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OXFORD INDUSTRIES INC

For the period ended May 2, 2026. Filed Jun 11, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

May 2, 2026 · Filed Jun 11, 2026

OXM$29.35-3.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-11-01; filed 2025-12-11.

0000075288-25-000148

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-05-02; filed 2026-06-11.

0000075288-26-000058

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 204 previous paragraphs and 154 current paragraphs.

47 unchanged; 53 reworded; 52 added; 89 removed; 15 previous and 2 current paragraphs rearranged.

Tables are not compared: 47 previous and 26 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (52)

Current report

This competitive and evolving environment requires brands and retailers to approach their operations, including with respect to marketing, merchandising, advertising, and fulfillment, differently than they have historically and may result in increased operating costs and ongoing investments to generate growth or maintain existing sales levels. The expanding use of digital platforms, data analytics, and artificial intelligence-enabled tools across the industry has raised consumer expectations for personalization, convenience, transparency, and speed, while intensifying competition across channels.

Current report

These competitive pressures have been further exacerbated by a challenging macroeconomic and geopolitical environment. Significant uncertainty related to U.S. tariffs on imported goods, and broader uncertainty around U.S. trade and tax policy, inflationary pressures, including recent significant increases in energy prices, and elevated interest rates have weighed on consumer confidence and discretionary spending. Geopolitical tensions, including the U.S.-Iran conflict, as well as other hostilities in the Middle East, and the ongoing war in Ukraine, have added to global uncertainty and have influenced, and may continue to influence, energy markets, transportation costs, and broader supply chain dynamics. Taken together, these conditions have increased volatility and reduced visibility across the global retail and consumer environment.

Current report

In response to the uncertain macroenvironment conditions, promotional activity across the industry has increased as retailers seek to offset traffic volatility and stimulate demand, further intensifying price competition. These factors have created a complex and challenging retail environment that impacts our businesses and financial results and exacerbated certain inherent challenges within the apparel industry, and may continue to do so in the future. There remains significant uncertainty in the macroeconomic environment, and the impact of these and other factors could materially affect our businesses.

Current report

On February 20, 2026, the U.S. Supreme Court issued a decision invalidating tariffs imposed under the International Emergency Economic Powers Act ("IEEPA"). During Fiscal 2025 and the First Quarter of Fiscal 2026, we paid approximately $40 million and $5 million, respectively, of IEEPA tariffs before the Supreme Court decision. We also recorded $30 million and $12 million of additional cost of goods sold relating to these tariffs during Fiscal 2025 and the First Quarter of Fiscal 2026, respectively.

Current report

During the First Quarter of Fiscal 2026, we filed for refunds of previously paid tariffs assessed under IEEPA in an aggregate amount of approximately $25 million under Phase I of the refund process established by the CBP. We expect to file refund claims for the remaining amount of tariffs paid when a formal process is established.

Current report

The financial impact of the Supreme Court ruling as of May 2, 2026 was uncertain as it was unclear to what extent duties would be refunded by the CBP, the status of our filed claims, or if it was probable that we would collect related paid amounts. As such, we did not record any adjustments to our financial statements during the First Quarter of Fiscal 2026.

Current report

Subsequent to the end of the First Quarter of Fiscal 2026, we began to receive refunds of filed claims and received approximately $5 million through the date of the filing of this report. We are working with the CBP and are continuing to evaluate the impact of these developments on our business and financial statements. We continue to take steps to manage tariff-related cost pressures; however, these actions may not fully offset increased costs in future periods.

Current report

Effective February 24, 2026, the U.S. administration imposed new, temporary tariffs on imports from all countries under section 122 of the Trade Act of 1974 and could take action to invoke other laws to collect additional tariffs. In May 2026, the U.S. Court of International Trade issued a ruling finding these section 122 tariffs unlawful, although this ruling is currently subject to an administrative stay while it is appealed by the government. There remains substantial uncertainty regarding the impacts of these events on existing tariffs, the scope and duration of any newly announced tariffs, and the possibility of further additional or modified tariffs or retaliatory actions.

Current report

We consider a variety of performance and financial measures in assessing our business, and the key performance indicators used to measure our results are summarized below.

Current report

Gross profit represents net sales less cost of goods sold. Gross profit as a percentage of net sales is referred to as gross margin. Cost of goods sold primarily represents the cost of merchandise sold, including the cost of duties and inbound freight from suppliers. Our gross profit is variable in nature and generally follows changes in net sales. We believe that gross profit and gross margin are useful measures because they allow management, analysts, investors and others to evaluate the profit we generate from our sales, before operating and other expenses and income.

Current report

Segment earnings before interest, taxes, depreciation and amortization ("EBITDA") is the measure we use to assess the profitability of our operating segments. Segment EBITDA is calculated as net sales less cost of goods sold and total SG&A of the operating segment, and it excludes amounts reflected in Corporate EBITDA, income tax expense (benefit), interest expense, net, depreciation and amortization and other infrequent operating charges (impairments of goodwill, intangible assets and equity method investments). Segment EBITDA as a percentage of segment net sales is referred to as segment EBITDA margin.

Current report

We believe that segment EBITDA is a useful measure because it allows management, analysts, investors, and other interested parties to evaluate the profitability of our business operations before the effects of certain net expenses that directly arise from our capital investment decisions (depreciation and amortization), financing decisions (interest), tax strategies (income taxes), and infrequent operating charges (impairments of goodwill, intangible assets and equity method investments).

Current report

We believe that net earnings and EBITDA, along with the adjusted measure of EBITDA ("Adjusted EBITDA"), are useful measures of operating performance. Net earnings represents our profitability after the effects of all operating and other expenses and income. EBITDA helps us, analysts, investors, and other interested parties assess the underlying profitability of our operations before the effects of certain net expenses that directly arise from our capital investment decisions (depreciation and amortization), financing decisions (interest), and tax strategies (income taxes).

Current report

Adjusted EBITDA eliminates certain infrequent operating charges (impairments of goodwill, intangible assets and equity method investments), if any, that we do not believe are reflective of our ongoing business performance. This adjusted measure helps us, analysts, investors, and other interested parties evaluate our operating performance on a comparable basis from period-to-period so that we can better understand the ongoing factors and trends affecting our business operations. We use EBITDA, or Adjusted EBITDA, if applicable, to forecast our performance, evaluate our actual results against our forecasts and compare our results to others in the industries that we serve.

Current report

See “Non-GAAP Financial Measures” below for a reconciliation of EBITDA to net earnings, the most directly comparable financial measure calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”).

Current report

We regularly evaluate our direct-to-consumer locations and may close, relocate, remodel or convert stores to optimize our store footprint and support the long-term performance of our brands. In light of current macroeconomic conditions, we have recently increased our scrutiny of new, extended and underperforming brick-and-mortar opportunities. During the First Quarter of Fiscal 2026, we realigned our store fleet by converting the Johnny Was full-price retail store on King Street in Charleston, South Carolina, and the Southern Tide full-price retail store in Boca Raton, Florida, into Lilly Pulitzer full-price retail stores, closing four additional Johnny Was full-price retail locations and closing one TBBC store location.

Current report

•a decrease in wholesale sales of $4 million, or 5%, including (1) a $4 million decrease in Johnny Was and (2) a $2 million decrease in Tommy Bahama. These decreases were partially offset by a $1 million increase in Emerging Brands. Lilly Pulitzer wholesale sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025;

Current report

•full-price retail sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025, including a $3 million increase in Tommy Bahama. This increase was offset by (1) a $2 million decrease in Johnny Was and (2) a $1 million decrease in Lilly Pulitzer; and

Current report

The higher gross margin for Tommy Bahama was primarily due to (1) updated assortment, sourcing and pricing strategies, (2) a shift in the timing of loyalty card promotions that led to a shift in promotional sales from the First Quarter of Fiscal 2026 to the Second Quarter of Fiscal 2026, (3) decreased freight costs to customers due to improved carrier rates from contract renegotiations and (4) a change in sales mix with wholesale sales representing a lower proportion of net sales. These increases were partially offset by increased cost of goods sold from additional tariffs implemented starting in Fiscal 2025.

Current report

The higher gross margin for Johnny Was was primarily due to (1) a revised promotional strategy to have fewer promotional events than in previous periods, (2) updated assortment, sourcing and pricing strategies, (3) decreased freight costs to customers due to improved carrier rates from contract renegotiations and (4) a change in sales mix with wholesale sales representing a lower proportion of net sales. These increases were partially offset by increased cost of goods sold from additional tariffs implemented starting in Fiscal 2025.

Current report

•$2 million increase in variable and distribution costs primarily due to increased variable costs resulting from increased Tommy Bahama sales, distribution related expenses associated with moving operations between our Lyons, Georgia distribution centers and temporarily operating two distribution centers during the transition to the newly constructed facility;

Current report

Operating income was $22 million in the First Quarter of Fiscal 2026 compared to operating income of $36 million in First Quarter of Fiscal 2025. The decreased operating results were primarily due to (1)lower gross margin primarily from $11 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025,(2) increased SG&A, (3) decreased net sales and (4) decreased royalties and other operating income.

Current report

EBITDA was $39 million in the First Quarter of Fiscal 2026 compared to $53 million in the First Quarter of Fiscal 2025. The decreased EBITDA was primarily due to lower segment EBITDA in Lilly Pulitzer, Corporate and Other and Johnny Was. These decreases were partially offset by increases in Tommy Bahama and Emerging Brands. Changes in segment EBITDA by reportable segment and Corporate and Other are discussed below.

Current report

The decreased segment EBITDA for Lilly Pulitzer was due to (1) decreased net sales and (2) lower gross margin. These decreases were partially offset by decreased SG&A. The decreased SG&A was primarily due to a $1 million decrease in variable and distribution costs resulting from decreased net sales.

Current report

The following table sets forth reconciliations of net earnings to EBITDA. EBITDA is calculated as net sales less cost of goods sold and total SG&A, and it excludes income tax expense (benefit), interest expense, net and depreciation and amortization. Adjusted EBITDA is EBITDA less other infrequent operating charges (impairments of goodwill, intangible assets and equity method investments). We believe that the presentation of EBITDA and Adjusted EBITDA, when impairments of goodwill, intangible assets and equity method investments are incurred, neither of which are GAAP financial measures, provides meaningful supplemental information to both management and investors that is indicative of our core operations when considered together with the corresponding GAAP financial measures and the reconciliations to those measures. We believe that EBITDA is a useful measure of operating performance because it helps us, analysts, investors, and other interested parties assess the underlying profitability of our operations before the effects of certain net expenses that directly arise from our capital investment decisions (depreciation, amortization), financing decisions (interest) and tax strategies (income taxes). EBITDA and Adjusted EBITDA help us, analysts, investors, and other interested parties evaluate our operating performance on a comparable basis from period-to-period so that we can better understand the ongoing factors and trends affecting our business operations. We also use EBITDA, and Adjusted EBITDA when applicable, to forecast our performance, evaluate our actual results against our forecasts and compare our results to others in the industries that we serve. We do not, nor do we suggest investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, GAAP financial information. The table below showing consolidated totals reconciles GAAP net earnings to EBITDA:

Current report

In the First Quarter of Fiscal 2026, the net change in operating assets and liabilities from the end of Fiscal 2025 decreased cash provided by operating activities, was primarily due to:

Current report

•an increase in receivables, due to the seasonality of our business resulting in a higher proportion of wholesale sales occurring early in our fiscal year, as well as the timing of sales and cash receipts;

Current report

•a decrease in current liabilities due primarily to decreased accrued compensation driven by the timing of payments; and

Current report

•an increase in both prepaid expenses and other current assets and other balance sheet changes due primarily to increases in prepaid software costs and software as a service ("SaaS") configuration costs.

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Removed paragraphs (89)

Previous report

This competitive and evolving environment requires that brands and retailers approach their operations, including marketing and advertising, very differently than they have historically and may result in increased operating costs and investments to generate growth or even maintain existing sales levels. The competition and evolution within the industry present significant risks that have been compounded in the current macroenvironment as a result of developments in U.S. trade regulations and geopolitical issues. Other issues, including the availability and cost of credit and elevated interest rates for prolonged periods, have also heightened concern in the current environment. The future geopolitical landscape remains particularly uncertain and any changes in international trade relations, legislation and regulations, including those related to importation and tariffs, taxation, economic and monetary policies, or heightened diplomatic tensions or political and civil unrest, among other potential impacts, could adversely impact the global economy and our operating results. These factors, when combined with heightened promotional activity in our industry, create a complex and challenging retail environment, which has impacted and will continue to impact our businesses and financial results during Fiscal 2025 and has exacerbated some of the inherent challenges to our operations and may continue to do so in the future. There remains significant uncertainty in the macroeconomic environment, and the impact of these and other factors could have a major effect on our businesses.

Previous report

In addition, compounding the uncertainty and challenges in the current macroeconomic environment, since the start of Fiscal 2025, the U.S. government has announced broad-based, reciprocal tariffs on foreign imports, with the potential for further increases or revisions. The reciprocal tariffs, which in some cases are compounded by “penalty” or “secondary” tariffs on a country-by-country basis, impact substantially all of the countries from which we import products, although at varying rates. These announcements, along with the potential for future changes, has created significant uncertainty in the global trade environment. As previously disclosed, we have been proactively taking steps to mitigate our tariff exposure regardless of the outcome of the U.S. government’s trade decisions. These mitigation efforts include an acceleration in our ongoing efforts to decentralize our product sourcing, coordinating production and shipments into the U.S. during potential periods of delayed application of newly implemented or increased tariffs, negotiations with our vendors and potential price increases. The duration and scope of the tariffs are difficult to predict, along with the extent to which we will be able to offset the impact, and there could be a material negative impact on our results of operations depending on the outcome of the government’s trade decisions.

Previous report

THIRD QUARTER OF FISCAL 2025 COMPARED TO THIRD QUARTER OF FISCAL 2024

Previous report

•a decrease in wholesale sales of $8 million, or 11%, including (1) a $6 million decrease in Tommy Bahama, (2) a $1 million decrease in Johnny Was and (3) a $1 million decrease in Lilly Pulitzer. These decreases were partially offset by a $1 million increase in Emerging Brands;

Previous report

•an increase in full-price retail sales of $1 million, or 1%, including (1) a $3 million increase in Lilly Pulitzer and (2) a $1 million increase in Emerging Brands. These increases were partially offset by a $2 million decrease in Johnny Was. Tommy Bahama full-price retail sales in the Third Quarter of Fiscal 2025 were comparable to the Third Quarter of Fiscal 2024;

Previous report

The lower gross margin for Tommy Bahama was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) a change in sales mix with a higher proportion of net sales occurring during promotional events, including loyalty award cards and the semi-annual Friends & Family event. These decreases were partially offset by (1) decreased freight costs to customers due to improved carrier rates from contract renegotiations, (2) decreased freight rates associated with shipping our products from our vendors and (3) a change in sales mix with wholesale sales representing a lower proportion of net sales.

Previous report

The lower gross margin for Johnny Was was primarily due to increased cost of goods sold from additional tariffs implemented in Fiscal 2025. This decrease was partially offset by (1) decreased freight costs to customers due to improved carrier rates from contract renegotiations and (2) a change in sales mix with wholesale sales representing a lower proportion of net sales.

Previous report

•$2 million increase in software subscription and consulting related costs;

Previous report

•$2 million of costs associated with the Third Quarter of Fiscal 2025 organizational realignment initiatives at Johnny Was, including severance costs, consulting fees and store closure related costs; and

Previous report

•$1 million decrease from the absence of Johnny Was Distribution Center relocation costs incurred in the Third Quarter of Fiscal 2024.

Previous report

As a result of triggering events in the Third Quarter of Fiscal 2025, in connection with the preparation of our unaudited condensed consolidated financial statements, we performed interim impairment assessments resulting in noncash impairment charges of $61 million, including $57 million related to Johnny Was intangible assets, which is included in our Johnny Was reportable segment, and $4 million related to Jack Rogers intangible assets and goodwill, which is included in our Emerging Brands reportable segment. Refer to “Basis of Presentation” in Note 1 in the unaudited condensed consolidated financial statements included in this report for additional disclosure regarding the triggering events that led to the interim impairment assessments.

Previous report

For both Johnny Was and Jack Rogers, the impairment charges reflect the recent declines in net sales and operating results, partially due to U.S. import tariffs implemented in Fiscal 2025, performance below forecasted expectations and negative revisions to projected results. Refer to "Interim Impairment Testing" in Note 7 in the unaudited condensed consolidated financial statements included in this report for additional disclosure regarding the impairment charges recognized in Third Quarter of Fiscal 2025.

Previous report

Operating loss was $85 million in the Third Quarter of Fiscal 2025 compared to $6 million in the Third Quarter of Fiscal 2024. The increased operating loss included lower operating results in all reportable segments and Corporate and Other. Changes in operating results by reportable segment and Corporate and Other are discussed below.

Previous report

The lower operating results for Tommy Bahama were due to (1) decreased net sales, (2) increased SG&A and (3) lower gross margin. The increased SG&A was primarily due to (1) $3 million of higher SG&A associated with new retail store and Marlin Bar locations with retail and food & beverage operations, including related employment costs, occupancy costs, administrative expenses and depreciation expense and (2) a $1 million increase in software subscription and consulting costs. These increases were partially offset by $1 million of lower advertising costs.

Previous report

The lower operating results for Johnny Was were primarily due to (1) the $57 million impairment charge for intangible assets in the Third Quarter of Fiscal 2025, (2) decreased net sales and (3) lower gross margin. These decreases were partially offset by decreased SG&A. The decreased SG&A was primarily due to (1) $3 million of decreased advertising costs, (2) $1 million of decreased amortization of intangible assets, (3) the absence of $1 million in Johnny Was Distribution Center costs incurred in the Third Quarter of Fiscal 2024 and (4) $1 million of decreased occupancy costs associated with the closure of retail store locations. These decreases were partially offset by $2 million of costs associated with Third Quarter of Fiscal 2025 organizational realignment initiatives.

Previous report

The lower operating results for Emerging Brands were primarily due to (1) the $4 million impairment charge for goodwill and intangible assets associated with Jack Rogers in the Third Quarter of Fiscal 2025, (2) increased SG&A and (3) lower gross margin. These decreases were partially offset by increased net sales. The increased SG&A was primarily due to new retail store operations, including related employment costs, occupancy costs, administrative expenses and depreciation expense.

Previous report

The lower operating results in Corporate and Other were primarily due to (1) increased SG&A and (2) a higher LIFO accounting charge. The increased SG&A was primarily due to (1) $1 million of increased professional and consulting costs and (2) $1 million of increased costs associated with the project to build a new distribution center in Lyons, Georgia.

Previous report

For both the Third Quarter of Fiscal 2025 and Third Quarter of Fiscal 2024, our effective tax rate of 26.6% and 42.5%, respectively, included the impact of discrete, favorable U.S. federal return-to-provision adjustments primarily related to an increase in the research and development tax credit partially offset by an increase to the uncertain tax position related to the research and development tax credit.

Previous report

Net loss per diluted share was $4.28 in the Third Quarter of Fiscal 2025 compared to $0.25 in the Third Quarter of Fiscal 2024 reflecting (1) noncash impairment charges of $61 million primarily related to Johnny Was recognized in the Third Quarter of Fiscal 2025, (2) lower gross margin, (3) increased SG&A, (4) increased interest expense, (5) decreased net sales and (6) decreased royalties and other operating income. Net earnings and gross margin in the Third Quarter of Fiscal 2025 were impacted by approximately $8 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, net of mitigation efforts.

Previous report

Consolidated net sales were $1,103 million in the First Nine Months of Fiscal 2025 compared to net sales of $1,126 million in the First Nine Months of Fiscal 2024. The decrease in net sales included decreased sales in Tommy Bahama and Johnny Was. These decreases were partially offset by increased sales in Lilly Pulitzer and Emerging Brands.

Previous report

•a decrease in full-price retail sales of $10 million, or 2%, including (1) a $12 million decrease in Tommy Bahama and (2) a $7 million decrease in Johnny Was. These decreases were partially offset by (1) a $5 million increase in Emerging Brands and (2) a $4 million increase in Lilly Pulitzer;

Previous report

•a decrease in wholesale sales of $7 million, or 3%, including (1) a $9 million decrease in Tommy Bahama and (2) a $2 million decrease in Johnny Was. These decreases were partially offset by (1) a $2 million increase in Lilly Pulitzer and (2) a $1 million increase in Emerging Brands;

Previous report

•a decrease in e-commerce sales of $5 million, or 1%, including (1) a $12 million decrease in Tommy Bahama and (2) a $7 million decrease in Johnny Was. These decreases were partially offset by (1) an $8 million increase in Lilly Pulitzer and (2) a $6 million increase in Emerging Brands;

Previous report

•a decrease in outlet sales of $1 million, or 1%, reflecting a $1 million decrease in Johnny Was; and

Previous report

•food & beverage sales in the First Nine Months of Fiscal 2025 were comparable to the First Nine Months of Fiscal 2024.

Previous report

Tommy Bahama net sales decreased $33 million, or 5%, in the First Nine Months of Fiscal 2025, with a decrease in (1) e-commerce sales of $12 million, or 8%, (2) full-price retail sales of $12 million, or 5%, and (3) wholesale sales of $9 million, or 8%. Food & beverage sales and outlet sales in the First Nine Months of Fiscal 2025 were comparable to the First Nine Months of Fiscal 2024. The following table presents the proportion of net sales by distribution channel for Tommy Bahama for each period presented:

Previous report

Lilly Pulitzer net sales increased $14 million, or 6%, in the First Nine Months of Fiscal 2025, with an increase in each channel of distribution. The increase in net sales in Lilly Pulitzer included increases in (1) e-commerce sales of $8 million, or 7%, (2) retail sales of $4 million, or 5%, and (3) wholesale sales of $2 million, or 6%. The following table presents the proportion of net sales by distribution channel for Lilly Pulitzer for each period presented:

Previous report

Johnny Was net sales decreased $16 million, or 11%, in the First Nine Months of Fiscal 2025, with a decrease in each channel of distribution. The decrease in net sales in Johnny Was included decreases in (1) full-price retail sales of $7 million, or 13%, (2) e-commerce sales of $7 million, or 11%, (3) wholesale sales of $2 million, or 8%, and (4) outlet sales of $1 million, or 23%. The following table presents the proportion of net sales by distribution channel for Johnny Was for each period presented:

Previous report

Emerging Brands net sales increased $12 million, or 12% in the First Nine Months of Fiscal 2025. Increases included increased sales in TBBC, Southern Tide and Duck Head partially offset by decreased sales in Jack Rogers. The increase in net sales in Emerging Brands by distribution channel included increases in all channels of distribution including in (1) e-commerce sales of $6 million, or 15%, (2) retail sales of $5 million, or 31%, and (3) wholesale sales of $1 million, or 3%. The following table presents the proportion of net sales by distribution channel for Emerging Brands for each period presented:

Previous report

The decreased gross profit of 5% was primarily due to (1) the 2% decrease in net sales and (2) lower consolidated gross margin. The decreased gross margin was primarily due to (1) approximately $18 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, net of mitigation efforts, (2) a change in sales mix with a higher proportion of net sales occurring during promotional and clearance events at Tommy Bahama and Lilly Pulitzer and (3) a $1 million higher LIFO accounting charge in the First Nine Months of Fiscal 2025 compared to the First Nine Months of Fiscal 2024. These decreases were partially offset by (1) decreased freight rates associated with shipping our products from our vendors and (2) lower markdowns on net sales to off-price wholesale customers.

Previous report

The lower gross margin for Tommy Bahama was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) a change in sales mix with a higher proportion of net sales occurring during promotional events, including loyalty award cards, Flip Side, end of season clearance events and semi-annual Friends & Family events. These decreases were partially offset by decreased freight rates associated with shipping our products from our vendors.

Previous report

The lower gross margin for Lilly Pulitzer was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) a change in sales mix with a higher proportion of net sales occurring during promotional events. These decreases were partially offset by (1) decreased freight rates associated with shipping our products from our vendors and (2) lower markdowns on net sales to off-price wholesale customers.

Previous report

The lower gross margin for Johnny Was was primarily due to increased cost of goods sold from additional tariffs implemented in Fiscal 2025. This decrease was partially offset by (1) a change in sales mix with full-price retail and e-commerce sales representing a higher proportion of net sales resulting from fewer sales occurring during promotional and clearance events and (2) lower markdowns on net sales to off-price wholesale customers.

Previous report

The gross profit in Corporate and Other primarily reflects the impact of LIFO accounting adjustments that resulted in a $1 million higher LIFO accounting charge in the First Nine Months of Fiscal 2025 compared to the First Nine Months of Fiscal 2024. The LIFO accounting impact in Corporate and Other in each period includes the net impact of (1) a charge in Corporate and Other when inventory that had been marked down in an operating segment in a prior period was ultimately sold, (2) a credit in Corporate and Other when inventory had been marked down in an operating segment in the current period, but had not been sold as of period end and (3) the change in the LIFO reserve, if any.

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Reworded paragraphs (53)

Previous wording

We are a leading branded apparel company that designs, sources, markets and distributes products bearing the trademarks of our Tommy Bahama, Lilly Pulitzer, Johnny Was, Southern Tide, TBBC, Duck Head and Jack Rogers lifestyle brands.

Current wording

We are a leading branded apparel company that designs, sources, markets and distributes products bearing the trademarks of our portfolio of lifestyle brands: Tommy Bahama, Lilly Pulitzer, Johnny Was, Southern Tide, TBBC, Duck Head and Jack Rogers.

Previous wording

During Fiscal 2024, 81% of our consolidated net sales were through our direct to consumer channels of distribution, which consist of our brand specific full-price retail stores, e-commerce websites and outlets, as well as our Tommy Bahama food & beverage operations. The remaining 19% of our net sales was generated through our wholesale distribution channels, which complement our direct to consumer operations and provide access to a larger base of consumers. Our wholesale operations consist of sales of products bearing the trademarks of our lifestyle brands to various specialty stores, better department stores, Signature Stores, multi-branded e-commerce retailers and other retailers.

Current wording

During Fiscal 2025, 82% of our consolidated net sales were through our direct to consumer channels of distribution, which consist of our brand specific full-price retail stores, e-commerce websites and outlets, as well as our Tommy Bahama food and beverage operations. The remaining 18% of our net sales was generated through our wholesale distribution channels, which complement our direct to consumer operations and provide access to a larger base of consumers. Our wholesale operations consist of sales of products bearing the trademarks of our lifestyle brands to various specialty stores, better department stores, Signature Stores, multi-branded e-commerce retailers and other retailers.

Previous wording

For additional information about our business and our operating segments, see Part I, Item 1. Business of our Fiscal 2024 Form 10-K. Important factors relating to certain risks which could impact our business are described in Part I. Item 1A. Risk Factors of our Fiscal 2024 Form 10-K, as updated by Part II, Item 1A. Risk Factors in our Quarterly Report on Form 10-Q for the First Quarter of Fiscal 2025.

Current wording

For additional information about our business and our operating segments, see Part I, Item 1. Business of our Fiscal 2025 Form 10-K. Important factors relating to certain risks which could impact our business are described in Part I. Item 1A. Risk Factors of our Fiscal 2025 Form 10-K.

Previous wording

We operate in a highly competitive apparel market. No single apparel firm or small group of apparel firms dominates the apparel industry, and our competitors vary by operating segment and distribution channel. The apparel industry is cyclical and very dependent on the overall level and focus of discretionary consumer spending, which changes as consumer preferences and regional, domestic and international economic conditions change. Also, in recent years consumers have chosen to spend less of their discretionary spending on certain product categories, including apparel, while spending more on services and other product categories. Further, negative economic conditions often have a longer and more severe impact on the apparel industry than on other industries due, in part, to apparel purchases often being more of a discretionary purchase.

Current wording

We operate in a highly competitive apparel market. No single apparel firm or small group of apparel firms dominates the apparel industry, and our competitors vary by operating segment and distribution channel. The apparel industry is cyclical and highly dependent on the overall level and focus of discretionary consumer spending, which changes as consumer preferences and regional, domestic, and international economic conditions evolve. In recent years, consumers have allocated a smaller portion of discretionary spending to certain product categories, including apparel, while increasing spending on services and other goods. Further, negative economic conditions often have a longer and more pronounced impact on the apparel industry than on other industries, due in part to the discretionary nature of apparel purchases.

Previous wording

We believe our lifestyle brands have true competitive advantages, and we continue to invest in our brands’ direct to consumer initiatives and distribution capabilities while further leveraging technology to serve our consumers when and where they want to be served. We continue to believe that our lifestyle brands, with their strong emotional connections with consumers, are well suited to succeed and thrive in the long term while managing the various challenges facing our industry in the current environment. At the same time, we remain cautious in light of extrinsic factors and are proactively working with outside advisors and taking measures to reassess and realign our operating expenses to drive long-term operating margin expansion across our businesses.

Current wording

We believe our lifestyle brands have true competitive advantages, and we continue to invest in our brands’ direct to consumer initiatives and distribution capabilities while further leveraging technology to serve our consumers when and where they want to be served. We continue to believe that our lifestyle brands, with their strong emotional connections with consumers, are well suited to succeed and thrive in the long term while managing the various challenges facing our industry in the current environment. At the same time, we remain cautious in light of extrinsic factors and are proactively taking measures to reassess and realign our operating expenses to drive long-term operating margin expansion across our businesses.

Previous wording

We often disclose comparable sales to provide additional information regarding changes in our results of operations between periods. Our disclosures of comparable sales include net sales from our full-price retail stores and e-commerce sites. We believe that the inclusion of both full-price retail stores and e-commerce sites in the comparable sales disclosures is a more meaningful way of reporting our comparable sales results, given similar inventory planning, allocation and return policies, as well as our cross-channel marketing and other initiatives for the direct to consumer channels. For our comparable sales disclosures, we exclude (1) outlet store sales as those clearance sales are used primarily to liquidate end of season inventory, which may vary significantly depending on the level of end of season inventory on hand and generally occur at lower gross margins than our non-clearance direct to consumer sales, and (2) food & beverage sales, as we do not currently believe that the inclusion of food & beverage sales in our comparable sales disclosures is meaningful in assessing our branded apparel businesses. Historically, we also excluded from our comparable sales disclosures e-commerce flash clearance sales used to liquidate excess inventory; however, given the evolving cadence of marking down retail sales prices associated with our e-commerce operations, we are now including those sales for purposes of our comparable sales disclosures. Comparable sales information reflects net sales, including shipping and handling revenues, if any, associated with product sales.

Current wording

We often disclose comparable sales in order to provide additional information regarding changes in our results of operations between periods. Our disclosures of comparable sales include net sales from our full-price retail stores and e-commerce sites. We believe that the inclusion of both full-price retail stores and e-commerce sites in the comparable sales disclosures is a more meaningful way of reporting our comparable sales results, given similar inventory planning, allocation and return policies, as well as our cross-channel marketing and other initiatives for the direct to consumer channels. For our comparable sales disclosures, we exclude (1) outlet store sales as those clearance sales are used primarily to liquidate end of season inventory, which may vary significantly depending on the level of end of season inventory on hand and generally occur at lower gross margins than our non-clearance direct to consumer sales, and (2) food and beverage sales, as we do not currently believe that the inclusion of food and beverage sales in our comparable sales disclosures is meaningful in assessing our total company operations. Comparable sales information reflects net sales, including shipping and handling revenues, if any, associated with product sales.

Previous wording

For purposes of our disclosures, comparable sales consists of sales through e-commerce sites and any physical full-price retail stores that were owned and open as of the beginning of the prior fiscal year and which did not have during the relevant periods, and is not within the current fiscal year scheduled to have, (1) a remodel or other event which would result in a closure for an extended period of time (which we define as a period of two weeks or longer), (2) a greater than 15% change in the size of the retail space due to expansion, reduction or relocation to a new retail space or (3) a relocation to a new space that is significantly different from the prior retail space (including relocations to accommodate an adjacent Tommy Bahama food & beverage concept). For those stores which are excluded based on the preceding sentence, the stores continue to be excluded from comparable sales until the criteria for a new store is met subsequent to the remodel, relocation, or other event. A full-price retail store that is remodeled will generally continue to be included in our comparable sales metrics as a store is not typically closed for longer than a two-week period during a remodel; however, a full-price retail store that is relocated generally will not be included in our comparable sales metrics until that store has been open in the relocated space for the entirety of the prior fiscal year because the size or other characteristics of the store typically change significantly from the prior location. Any stores that were closed during the prior fiscal year or current fiscal year, or which we expect to close or vacate in the current fiscal year, as well as any pop-up or temporary store locations, are excluded from our comparable sales metrics.

Current wording

For purposes of our disclosures, comparable sales consists of sales through e-commerce sites and any physical full-price retail store that was owned and open as of the beginning of the prior fiscal year and which did not have during the relevant periods, and is not within the current fiscal year scheduled to have, (1) a remodel or other event which would result in a closure for an extended period of time (which we define as a period of two weeks or longer), (2) a greater than 15% change in the size of the retail space due to expansion, reduction or relocation to a new retail space or (3) a relocation to a new space that is significantly different from the prior retail space (including relocations to accommodate an adjacent Tommy Bahama food and beverage concept). For those stores which are excluded based on the preceding sentence, the stores continue to be excluded from comparable sales until the criteria for a new store is met subsequent to the remodel, relocation, or other event. A full-price retail store that is remodeled will generally continue to be included in our comparable sales metrics as a store is not typically closed for longer than a two-week period during a remodel; however, a full-price retail store that is relocated generally will not be included in our comparable sales metrics until that store has been open in the relocated space for the entirety of the prior fiscal year because the size or other characteristics of the store typically change significantly from the prior location. Any stores that were closed during the prior fiscal year or current fiscal year, or which we plan to close or vacate in the current fiscal year, as well as any pop-up or temporary store locations, are excluded from our comparable sales metrics.

Previous wording

Definitions and calculations of comparable sales differ among companies, and therefore comparable sales metrics disclosed by us may not be comparable to the metrics disclosed by other companies.

Current wording

Definitions and calculations of comparable sales differ among retail companies, and therefore comparable sales metrics disclosed by us may not be comparable to the metrics disclosed by other companies.

Previous wording

The following table sets forth our consolidated operating results (in thousands, except per share amounts) for the First Nine Months of Fiscal 2025 compared to the First Nine Months of Fiscal 2024:

Current wording

The following table sets forth our consolidated operating results (in thousands, except per share amounts) for the First Quarter of Fiscal 2026 compared to the First Quarter of Fiscal 2025:

Previous wording

Net loss per diluted share was $1.39 in the First Nine Months of Fiscal 2025 compared to net earnings per diluted share of $4.74 in the First Nine Months of Fiscal 2024 reflecting (1) noncash impairment charges of $61 million primarily related to Johnny Was recognized in the Third Quarter of Fiscal 2025, (2) increased SG&A, (3) decreased net sales, (4) lower gross margin, (5) increased interest expense and (6) decreased royalties and other operating income. Net earnings and gross margin in the First Nine Months of Fiscal 2025 were impacted by approximately $18 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, net of mitigation efforts.

Current wording

Net earnings per diluted share were $1.00 in the First Quarter of Fiscal 2026 compared to net earnings per diluted share of $1.70 in the First Quarter of Fiscal 2025 reflecting (1) lower gross margin primarily from $11 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, (2) increased SG&A, (3) decreased net sales, (4) decreased royalties and other operating income, (5) increased interest expense and (6) a higher effective tax rate.

Previous wording

FIRST NINE MONTHS OF FISCAL 2025 COMPARED TO FIRST NINE MONTHS OF FISCAL 2024

Current wording

FIRST QUARTER OF FISCAL 2026 COMPARED TO FIRST QUARTER OF FISCAL 2025

Previous wording

The discussion and tables below compare our statements of operations for the Third Quarter of Fiscal 2025 to the Third Quarter of Fiscal 2024. Each dollar and percentage change provided reflects the change between these fiscal periods unless indicated otherwise. Each dollar and share amount included in the tables is in thousands except for per share amounts. We have calculated all percentages based on actual data, and percentage columns in tables may not add due to rounding. Individual line items of our consolidated statements of operations, including gross profit, may not be directly comparable to those of our competitors, as classification of certain expenses may vary by company.

Current wording

The discussion and tables below compare our statements of operations for the First Quarter of Fiscal 2026 to the First Quarter of Fiscal 2025. Each dollar and percentage change provided reflects the change between these fiscal periods unless indicated otherwise. Each dollar and share amount included in the tables is in thousands except for per share amounts. We have calculated all percentages based on actual data, and percentage columns in tables may not add due to rounding. Individual line items of our consolidated statements of operations, including gross profit, may not be directly comparable to those of our competitors, as classification of certain expenses may vary by company.

Previous wording

The following table sets forth the specified line items in our unaudited condensed consolidated statements of operations both in dollars (in thousands) and as a percentage of net sales as well as the dollar change and the percentage change as compared to the same period of the prior year. The table also includes net earnings (loss) per diluted share and diluted weighted average shares outstanding (in thousands), as well as the change and the percentage change for each of these items as compared to the same period of the prior year.

Current wording

The following table sets forth the specified line items in our unaudited condensed consolidated statements of operations both in dollars (in thousands) and as a percentage of net sales as well as the dollar change and the percentage change as compared to the same period of the prior year. The table also includes net earnings per diluted share and diluted weighted average shares outstanding (in thousands), as well as the change and the percentage change for each of these items as compared to the same period of the prior year.

Previous wording

Consolidated net sales were $307 million in the Third Quarter of Fiscal 2025 compared to net sales of $308 million in the Third Quarter of Fiscal 2024. The decrease in net sales included decreased sales in Tommy Bahama and Johnny Was. These decreases were partially offset by increased sales in Lilly Pulitzer and Emerging Brands.

Current wording

Consolidated net sales were $391 million in the First Quarter of Fiscal 2026 compared to net sales of $393 million in the First Quarter of Fiscal 2025. The decrease in net sales included decreased sales in Lilly Pulitzer and Johnny Was. These decreases were partially offset by increased sales in Tommy Bahama and Emerging Brands.

Previous wording

•an increase in e-commerce sales of $5 million, or 5%, including (1) a $3 million increase in Lilly Pulitzer and (2) a $3 million increase in Emerging Brands. These increases were partially offset by (1) a $1 million decrease in Tommy Bahama and (2) a $1 million decrease in Johnny Was;

Current wording

•a decrease in e-commerce sales of $2 million, or 2%, including a $7 million decrease in Lilly Pulitzer. This decrease was partially offset by (1) a $3 million increase in Tommy Bahama and (2) a $3 million increase in Emerging Brands. Johnny Was e-commerce sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025;

Previous wording

•an increase in food & beverage sales of $1 million, or 3%; and

Current wording

•an increase in food and beverage sales of $5 million, or 14%;

Previous wording

•outlet sales in the Third Quarter of Fiscal 2025 were comparable to the Third Quarter of Fiscal 2024.

Current wording

•outlet sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025.

Previous wording

Tommy Bahama net sales decreased $7 million, or 4%, in the Third Quarter of Fiscal 2025, with a decrease in (1) wholesale sales of $6 million, or 19%, and (2) e-commerce sales of $1 million, or 5%. These decreases were partially offset by an increase in food & beverage sales of $1 million, or 3%. Full-price retail sales and outlet sales in the Third Quarter of Fiscal 2025 were comparable to the Third Quarter of Fiscal 2024. The following table presents the proportion of net sales by distribution channel for Tommy Bahama for each period presented:

Current wording

Tommy Bahama net sales increased $8 million, or 4%, in the First Quarter of Fiscal 2026, with an increase in (1) food and beverage sales of $5 million, or 14%, (2) e-commerce sales of $3 million, or 7%, and (3) full-price retail sales of $3 million, or 3%. These increases were partially offset by a decrease in wholesale sales of $2 million, or 4%. Outlet sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025. The following table presents the proportion of net sales by distribution channel for Tommy Bahama for each period presented:

Previous wording

Lilly Pulitzer net sales increased $5 million, or 7%, in the Third Quarter of Fiscal 2025, with an increase in (1) retail sales of $3 million, or 12%, and (2) e-commerce sales of $3 million, or 9%. These increases were partially offset by a decrease in wholesale sales of $1 million, or 10%. The following table presents the proportion of net sales by distribution channel for Lilly Pulitzer for each period presented:

Current wording

Lilly Pulitzer net sales decreased $9 million, or 9%, in the First Quarter of Fiscal 2026, with a decrease in (1) e-commerce sales of $7 million, or 17%, and (2) retail sales of $1 million, or 4%. Wholesale sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025. The following table presents the proportion of net sales by distribution channel for Lilly Pulitzer for each period presented:

Previous wording

Johnny Was net sales decreased $4 million, or 8%, in the Third Quarter of Fiscal 2025, with a decrease in (1) retail sales of $2 million, or 9%, (2) wholesale sales of $1 million, or 14%, and (3) e-commerce sales of $1 million, or 5%. The following table presents the proportion of net sales by distribution channel for Johnny Was for each period presented:

Current wording

Johnny Was net sales decreased $6 million, or 13%, in the First Quarter of Fiscal 2026, with a decrease in (1) wholesale sales of $4 million, or 34% and (2) full-price retail sales of $2 million, or 11%. E-commerce and outlet sales in the First Quarter of Fiscal 2026 were comparable to the First Quarter of Fiscal 2025. The following table presents the proportion of net sales by distribution channel for Johnny Was for each period presented:

Previous wording

Emerging Brands net sales increased $5 million, or 17%, in the Third Quarter of Fiscal 2025 including increases in all brands. By distribution channel, the increase in net sales in Emerging Brands included increases in (1) e-commerce sales of $3 million, or 29%, (2) retail sales of $1 million, or 20%, and (3) wholesale sales of $1 million, or 6%. The following table presents the proportion of net sales by distribution channel for Emerging Brands for each period presented:

Current wording

Emerging Brands net sales increased $4 million, or 13%, in the First Quarter of Fiscal 2026 including increases in TBBC, Duck Head, and Jack Rogers. By distribution channel, the increase in net sales in Emerging Brands included increases in (1) e-commerce sales of $3 million, or 21% and (2) wholesale sales of $1 million, or 10%. The following table presents the proportion of net sales by distribution channel for Emerging Brands for each period presented:

Previous wording

The tables below present gross profit by reportable segment and Corporate and Other and in total for the Third Quarter of Fiscal 2025 and the Third Quarter of Fiscal 2024, as well as the dollar change and percentage change between those two periods, and gross margin by reportable segment and Corporate and Other and in total. Our gross profit and gross margin, which is calculated as gross profit divided by net sales, may not be directly comparable to those of our competitors, as the statement of operations classification of certain expenses may vary by company.

Current wording

The tables below present gross profit by reportable segment and Corporate and Other and in total for the First Quarter of Fiscal 2026 and the First Quarter of Fiscal 2025, as well as the dollar change and percentage change between those two periods, and gross margin by reportable segment and Corporate and Other and in total. Our gross profit and gross margin, which is calculated as gross profit divided by net sales, may not be directly comparable to those of our competitors, as the statement of operations classification of certain expenses may vary by company.

Previous wording

The decreased gross profit of 5% was primarily due to decreased consolidated gross margin. The decreased gross margin was primarily due to (1) approximately $8 million of increased cost of goods sold from additional tariffs implemented in Fiscal 2025, net of mitigation efforts, (2) a change in sales mix with a higher proportion of net sales occurring during promotional and clearance events at Tommy Bahama and Lilly Pulitzer and (3) a $3 million higher LIFO accounting charge in the Third Quarter of Fiscal 2025 compared to the Third Quarter of Fiscal 2024. These decreases were partially offset by (1) lower freight costs to customers due to improved carrier rates from contract renegotiations, (2) a change in sales mix with wholesale sales representing a lower proportion of net sales and (3) decreased freight rates associated with shipping our products from our vendors.

Current wording

The decreased gross profit of 3% was primarily due to decreased consolidated gross margin. The decreased gross margin was primarily due to (1) approximately $11 million of increased cost of goods sold from additional tariffs implemented starting in Fiscal 2025 and (2) a $4 million higher LIFO accounting charge in the First Quarter of Fiscal 2026 compared to the First Quarter of Fiscal 2025. These decreases were partially offset by (1) updated assortment, sourcing and pricing strategies across our portfolio, (2) lower freight costs to customers due to improved carrier rates from contract renegotiations and (3) a change in sales mix with wholesale sales representing a lower proportion of net sales.

Previous wording

The lower gross margin for Lilly Pulitzer was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) a change in sales mix with e-commerce flash sales representing a higher proportion of net sales. These decreases were partially offset by (1) less significant markdowns during e-commerce flash sales, (2) decreased freight costs to customers due to improved carrier rates from contract renegotiations, (3) decreased freight rates associated with shipping our products from our vendors and (4) a change in sales mix with wholesale sales representing a lower proportion of net sales.

Current wording

The lower gross margin for Lilly Pulitzer was primarily due to (1) increased cost of goods sold from additional tariffs implemented starting in Fiscal 2025, (2) a change in sales mix with e-commerce flash sales representing a higher proportion of net sales and (3) a change in sales mix with off-price wholesale sales representing a higher proportion of net sales. These decreases were partially offset by (1) updated assortment, sourcing and pricing strategies and (2) decreased freight costs to customers due to improved carrier rates from contract renegotiations.

Previous wording

The lower gross margin for Emerging Brands was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) higher markdowns during promotional and clearance events. These decreases were partially offset by (1) decreased freight costs to customers due to improved carrier rates from contract renegotiations and (2) a change in sales mix with e-commerce sales representing a higher proportion of net sales.

Current wording

The lower gross margin for Emerging Brands was primarily due to (1) increased cost of goods sold from additional tariffs implemented starting in Fiscal 2025 and (2) higher markdowns during promotional and clearance events. These decreases were partially offset by (1) updated assortment, sourcing and pricing strategies, (2) decreased freight costs to customers due to improved carrier rates from contract renegotiations and (3) a change in sales mix with e-commerce sales representing a higher proportion of net sales.

Previous wording

The gross profit in Corporate and Other primarily reflects the impact of LIFO accounting adjustments that resulted in a $3 million higher charge in the Third Quarter of Fiscal 2025 than the Third Quarter of Fiscal 2024. The LIFO accounting impact in Corporate and Other in each period includes the net impact of (1) a charge in Corporate and Other when inventory that had been marked down in an operating segment in a prior period was ultimately sold, (2) a credit in Corporate and Other when inventory had been marked down in an operating segment in the current period, but had not been sold as of period end and (3) the change in the LIFO reserve, if any.

Current wording

The gross profit in Corporate and Other primarily reflects the impact of LIFO accounting adjustments that resulted in a $4 million higher charge in the First Quarter of Fiscal 2026 than the First Quarter of Fiscal 2025.

Previous wording

SG&A was $213 million in the Third Quarter of Fiscal 2025 compared to $205 million in the Third Quarter of Fiscal 2024, with approximately $5 million, or 68%, of the expenses that increased during the Third Quarter of Fiscal 2025 due to increases in employment costs, occupancy costs and depreciation expense attributable to the increase in brick and mortar retail locations. The 4% increase in total SG&A in the Third Quarter of Fiscal 2025 included the following, which, where applicable, includes the SG&A of the new brick and mortar locations:

Current wording

SG&A was $211 million in the First Quarter of Fiscal 2026 compared to $206 million in the First Quarter of Fiscal 2025, with approximately$1 million, or 28%, of the increase due to new brick and mortar retail and food and beverage locations. The 2% increase in total SG&A in the First Quarter of Fiscal 2026 included the following, which, where applicable, includes the SG&A of the new brick and mortar locations:

Previous wording

•$5 million increase in employment costs driven primarily by new brick and mortar retail locations and increased incentive compensation;

Current wording

•$2 million increase in employment costs driven primarily by new brick and mortar retail locations;

Previous wording

•$3 million increase in consulting and professional services related costs;

Current wording

•$1 million increase in consulting and professional services related costs; and

Previous wording

•$1 million decrease in amortization of intangible assets; and

Current wording

The lower depreciation and amortization expense was primarily driven by a $1 million decrease in amortization of intangible assets.

Previous wording

Royalties and other operating income typically consists primarily of income received from third parties from the licensing of our brands. The decreased royalties and other operating income in the Third Quarter of Fiscal 2025 was primarily due to decreased royalty income in Tommy Bahama reflecting the lower sales of our licensing partners.

Current wording

Royalties and other operating income typically consists primarily of income received from third parties from the licensing of our brands. The decreased royalties and other operating income in the First Quarter of Fiscal 2026 was primarily due to decreased royalty income in Tommy Bahama reflecting reduced sales by our licensing partners impacted by higher tariffs.

Previous wording

The increased interest expense in the Third Quarter of Fiscal 2025 was primarily due to a higher average outstanding debt balance during the Third Quarter of Fiscal 2025 than the Third Quarter of Fiscal 2024.

Current wording

The increased interest expense, net in the First Quarter of Fiscal 2026 was primarily due to a higher average outstanding debt balance during the First Quarter of Fiscal 2026 than the First Quarter of Fiscal 2025.

Previous wording

For the First Nine Months of Fiscal 2025, our effective tax rate was 26.7%, which primarily reflects (1) the unfavorable net discrete tax expense for shortfalls in stock-based compensation vesting during the First Nine Months of Fiscal 2025 and (2) a net increase in uncertain tax positions. These unfavorable factors were partially offset by (1) favorable U.S. federal return-to-provision adjustments primarily related to an increase in the research and development tax credit, (2) the benefit derived from a reduction in income tax expense as a result of the receipt of interest from a U.S. federal income tax receivable and (3) the remeasurement of deferred tax balances due to changes in state tax rates.

Current wording

For the First Quarter of Fiscal 2025, our effective tax rate of 24.1% included the benefit derived from a reduction in income tax expense as a result of the receipt of interest from a U.S. federal income tax receivable and the remeasurement of deferred tax balances due to changes in state tax rates partially offset by a net increase to uncertain tax positions during the quarter.

Previous wording

Net loss per diluted share was $1.39 in the First Nine Months of Fiscal 2025 compared to net earnings per diluted share of $4.74 in the First Nine Months of Fiscal 2024 reflecting (1) noncash impairment charges of $61 million primarily related to Johnny Was recognized in the Third Quarter of Fiscal 2025, (2) increased SG&A, (3) decreased net sales, (4) lower gross margin, (5) increased interest expense and (6) decreased royalties and other operating income. Net earnings and gross margin in the First Nine Months of Fiscal 2025 were also impacted by approximately $18 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, net of mitigation efforts.

Current wording

Net earnings per diluted share were $1.00 in the First Quarter of Fiscal 2026 compared to $1.70 in the First Quarter of Fiscal 2025 reflecting (1) lower gross margin primarily from $11 million of increased cost of goods sold from additional tariffs enacted in Fiscal 2025, (2) increased SG&A, (3) decreased net sales, (4) decreased royalties and other operating income, (5) increased interest expense and (6) a higher effective tax rate.

Previous wording

•$1 million increase in occupancy costs driven primarily by new brick and mortar retail locations

Current wording

The increased segment EBITDA for Tommy Bahama was due to (1) increased net sales and (2) higher gross margin. These increases were partially offset by increased SG&A. The increased SG&A was primarily due to (1) $2 million associated with new brick and mortar retail and food and beverage locations, (2) a $2 million increase in occupancy costs and (3) a $1 million increase in variable and distribution costs resulting from increased net sales.

Current wording

The decreased segment EBITDA for Johnny Was was primarily due to decreased net sales. This decrease was partially offset by (1) higher gross margin and (2) decreased SG&A. The decreased SG&A was primarily due to (1) a $1 million decrease in advertising costs and (2) a $1 million decrease in employment costs.

Previous wording

The decreased operating income for Lilly Pulitzer was due to (1) increased SG&A and (2) lower gross margin. These decreases were partially offset by increased net sales. The increased SG&A was primarily due to (1) $1 million of increased employment costs primarily driven by increased incentive compensation and (2) $1 million of increased variable and distribution costs primarily driven by increased net sales.

Current wording

The increased segment EBITDA for Emerging Brands was primarily due to increased net sales. This increase was partially offset by (1) increased SG&A and (2) lower gross margin. The increased SG&A was primarily due to a $1 million increase in variable and distribution costs primarily driven by increased net sales.

Previous wording

The lower operating results in Corporate and Other were primarily a result of (1) increased SG&A and (2) a higher LIFO accounting charge. The increased SG&A was primarily due to (1) $5 million of increased employment costs primarily driven by increased incentive compensation, (2) $3 million of increased professional and consulting costs and (3) $2 million of increased costs associated with the project to build a new distribution center in Lyons, Georgia.

Current wording

The decreased segment EBITDA for Corporate and Other was primarily due to (1) a higher LIFO accounting charge and (2) increased SG&A. The increased SG&A was primarily due to (1) a $2 million increase in employment costs primarily driven by increased incentive compensation, (2) a $1 million increase in software related costs and (3) a $1 million increase in consulting and professional services related costs.

Previous wording

The following table sets forth the net cash flows for the First Nine Months of Fiscal 2025 and the First Nine Months of Fiscal 2024 (in thousands):

Current wording

The following table sets forth the net cash flows for the First Quarter of Fiscal 2026 and the First Quarter of Fiscal 2025 (in thousands):

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Current report — wording carried from elsewhere

For the First Quarter of Fiscal 2026, our effective tax rate of 25.4% included the benefit derived from a reduction in income tax expense as a result of the receipt of interest from a U.S. federal income tax receivable and return-to-provision adjustments partially offset by additional interest expense on uncertain tax positions and a valuation allowance on certain deferred tax assets related to the wind-down of a foreign subsidiary.

Current report — wording carried from elsewhere

•a decrease in income tax receivables.
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Previous report — wording carried elsewhere

The following table sets forth the specified line items in our unaudited condensed consolidated statements of operations both in dollars (in thousands) and as a percentage of net sales as well as the dollar change and the percentage change as compared to the same period of the prior year. The table also includes net loss per diluted share and diluted weighted average shares outstanding (in thousands), as well as the change and the percentage change for each of these items as compared to the same period of the prior year.

Previous report — wording carried elsewhere

Our effective tax rate will vary from period to period from a typical annual effective tax rate of approximately 25% based on various factors including, but not limited to, the geographic mix of earnings, enacted tax legislation, state and local taxes, tax audit findings and settlements, and the interaction of various global tax strategies. Due to lower earnings during the third quarter as compared to our other fiscal quarters, certain discrete or other items recognized in the third quarter typically have a more pronounced impact and result in the effective tax rate of the third quarter not being indicative of the effective tax rate for the full fiscal year. Non-cash impairment charges further reduced earnings in the Third Quarter of Fiscal 2025.

Previous report — wording carried elsewhere

The discussion and tables below compare our statements of operations for the First Nine Months of Fiscal 2025 to the First Nine Months of Fiscal 2024. Each dollar and percentage change provided reflects the change between these fiscal periods unless indicated otherwise. Each dollar and share amount included in the tables is in thousands except for per share amounts. We have calculated all percentages based on actual data, and percentage columns in tables may not add due to rounding. Individual line items of our consolidated statements of operations, including gross profit, may not be directly comparable to those of our competitors, as classification of certain expenses may vary by company.

Previous report — wording carried elsewhere

The changes in net sales by distribution channel consisted of the following:

Previous report — wording carried elsewhere

The following table presents the proportion of our consolidated net sales by distribution channel for each period presented. We have calculated all percentages below on actual data, and percentages may not add to 100 due to rounding.

Previous report — wording carried elsewhere

Corporate and Other net sales primarily consist of the elimination of any sales between operating segments.

Previous report — wording carried elsewhere

The tables below present gross profit by reportable segment and Corporate and Other and in total for the First Nine Months of Fiscal 2025 and the First Nine Months of Fiscal 2024, as well as the dollar change and percentage change between those two periods, and gross margin by reportable segment and Corporate and Other and in total. Our gross profit and gross margin, which is calculated as gross profit divided by net sales, may not be directly comparable to those of our competitors, as the statement of operations classification of certain expenses may vary by company.

Previous report — wording carried elsewhere

The lower gross margin for Emerging Brands was primarily due to (1) increased cost of goods sold from additional tariffs implemented in Fiscal 2025 and (2) higher markdowns during promotional and clearance events. These decreases were partially offset by lower markdowns on net sales to off-price wholesale customers.

Previous report — wording carried elsewhere

•$6 million increase in occupancy costs driven primarily by new brick and mortar retail locations;

Previous report — wording carried elsewhere

•$5 million increase in consulting and professional services related costs;

Previous report — wording carried elsewhere

These increases were partially offset by:

Previous report — wording carried elsewhere

•$2 million decrease in amortization of intangible assets; and

Previous report — wording carried elsewhere

Royalties and other operating income typically consists primarily of income received from third parties from the licensing of our brands. The decreased royalties and other operating income in the First Nine Months of Fiscal 2025 was primarily due to decreased royalty income in Tommy Bahama reflecting the lower sales of our licensing partners.

Previous report — wording carried elsewhere

(8) acquire assets or businesses, (9) merge or consolidate with other companies or (10) prepay, retire, repurchase or redeem debt.

Previous report — wording carried elsewhere

As disclosed in our Quarterly Report on Form 10-Q for the Third Quarter of Fiscal 2024, on December 10, 2024, our Board of Directors authorized us to spend up to $100 million to repurchase shares of our stock. This authorization superseded and replaced all previous authorizations to repurchase shares of our stock. During the First Quarter of Fiscal 2025, we repurchased 842,007 shares of our common stock at an average price of $59.38 for $50 million as part of an open market repurchase program (Rule 10b5-1 plan) under the December 10, 2024 authorization.