GENESCO INC

Report of Independent Regist ered Public Accounting Firm

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Genesco Inc. and subsidiaries (the "Company") as of January 31, 2026, the related consolidated statements of operations, comprehensive income (loss), cash flows, and equity for the year ended January 31, 2026, and the related notes and the financial statement schedule 2 - Valuation and Qualifying Accounts (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of January 31, 2026, and the results of its operations and its cash flows for the year ended January 31, 2026, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January 31, 2026, based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 25, 2026, expressed an unqualified opinion on the Company's internal control over financial reporting.

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 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 the financial statements are free of material misstatement, whether due to error or fraud. Our audit 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 audit 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 audit provides 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 critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Inventory Valuation – Journeys Group - Refer to Note 1 to the financial statements

Critical Audit Matter Description

The Company’s Journeys Group follows the retail inventory method in accounting for its retail operations inventory. Under the retail inventory method, valuing inventory at the lower of cost or market is achieved as markdowns are taken or accrued as a reduction of the retail value of inventories. The valuation of retail inventory within the Journeys Group requires management to make judgments and estimates about the recoverability of the inventory and its market value. The Company establishes an inventory valuation allowance for expected markdowns for the Journeys Group, which includes estimates of inventory turn, average selling price, inventory age, vendor agreements, current market conditions, fashion trends and overall economic conditions.

We identified the inventory markdown allowance for the Journeys Group as a critical audit matter because of the significant judgments made by management in estimating the recoverability of the inventory and its market value. Auditing the inventory markdown allowance required a high degree of auditor judgment and an increased extent of effort.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the valuation of the inventory markdown allowance included the following, among others:

• We tested the operating effectiveness of the Company’s internal controls over the development and review of estimates included in determining the inventory markdown allowance.

• We tested the calculation of the inventory markdown allowance by:

o On a sample basis, recalculated the projected loss for inventory on hand based on the source data used in the calculation.

o Performed a retrospective review to evaluate management's ability to accurately forecast future sales trends and inventory losses by comparing actual results to management's historical forecasts.

• We developed an independent expectation for estimated inventory markdowns based on historical inventory balances and compared our expectation to the amount recorded.

/s/Deloitte & Touche LLP

March 25, 2026

We have served as the Company's auditor since 2025.

Report of Independent Registered Public Accounting Firm

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheet of Genesco Inc. (the "Company") as of February 1, 2025, the related consolidated statements of operations, comprehensive income (loss), cash flows, and equity for the two fiscal years in the period ended February 1, 2025, and the related notes and financial statement schedule listed in the Index at Item 15 (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 February 1, 2025, and the results of its operations and its cash flows for each of the two years in the period ended February 1, 2025, in conformity with U.S. generally accepted accounting principles.

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s consolidated 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 consolidated 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.

/s/Ernst & Young LLP

We served as the Company's auditor from 2001 to 2025.

March 26, 2025