an affiliate of Authentic Brands Group LLC. (the "ABG Buyer"), pursuant to which the ABG Buyer agreed to purchase all of the outstanding equity of certain subsidiaries of the Company that own or hold for use intellectual property used by the Company exclusively in
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the footwear, apparel, and accessories business conducted by the Company under the Sperry ® brand. In addition, on January 10, 2024 the Company entered into an Inventory Purchase Agreement with Aldo U.S. Inc., an affiliate of the Aldo Group (the "Aldo Buyer"), pursuant to which the Aldo Buyer agreed to purchase certain inventory and other assets of the Sperry ® business, and to assume certain contracts of the Sperry ® business, including Sperry ® retail store leases. The sale was effective January 10, 2024, in accordance with the terms and conditions of the Purchase Agreement.
The aggregate purchase price under these two purchase agreements was $97.4 million in cash. As of December 30, 2023, the Company recognized an impairment charge of $ 95.0 million which included $ 6.0 million for disposal costs. Also during fiscal 2023, the Company recorded an impairment charge of $ 11.0 million related to assets that will not convey as part of the Sperry ® sale transactions and are not expected to be used within the Company’s other businesses. These charges are reported within the impairment of long-lived assets line on the consolidated statements of operations. In determining the amount of the impairment loss for the assets of this transaction during the fourth quarter of 2023, the Company included $ 1.0 million of accumulated foreign currency translation gains, which were classified within accumulated other comprehensive income (“AOCI”).
The Company determined that the divestiture of the Sperry ® business did not represent a strategic shift that had or will have a major effect on the consolidated results of operations, and therefore results of this business were not classified as discontinued operations.
Divestiture of Merrell ® and Saucony ® China Joint Venture Entities
On December 17, 2023, the Company and Xtep entered into a Purchase Agreement pursuant to which Xtep agreed to purchase the Company’s equity interests in the Merrell and Saucony joint venture entities that sourced and marketed Merrell ® and Saucony ® footwear and apparel products in China (Saucony Brand Operations Ltd., Saucony Distribution Operations Ltd., Merrell Brand Operations Ltd. and Merrell Distribution Operations Ltd.), transitioning the business from a joint venture model to a license and distribution rights model under which Xtep will exclusively carry out the development, marketing and distribution of footwear, apparel and accessories for the Saucony and Merrell brands in China. The sale was effective January 1, 2024, in accordance with the terms and conditions of the Purchase Agreement and the purchase price was $22.0 million in cash. As of December 30, 2023, the Company recognized an impairment charge of $ 1.8 million. In determining the amount of the impairment loss for the assets of this transaction during the fourth quarter of 2023, the Company included $ 0.8 million of accumulated foreign currency translation losses, which were classified within AOCI.
Divestiture of Asia-based Leathers Business
On December 14, 2023, the Company completed the sale of its Asia-based performance leathers business to Interhides Public Company Limited, a current materials vendor of the Company. The Company received $ 8.2 million in cash for the sale. The assets sold, which were included in the Other segment category, consist of $ 8.2 million in inventory.
Sale-Leaseback of Louisville Distribution Facility
On December 28, 2023, the Company completed a sale and leaseback transaction with an independent third party for the land, building and related fixed assets of the Company's distribution center located in Louisville, Kentucky for a sale price of $ 23.5 million. The distribution center was leased back to the Company under a two-year lease agreement, which includes a one year renewal option. The transaction qualifies for sales recognition under the sale leaseback accounting requirements and the Company recorded a gain of $ 12.6 million in the fourth quarter of 2023.
Divestiture of Hush Puppies ® intellectual property in China, Hong Kong, and Macau
On September 1, 2023, the Company entered into an asset purchase agreement to sell the Hush Puppies ® trademarks, patents, copyrights and domains in China, Hong Kong and Macau to its current sublicensee, Beijing Jiaman Dress Co., Ltd. for cash of $ 58.8 million and recognized a gain on sale of $ 55.8 million in the third quarter of 2023. The gain on sale is net of transaction related fees of $ 3.0 million. The transaction closed on September 14, 2023. The Company will continue to own the Hush Puppies ® brand throughout the rest of the world.
Divestiture of U.S. Wolverine Leathers Business
On August 23, 2023, the Company completed the sale of its U.S. Wolverine Leathers business to its long-time customer, New Balance. The Company received $ 4.0 million in cash for the sale and recognized a gain on sale of $ 1.9 million. The assets sold, which were included in the Other segment category, consist of $ 2.1 million in inventory.
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Divestiture of Keds ® Business
On February 7, 2023 the Company entered into an Asset Purchase Agreement with Designer Brands, Inc. (the "Buyer") pursuant to which the Buyer agreed to purchase the global Keds ® business. The sale was effective February 4, 2023, in accordance with the terms and conditions of the Asset Purchase Agreement.
The following table summarizes the net gain recognized in the first quarter of 2023 in connection with the divestiture:
(In millions)
Net proceeds $ 83.4
Net assets disposed ( 65.9 )
Direct costs to sell ( 1.6 )
AOCI reclassification adjustment, foreign currency translation 4.2
Gain on sale of business $ 20.1
The Company determined that the divestiture of the Keds ® business did not represent a strategic shift that had or will have a major effect on the Consolidated Results of Operations, and therefore results were not classified as discontinued operations. The proceeds from the sales were used to reduce outstanding revolver borrowings.
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Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Wolverine World Wide, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Wolverine World Wide, Inc. and subsidiaries (the Company) as of January 3, 2026 and December 28, 2024, the related consolidated statements of operations, comprehensive income (loss) , stockholders' equity and cash flows for each of the fiscal years ended January 3, 2026, December 28, 2024, and December 30, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January 3, 2026 and December 28, 2024, and the results of its operations and its cash flows for the fiscal years ended January 3, 2026, December 28, 2024, and December 30, 2023, in conformity with U.S. generally accepted accounting principles.
We also have 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 January 3, 2026, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 27, 2026 expressed an unqualified opinion thereon.
Change in Accounting Principle
As discussed in Note 1 to the consolidated financial statements, the Company has elected to change its method of accounting for certain domestic inventory to the first-in, first-out ("FIFO") cost method from the last-in, first-out ("LIFO") cost method for all years presented.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated 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.
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Valuation of goodwill and indefinite-lived intangibles
Description of the Matter At January 3, 2026, the carrying values of the Company’s Sweaty Betty trade name indefinite-lived intangible asset and the Sweaty Betty reporting unit goodwill were $105.4 million and $56.2 million, respectively. As discussed in Notes 1 and 4 to the consolidated financial statements, goodwill and indefinite-lived intangibles are tested for impairment at least annually. The impairment test for goodwill consists of measuring the fair value of the reporting unit and comparing it to the reporting unit’s carrying amount. The impairment test for indefinite-lived intangible assets consists of measuring the fair value of the asset and comparing it to the asset’s carrying amount.
Auditing management’s annual impairment tests for goodwill and indefinite-lived intangible assets was complex due to the significant estimation uncertainty required in determining the fair values of the Sweaty Betty reporting unit and the Sweaty Betty trade name indefinite-lived intangible asset. The significant assumptions used to estimate the fair values of the Sweaty Betty reporting unit and the Sweaty Betty trade name indefinite-lived intangible asset included the forecasted revenue growth, EBITDA margin, and discount rate. These significant assumptions are forward-looking and could be affected by future economic and market conditions. Changes in these assumptions could have a significant impact on the fair values of the Sweaty Betty reporting unit and the Sweaty Betty trade name indefinite-lived intangible asset, the amount of any impairment charge, or both.
How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s controls over the impairment review processes. Specifically, we tested controls that address the risk of material misstatement relating to the valuation of the Sweaty Betty reporting unit and the Sweaty Betty trade name indefinite-lived intangible asset, including management’s review of the significant assumptions described above and the completeness and accuracy of the data used to develop such estimates.
To test the estimated fair values of the Sweaty Betty reporting unit and the Sweaty Betty trade name indefinite-lived intangible asset, our audit procedures included, among others, assessing the appropriateness of the valuation models used, evaluating the significant assumptions discussed above, and evaluating the completeness and accuracy of the underlying data supporting the significant assumptions and estimates. We compared the financial projections to current industry and economic trends and the historical accuracy of management’s estimates. We involved our valuation specialists to assist in our evaluation of the Company's model, valuation methodology and the discount rate.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since at least 1933, but we are unable to determine the specific year.
Grand Rapids, Michigan
February 27, 2026
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Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Wolverine World Wide, Inc.
Opinion on Internal Control Over Financial Reporting
We have audited Wolverine World Wide, Inc. and subsidiaries’ internal control over financial reporting as of January 3, 2026, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Wolverine World Wide, Inc. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of January 3, 2026, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of January 3, 2026 and December 28, 2024, the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity and cash flows for each of the fiscal years ended January 3, 2026, December 28, 2024 and December 30, 2023, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 27, 2026 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Grand Rapids, Michigan
February 27, 2026
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Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.