Skip to main content

Crocs, Inc.

For the period ended Sep 30, 2026. Filed Oct 29, 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.

Sep 30, 2026 · Filed Oct 29, 2026

CROX$151.86-0.7%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 2026-06-30; filed 2026-07-30.

0001334036-26-000052

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-10-29.

0001334036-26-000060

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 105 previous paragraphs and 88 current paragraphs.

42 unchanged; 42 reworded; 4 added; 21 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 5 previous and 5 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 (4)

Current report

•Income from operations increased to $291.9 million from $207.7 million in last year’s third quarter. Net income was $216.8 million, or $4.52 per diluted share, compared to $145.8 million, or $2.70 per diluted share, in last year’s third quarter.

Current report

Interest Income. Interest income during the three months ended September 30, 2026, increased $2.8 million compared to the three months ended September 30, 2025. Interest income during the nine months ended September 30, 2026, increased $3.0 million compared to the nine months ended September 30, 2025. The increase in interest income for the three and nine months ended September 30, 2026, was due to interest on IEEPA tariff refunds received during the three months ended September 30, 2026 that were not present in the prior year.

Current report

Income from operations for the HEYDUDE Brand was $76.5 million for the nine months ended September 30, 2026, an increase of $752.4 million, compared to the same period in 2025. Gross margin was 47.4%, an increase of 80 basis points, primarily due to IEEPA refunds and higher ASP, partially offset by unfavorable product mix.

Current report

As of September 30, 2026, we had $163.5 million in cash and cash equivalents, $1.3 billion of outstanding borrowings, and up to $901.4 million of available borrowings on our credit facilities as further discussed in Note 7 — Borrowings in the accompanying notes to the condensed consolidated financial statements included in Part I - Item 1. Financial Statements of this Quarterly Report on Form 10-Q.
Removed paragraphs (21)

Previous report

•There were no asset impairments compared to $738.1 million in the second quarter of 2025, primarily driven by the partial impairment in the prior year of the HEYDUDE indefinite-lived trademark and HEYDUDE Brand reporting unit goodwill. Refer to Note 3 — Goodwill and Intangible Assets, Net in the accompanying notes to the condensed consolidated financial statements included in Part I - Item 1. Financial Statementsof this Quarterly Report on Form 10-Q.

Previous report

•Income from operations increased to $285.7 million from a loss from operations of $427.5 million in last year’s second quarter. The increase is driven primarily by asset impairments that did not recur in the current year, as described above. Net income was $204.9 million, or $4.13 per diluted share, compared to a net loss of $492.3 million, or a net loss per diluted share of $8.82, in last year’s second quarter.

Previous report

Income from operations for the HEYDUDE Brand was $38.5 million for the six months ended June 30, 2026, an increase of $721.2 million, compared to the same period in 2025. Gross margin was 43.5%, a decrease of 500 basis points, primarily due to unfavorable product mix, incremental duties, and unfavorable channel mix, partially offset by higher ASP.

Previous report

In July 2019, the Company and certain of its subsidiaries (the “Borrowers”) entered into a Second Amended and Restated Credit Agreement (as amended, the “Credit Agreement”), with the lenders named therein and PNC Bank, National Association, as a lender and administrative agent for the lenders. Since that time, we have amended the Credit Agreement, which, as amended to date, provides for a revolving credit facility of $1.0 billion, which can be increased by an additional $400.0 million subject to certain conditions (the “Revolving Facility”). Borrowings under the Credit Agreement bear interest at a variable interest rate based on (A) a Base Rate (defined as the highest of (i) the Overnight Bank Funding Rate (as defined in the Credit Agreement), plus 0.25%, (ii) the Prime Rate (as defined in the Credit Agreement), and (iii) the Daily Simple SOFR (as defined in the Credit Agreement), plus 1.00%), plus an applicable margin ranging from 0.25% to 0.875% based on our leverage ratio or 1.35% to 1.975% for the Daily Simple SOFR based on the leverage ratio, inclusive of a 0.10% SOFR adjustment, or (B) the Term SOFR Rate (as defined in the Credit Agreement), plus an applicable margin ranging from 1.35% to 1.975% based on our leverage ratio for one-month interest periods and three-month interest periods, inclusive of a 0.10% SOFR adjustment. Borrowings under the Credit Agreement are secured by all of the assets of the Borrowers and guaranteed by certain other subsidiaries of the Borrowers.

Previous report

The Credit Agreement requires us to maintain a minimum interest coverage ratio of 3.00 to 1.00, and a maximum leverage ratio of 3.25 to 1.00 (subject to adjustment in certain circumstances). The Credit Agreement permits, among other things, (i) stock repurchases subject to certain restrictions, including after giving effect to such stock repurchases, the maximum leverage ratio does not exceed certain levels; and (ii) certain acquisitions so long as there is borrowing availability under the Credit Agreement of at least $40.0 million. As of June 30, 2026, we were in compliance with all financial covenants under the Credit Agreement.

Previous report

As of June 30, 2026, the total commitments available from the lenders under the Revolving Facility were $1.0 billion. At June 30, 2026, we had $134.0 million in outstanding borrowings and $0.6 million in outstanding letters of credit under the Revolving Facility, which reduces amounts available for borrowing under the Revolving Facility. As of June 30, 2026, and December 31, 2025, we had $865.4 million and $937.4 million, respectively, of available borrowing capacity under the Revolving Facility, which matures in November 2027.

Previous report

On February 17, 2022, the Company entered into a credit agreement (the “Original Term Loan B Credit Agreement”) with Citibank, N.A., as administrative agent and lender, which was amended on August 8, 2023, (the “August 2023 Amendment”) and on February 13, 2024 (the “February 2024 Amendment”). The Original Term Loan B Credit Agreement, as amended by the August 2023 Amendment and the February 2024 Amendment, is referred to herein as the “Term Loan B Credit Agreement.”

Previous report

The Original Term Loan B Credit Agreement provided for an aggregate term loan B facility in the principal amount of $2.0 billion. Prior to the February 2024 Amendment, the outstanding balance was $820.0 million. Among other things, the February 2024 Amendment provided for a new $820.0 million tranche of term loans (the “2024 Refinancing Term Loans” and, such facility, the "Term Loan B Facility"), to refinance the then-outstanding principal balance. The 2024 Refinancing Term Loans are secured by substantially all of the Company’s and each subsidiary guarantor’s assets on a pari passu basis with their obligations arising from the Term Loan B Credit Agreement and is scheduled to mature on February 17, 2029, subject to certain exceptions set forth in the Term Loan B Credit Agreement. Additionally, subject to certain conditions, including, without limitation, satisfying certain leverage ratios, the Company may, at any time, on one or more occasions, add one or more new classes of term facilities and/or increase the principal amount of the loans of any existing class by requesting one or more incremental term facilities.

Previous report

Pursuant to the reduced interest rate margins applicable to the 2024 Refinancing Term Loans, each term loan borrowing which is an alternate base rate borrowing bears interest at a rate per annum equal to the Alternate Base Rate (as defined in the Term Loan B Credit Agreement), plus 1.25%. Each term loan borrowing which is a term SOFR borrowing bears interest at a rate per annum equal to the Adjusted Term SOFR Rate (as defined in the Term Loan B Credit Agreement) plus 2.25%.

Previous report

As of June 30, 2026, the Term Loan B Facility was fully drawn with no remaining borrowing capacity, and we had $500.0 million in outstanding principal on the Term Loan B Facility.

Previous report

The Term Loan B Credit Agreement also contains customary affirmative and negative covenants, incurrence financial covenants, representations and warranties, events of default and other provisions. As of June 30, 2026, we were in compliance with all financial covenants under the Term Loan B Credit Agreement.

Previous report

During the six months ended June 30, 2026, we had one revolving credit facility in Asia with Citibank (China) Company Limited, Shanghai Branch (the “Citibank Facility”), which, as amended, provides up to an equivalent of $15.0 million.

Previous report

As of June 30, 2026, and December 31, 2025, we had no borrowings outstanding on the Citibank Facility.

Previous report

In March 2021, the Company completed the issuance and sale of $350.0 million aggregate principal amount of 4.250% Senior Notes due March 15, 2029 (the “2029 Notes”), pursuant to the indenture related thereto (as amended and/or supplemented to date, the “2029 Notes Indenture”). Additionally, in August 2021, the Company completed the issuance and sale of $350.0 million aggregate principal amount of 4.125% Senior Notes due August 15, 2031 (the “2031 Notes”), pursuant to the indenture related thereto (as amended and/or supplemented to date, “the 2031 Notes Indenture” and, together with the 2029 Notes Indenture, the “Indentures” and, each, an “Indenture”). Interest on each of the 2029 Notes and the 2031 Notes (collectively, the “Notes”) is payable semi-annually.

Previous report

The Company has the option to redeem all or any portion of the 2029 Notes, at once or over time, at any time on or after March 15, 2024, at a redemption price equal to 100% of the principal amount thereof, plus a premium declining ratably on an annual basis to par and accrued and unpaid interest, if any, to, but excluding, the date of redemption. The Company also had the option to redeem some or all of the 2029 Notes at any time before March 15, 2024, at a redemption price of 100% of the principal amount to be redeemed, plus a “make-whole” premium and accrued and unpaid interest, if any, to, but excluding, the date of redemption. In addition, at any time before March 15, 2024, the Company could have redeemed up to 40% of the aggregate principal amount of the 2029 Notes at a redemption price of 104.250% of the principal amount with the proceeds from certain equity issuances, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.

Previous report

The Company will have the option to redeem all or any portion of the 2031 Notes, at once or over time, at any time on or after August 15, 2026, at a redemption price equal to 100% of the principal amount thereof, plus a premium declining ratably on an annual basis to par and accrued and unpaid interest, if any, to, but excluding, the date of redemption. The Company will also have the option to redeem some or all of the 2031 Notes at any time before August 15, 2026, at a redemption price of 100% of the principal amount to be redeemed, plus a “make-whole” premium and accrued and unpaid interest, if any, to, but excluding, the date of redemption. In addition, at any time before August 15, 2024, the Company could have redeemed up to 40% of the aggregate principal amount of the 2031 Notes at a redemption price of 104.125% of the principal amount with the proceeds from certain equity issuances, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption.

Previous report

The Notes rank pari passu in right of payment with all of the Company’s existing and future senior debt, including the Credit Agreement, and are senior in right of payment to any of the Company’s future debt that is, by its term, expressly subordinated in right of payment to the Notes. The Notes are unconditionally guaranteed by each of the Company’s restricted subsidiaries that is a borrower or guarantor under the Credit Agreement and by each of the Company’s wholly-owned restricted subsidiaries that guarantees any debt of the Company or any guarantor under any syndicated credit facility or capital markets debt in an aggregate principal amount in excess of $25.0 million.
Reworded paragraphs (42)

Previous wording

•We continue to operate in an environment where consumers are feeling the effects of elevated interest rates, inflation, and future expected price increases, among other things, and as a result, there is more pressure on discretionary spending. Given this, our wholesale partners are also acting cautiously. In addition, geopolitical tensions have remained elevated across the globe and are having an adverse impact on the global economy. Most recently, the conflict in the Middle East has caused, and may continue to cause, a reduction in our revenues for several of our distributor markets and an increase in the costs of raw materials and transportation associated with elevated oil prices. Furthermore, as of June 30, 2026, the United States (“U.S.”) has imposed tariffs on foreign imports from multiple countries, including, most relevant to us, a 10% tariff on all imports from Vietnam, China, Indonesia, India, and Cambodia, respectively. On February 20, 2026, the United States Supreme Court ruled the President did not have the requisite authority to impose tariffs under the International Emergency Economic Powers Act (IEEPA). On March 4, 2026, the Court of International Trade ordered U.S. Customs and Border Protection to begin the refund process for all importers who were subject to IEEPA duties. While the timing remains uncertain, we currently estimate that we are eligible to receive a total of approximately $70 million in refunds related to these tariffs. As of June 30, 2026, no refunds were realized or considered realizable; accordingly, no benefit has been recognized under the gain contingency model. Subsequent to June 30, 2026, we received approximately $20 million of IEEPA tariff refunds. The corresponding benefit is expected to be recognized within ‘Cost of sales’ in the condensed consolidated statements of operations during the third quarter of 2026. Additionally, in July 2026, the aforementioned 10% tariffs expired and were replaced with new tariffs ranging from 10% to 12.5%. At this time, it remains unclear what additional actions, if any, will be taken by the U.S. or other governments with respect to international trade agreements, the imposition of additional tariffs on goods imported into the U.S., tax policy related to international commerce, increased export control, sanctions and investment restrictions, trade matters, war, or foreign policy in general. We are continuing to monitor developments with respect to these policy changes and proposals.

Current wording

•We continue to operate in an environment where consumers are feeling the effects of elevated interest rates, inflation, and future expected price increases, among other things, and as a result, there is more pressure on discretionary spending. Given this, our wholesale partners are also acting cautiously. In addition, geopolitical tensions have remained elevated across the globe and are having an adverse impact on the global economy. Most recently, the conflict in the Middle East has caused, and may continue to cause, a reduction in our revenues for several of our distributor markets and an increase in the costs of raw materials and transportation associated with elevated oil prices. Furthermore, as of September 30, 2026, the United States (“U.S.”) has imposed tariffs on foreign imports from multiple countries ranging from 10% to 12.5%, including countries most relevant to us such as Vietnam, China, Indonesia, India, and Cambodia. On February 20, 2026, the United States Supreme Court ruled the President did not have the requisite authority to impose tariffs under the International Emergency Economic Powers Act (“IEEPA”). On March 4, 2026, the Court of International Trade ordered U.S. Customs and Border Protection to begin the refund process for all importers who were subject to IEEPA duties. While the timing remains uncertain, we currently estimate that we are eligible to receive a total of approximately $75 million to $80 million in refunds related to these tariffs, including interest. As of September 30, 2026, we received approximately $67 million of IEEPA tariff refunds, including interest. Of this amount, approximately $64 million of benefit is recorded within ‘Cost of sales’ and approximately $3 million of benefit is recorded within ‘Interest income’ in the condensed consolidated statements of operations during the three months ended September 30, 2026. These refunds are non-recurring. The tariffs that remain in effect continue to increase our product costs. At this time, it remains unclear what additional actions, if any, will be taken by the U.S. or other governments with respect to international trade agreements, the imposition of additional tariffs on goods imported into the U.S., tax policy related to international commerce, increased export control, sanctions and investment restrictions, trade matters, war, or foreign policy in general. We are continuing to monitor developments with respect to these policy changes and proposals.

Previous wording

•We continue to prioritize growth in North America for both brands, while making progress on our long-term strategic initiatives. Specifically for the Crocs Brand, we believe this will be driven by product innovation, diversification within key product categories, including growth within our sandals business, and ultimately prioritizing stricter segmentation and pricing discipline across the marketplace. For the HEYDUDE Brand, we are focused on our core consumer, refining our product offering within the slip-on category, and refreshing the marketplace. For both brands, scaling digital capabilities continues to be a priority.

Current wording

•We continue to make progress on our long-term strategic initiatives, including prioritizing growth in North America for both brands. Specifically for the Crocs Brand, we believe this will be driven by product innovation, diversification within key product categories, including growth within our sandals business, and ultimately prioritizing stricter segmentation and pricing discipline across the marketplace. For the HEYDUDE Brand, we are focused on our core consumer, refining our product offering within the slip-on category, and refreshing the marketplace. For both brands, scaling digital capabilities continues to be a priority.

Previous wording

•Our liquidity position remains strong with $170.3 million in cash and cash equivalents and $880.4 million in available borrowing capacity as of June 30, 2026. Our total borrowings were $1.3 billion as of June 30, 2026. We repurchased $250.6 million of our common stock during the quarter.

Current wording

•Our liquidity position remains strong with $163.5 million in cash and cash equivalents and $901.4 million in available borrowing capacity as of September 30, 2026. Our total borrowings were $1.3 billion as of September 30, 2026. We repurchased $250.0 million of our common stock during the quarter.

Previous wording

Revenues were $1,179.5 million for the second quarter of 2026, a 2.6% increase compared to the second quarter of 2025. The increase was due to the net effects of: (i) higher average selling price on a constant currency basis (“ASP”) driven by both brands, which increased revenues by $37.9 million, or 3.3%; (ii) lower unit sales volume in the HEYDUDE Brand, partially offset by higher unit sales volume in the Crocs Brand, which resulted in a decrease in revenues of $14.1 million, or 1.2%; and (iii) net changes in exchange rates, which increased revenues by $6.3 million, or 0.6%.

Current wording

Revenues were $1,042.6 million for the third quarter of 2026, a 4.6% increase compared to the third quarter of 2025. The increase was due to the net effects of: (i) higher unit sales volume in both brands, which resulted in an increase in revenues of $37.6 million, or 3.8%; (ii) higher average selling price on a constant currency basis (“ASP”) driven by the Crocs Brand, which increased revenues by $9.0 million, or 0.9%; and (iii) net changes in exchange rates, which were approximately flat.

Previous wording

•Crocs Brand revenues increased by 4.3%, or 3.7% on a constant currency basis, compared to the same period in 2025. HEYDUDE Brand revenues decreased 5.7%, or 5.8% on a constant currency basis, compared to the same period in 2025.

Current wording

•Crocs Brand revenues increased by 4.4% on a reported and constant currency basis, compared to the same period in 2025. HEYDUDE Brand revenues increased 6.1%, or 6.2% on a constant currency basis, compared to the same period in 2025.

Previous wording

•Gross margin was 59.4%, a decrease of 230 basis points from last year’s second quarter, primarily due to unfavorable duties for both brands, as a result of the aforementioned incremental tariffs. Unfavorable product mix in the Crocs Brand also contributed to the decrease, partially offset by lower product costs in the Crocs Brand.

Current wording

•Gross margin was 66.2%, an increase of 770 basis points from last year’s third quarter, primarily due to IEEPA refunds and lower duties for both brands. Favorable channel mix and lower product costs in the Crocs Brand also contributed to the increase, partially offset by unfavorable product mix in the Crocs Brand.

Previous wording

•Selling, general and administrative expenses (“SG&A”) were $415.0 million compared to $398.2 million in the second quarter of 2025, primarily due to higher costs in the direct-to-consumer (“DTC”) channel, including investments in the channel driven by the Crocs Brand, partially offset by reduced marketing costs for the HEYDUDE Brand. As a percent of revenues, SG&A increased to 35.2% of revenues compared to 34.6% of revenues in the second quarter of 2025.

Current wording

•Selling, general and administrative expenses (“SG&A”) were $397.8 million compared to $375.3 million in the third quarter of 2025, primarily due to higher costs in the direct-to-consumer (“DTC”) channel, including investments in the channel driven by the Crocs Brand. Higher compensation and marketing costs for the Crocs Brand also contributed to the increase. As a percent of revenues, SG&A increased to 38.2% of revenues compared to 37.7% of revenues in the third quarter of 2025.

Previous wording

Revenues. In the three months ended June 30, 2026, revenues increased compared to the same period in 2025, primarily due to higher ASP of $37.9 million, or 3.3%, driven by favorable channel mix and pricing in both brands, partially offset by unfavorable product mix in both brands. Net foreign currency fluctuations also increased revenues by $6.3 million, or 0.6%, primarily due to favorable fluctuations in the Chinese Yuan, partially offset by unfavorable fluctuations in the South Korean Won. The overall increase in revenues was partially offset by lower volume of $14.1 million, or 1.2%, driven by the HEYDUDE Brand.

Current wording

Revenues. In the three months ended September 30, 2026, revenues increased compared to the same period in 2025, primarily due to higher unit sales volume of $37.6 million, or 3.8%, driven by both brands and higher ASP of $9.0 million, or 0.9%, driven by increased pricing in both brands and favorable channel mix in the Crocs Brand, partially offset by unfavorable channel mix in the HEYDUDE Brand and unfavorable product mix in both brands. Net foreign currency fluctuations were approximately flat.

Previous wording

Revenues also increased in the six months ended June 30, 2026, primarily due to higher ASP of $72.4 million, or 3.5%, driven by favorable channel mix and pricing in both brands, partially offset by unfavorable product mix in both brands. Net foreign currency fluctuations also increased revenues by $28.0 million, or 1.3%, primarily due to favorable fluctuations in the Euro and Chinese Yuan, partially offset by unfavorable fluctuations in the South Korean Won. The overall increase in revenues was partially offset by lower volume of $86.2 million, or 4.1%, driven by both brands.

Current wording

Revenues also increased in the nine months ended September 30, 2026, primarily due to higher ASP of $89.3 million, or 2.9%, driven by favorable channel mix and increased pricing in both brands, partially offset by unfavorable product mix in both brands. Net foreign currency fluctuations also increased revenues by $27.7 million, or 0.9%, primarily due to favorable fluctuations in the Chinese Yuan and Euro, partially offset by unfavorable fluctuations in the South Korean Won, Indian Rupee, and Japanese Yen. The overall increase in revenues was partially offset by lower unit sales volume of $56.5 million, or 1.8%, driven by both brands.

Previous wording

Gross margin. Gross margin decreased in the three months ended June 30, 2026, to 59.4% compared to 61.7% in the same period in 2025, primarily due to incremental duties of 170 basis points and unfavorable product and customer mix in the Crocs Brand of 100 basis points, partially offset by lower product costs in the Crocs Brand of 100 basis points.

Current wording

Gross margin. Gross margin increased in the three months ended September 30, 2026, to 66.2% compared to 58.5% in the same period in 2025, primarily due to IEEPA refunds of 630 basis points, lower duties of 130 basis points, favorable channel mix of 70 basis points, and lower product costs in the Crocs Brand of 40 basis points, partially offset by unfavorable product mix in the Crocs Brand of 130 basis points.

Previous wording

Gross margin in the six months ended June 30, 2026, was 58.2% compared to 59.9% in 2025. This was primarily driven by incremental duties of 130 basis points and unfavorable product and customer mix in the Crocs Brand of 110 basis points, partially offset by lower product costs in the Crocs Brand of 80 basis points.

Current wording

Gross margin in the nine months ended September 30, 2026, was 60.9% compared to 59.5% in 2025. This was primarily driven by IEEPA refunds of 210 basis points, favorable channel mix of 50 basis points, and lower product costs in the Crocs Brand of 50 basis points, partially offset by unfavorable product mix in the Crocs Brand of 110 basis points and incremental duties of 40 basis points.

Previous wording

Selling, general and administrative expenses. SG&A increased $16.8 million, or 4.2%, during the three months ended June 30, 2026, compared to the same period in 2025, primarily due to higher DTC costs of $12.2 million, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Increased compensation costs of $5.6 million and other net increases in other costs of $6.5 million also contributed to the increase. The overall increase in SG&A was partially offset by reduced marketing costs of $7.5 million, driven by the HEYDUDE Brand as part of our previously announced cost savings initiatives.

Current wording

Selling, general and administrative expenses. SG&A increased $22.5 million, or 6.0%, during the three months ended September 30, 2026, compared to the same period in 2025, primarily due to higher DTC costs of $9.2 million, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Increased compensation costs of $3.7 million, increased variable marketing costs driven by the Crocs Brand of $3.7 million, and other net increases in other costs of $5.9 million also contributed to the increase.

Previous wording

SG&A expenses increased $17.0 million, or 2.4%, during the six months ended June 30, 2026, compared to the same period in 2025, primarily due to higher DTC costs of $20.2 million, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Increased compensation costs of $6.2 million and other net increases in other costs of $3.3 million also contributed to the increase. The overall increase in SG&A was partially offset by reduced marketing costs of $12.7 million, driven by the HEYDUDE Brand as part of our previously announced cost savings initiatives.

Current wording

SG&A expenses increased $39.5 million, or 3.6%, during the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to higher DTC costs of $29.4 million, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Increased compensation costs of $9.8 million and other net increases in other costs of $9.3 million also contributed to the increase. The overall increase in SG&A was partially offset by reduced marketing costs of $9.0 million, driven by the HEYDUDE Brand as part of our previously announced cost savings initiatives.

Previous wording

Goodwill and Asset impairments. In the three months ended June 30, 2026, there were no impairments. During the six months ended June 30, 2026, there were impairment charges of $3.3 million related to HEYDUDE leasehold improvement assets. Impairments were $738.1 million during the three and six months ended June 30, 2025, primarily due to non-cash impairment charges of $430.0 million related to the indefinite-lived HEYDUDE trademark and $307.0 million for HEYDUDE Brand reporting unit goodwill. For additional information, refer to Note 3 — Goodwill and Intangible Assets, Net in the accompanying notes to the condensed consolidated financial statements included in Part I - Item 1. Financial Statementsof this Quarterly Report on Form 10-Q.

Current wording

Goodwill and Asset impairments. In the three months ended September 30, 2026, and 2025, there were no impairments. During the nine months ended September 30, 2026, there were impairment charges of $3.3 million related to HEYDUDE leasehold improvement assets. Impairments were $738.1 million during the nine months ended September 30, 2025, primarily due to non-cash impairment charges of $430.0 million related to the indefinite-lived HEYDUDE trademark and $307.0 million for HEYDUDE Brand reporting unit goodwill. For additional information, refer to Note 3 — Goodwill and Intangible Assets, Net in the accompanying notes to the condensed consolidated financial statements included in Part I - Item 1. Financial Statementsof this Quarterly Report on Form 10-Q.

Previous wording

Foreign currency (losses) gains, net. Foreign currency (losses) gains, net, consist of realized and unrealized foreign currency gains and losses from the remeasurement and settlement of monetary assets and liabilities denominated in non-functional currencies as well as realized and unrealized gains and losses on foreign currency derivative instruments. During the three months ended June 30, 2026, we recognized realized and unrealized net foreign currency losses of $2.3 million compared to gains of $0.4 million during the three months ended June 30, 2025.

Current wording

Foreign currency gains (losses), net. Foreign currency gains (losses), net, consist of realized and unrealized foreign currency gains and losses from the remeasurement and settlement of monetary assets and liabilities denominated in non-functional currencies as well as realized and unrealized gains and losses on foreign currency derivative instruments. During the three months ended September 30, 2026, we recognized realized and unrealized net foreign currency gains of $1.3 million compared to gains of $3.0 million during the three months ended September 30, 2025.

Previous wording

During the six months ended June 30, 2026, we recognized realized and unrealized net foreign currency losses of $3.9 million compared to gains of $5.3 million during the six months ended June 30, 2025.

Current wording

During the nine months ended September 30, 2026, we recognized realized and unrealized net foreign currency losses of $2.7 million compared to gains of $8.3 million during the nine months ended September 30, 2025.

Previous wording

Interest expense. Interest expense during the three months ended June 30, 2026, decreased $2.6 million, or 11.6%, compared to the three months ended June 30, 2025. Interest expense during the six months ended June 30, 2026, decreased $4.9 million, or 10.9%, compared to the six months ended June 30, 2025. The decrease in interest expense for the three and six months ended June 30, 2026, was due to lower outstanding borrowings and lower weighted average interest rates on the Term Loan B Facility (as defined herein) and the Revolving Facility (as defined herein) in the current year.

Current wording

Interest expense. Interest expense during the three months ended September 30, 2026, decreased $2.7 million, or 12.2%, compared to the three months ended September 30, 2025. Interest expense during the nine months ended September 30, 2026, decreased $7.6 million, or 11.3%, compared to the nine months ended September 30, 2025. The decrease in interest expense for the three and nine months ended September 30, 2026, was due to lower outstanding borrowings on the Revolving Facility (as defined herein) and lower weighted average interest rates on the Term Loan B Facility (as defined herein) and the Revolving Facility in the current year.

Previous wording

Income tax expense. During the three months ended June 30, 2026, income tax expense increased $15.4 million compared to the same period in 2025. The effective tax rate for the three months ended June 30, 2026, was 22.4% compared to an effective tax rate of (9.7)% for the same period in 2025. The effective tax rate was the result of quarterly tax expense compared to the impact of the income (loss) before income taxes related to the impairments of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the three months ended June 30, 2025. As a result of a prior year intra-entity transaction, the value of the intellectual property for tax purposes is subject to revaluation and therefore there are not similar impacts for tax as a result of the intellectual property impairment. Our effective income tax rate, for each period presented, also differs from the federal U.S. statutory rate due to differences in income tax rates between U.S. and foreign jurisdictions.

Current wording

Income tax expense. During the three months ended September 30, 2026, income tax expense increased $17.1 million compared to the same period in 2025. The effective tax rate for the three months ended September 30, 2026, was 21.9% compared to an effective tax rate of 23.0% for the same period in 2025. The change in the effective tax rate was the result of a shift in the mix of our domestic and foreign earnings. Our effective income tax rate, for each period presented, also differs from the federal U.S. statutory rate due to differences in income tax rates between U.S. and foreign jurisdictions.

Previous wording

During the six months ended June 30, 2026, income tax expense increased $11.8 million compared to the same period in 2025. The effective tax rate for the six months ended June 30, 2026, was 22.7% compared to an effective tax rate of (36.3)% for the same period in 2025. The effective tax rate was the result of year-to-date tax expense compared to the impact of the income (loss) before income taxes related to the impairments of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the six months ended June 30, 2025. As a result of a prior year intra-entity transaction, the value of the intellectual property for tax purposes is subject to revaluation and therefore there are not similar impacts for tax as a result of the intellectual property impairment. Our effective income tax rate, for each period presented, also differs from the federal U.S. statutory rate due to differences in income tax rates between U.S. and foreign jurisdictions.

Current wording

During the nine months ended September 30, 2026, income tax expense increased $28.9 million compared to the same period in 2025. The effective tax rate for the nine months ended September 30, 2026, was 22.4% compared to an effective tax rate of (243.6)% for the same period in 2025. The change in the effective tax rate was the result of year-to-date tax expense compared to the impact of the income (loss) before income taxes related to the impairments of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the nine months ended September 30, 2025. As a result of a prior year intra-entity transaction, the value of the intellectual property for tax purposes is subject to revaluation and therefore there are not similar impacts for tax as a result of the intellectual property impairment. Our effective income tax rate, for each period presented, also differs from the federal U.S. statutory rate due to differences in income tax rates between U.S. and foreign jurisdictions.

Previous wording

Revenues. Crocs Brand revenues increased in the three months ended June 30, 2026, compared to the same period in 2025, primarily due to higher ASP, driven by favorable channel mix and price increases in international markets, partially offset by unfavorable product mix. Higher volume and net foreign currency fluctuations also increased revenues, primarily due to favorable fluctuations in the Chinese Yuan, partially offset by unfavorable fluctuations in the South Korean Won.

Current wording

Revenues. Crocs Brand revenues increased in the three months ended September 30, 2026, compared to the same period in 2025, primarily due to higher unit sales volume. Higher ASP, driven by price increases in international markets and favorable channel mix, partially offset by unfavorable product mix, also contributed to the increase. Net foreign currency fluctuations were approximately flat.

Previous wording

The increase in Crocs Brand revenues in the six months ended June 30, 2026, compared to the same period in 2025 is primarily due to higher ASP, due to favorable channel mix and price increases in international markets, partially offset by unfavorable product mix. Net foreign currency fluctuations also increased revenues, primarily due to favorable fluctuations in the Euro and Chinese Yuan, partially offset by unfavorable fluctuations in the South Korean Won. The overall increase was partially offset by lower volume.

Current wording

The increase in Crocs Brand revenues in the nine months ended September 30, 2026, compared to the same period in 2025 is primarily due to higher ASP, due to favorable channel mix and price increases in international markets, partially offset by unfavorable product mix. Net foreign currency fluctuations also increased revenues, primarily due to favorable fluctuations in the Chinese Yuan and Euro, partially offset by unfavorable fluctuations in the South Korean Won, Indian Rupee, and Japanese Yen. The overall increase was partially offset by lower unit sales volume.

Previous wording

Income from Operations. Income from operations for our Crocs Brand segment was $352.1 million for the three months ended June 30, 2026, a decrease of $6.3 million, or 1.8%, compared to the same period in 2025. Gross margin was 62.6%, a decrease of 150 basis points, primarily due to incremental duties and unfavorable product mix, partially offset by lower product costs.

Current wording

Income from Operations. Income from operations for our Crocs Brand segment was $334.3 million for the three months ended September 30, 2026, an increase of $61.6 million, or 22.6%, compared to the same period in 2025. Gross margin was 68.6%, an increase of 680 basis points, primarily due to IEEPA refunds, lower duties, favorable channel mix, and lower product costs, partially offset by unfavorable product mix.

Previous wording

SG&A for our Crocs Brand segment increased $17.4 million, or 6.8%, during the three months ended June 30, 2026, compared to the same period in 2025. This increase was primarily due to higher costs in the DTC channel, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Compensation costs also contributed to the increase.

Current wording

SG&A for our Crocs Brand segment increased $20.4 million, or 8.3%, during the three months ended September 30, 2026, compared to the same period in 2025. This increase was primarily due to higher costs in the DTC channel, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Higher marketing and compensation costs also contributed to the increase.

Previous wording

During the six months ended June 30, 2026, income from operations for our Crocs Brand was $605.2 million, a decrease of $26.8 million, or 4.2%, compared to the same period in 2025. Gross margin was 61.2%, a decrease of 140 basis points, primarily due to incremental duties and unfavorable product mix, partially offset by lower product costs.

Current wording

During the nine months ended September 30, 2026, income from operations for our Crocs Brand was $939.6 million, an increase of $34.9 million, or 3.9%, compared to the same period in 2025. Gross margin was 63.7%, an increase of 140 basis points, primarily due to IEEPA refunds, favorable channel mix, and lower product costs, partially offset by unfavorable product mix and incremental duties.

Previous wording

SG&A for our Crocs Brand increased $31.6 million, or 7.1%, during the six months ended June 30, 2026, compared to the same period in 2025, primarily due to higher costs in the DTC channel, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Compensation and marketing costs also contributed to the increase.

Current wording

SG&A for our Crocs Brand increased $52.0 million, or 7.5%, during the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to higher costs in the DTC channel, driven by increased share of marketplaces and rent expense as a result of investments in the channel. Higher marketing and compensation costs also contributed to the increase.

Previous wording

Revenues. For the three months ended June 30, 2026, HEYDUDE Brand revenues decreased compared to the same period in 2025, primarily due to lower volume. The overall decrease in revenues was partially offset by higher ASP, primarily due to favorable channel mix and reduced discounting, partially offset by unfavorable product mix.

Current wording

Revenues. For the three months ended September 30, 2026, HEYDUDE Brand revenues increased compared to the same period in 2025, primarily due to higher unit sales volume. The overall increase in revenues was partially offset by lower ASP, primarily due to unfavorable channel and product mix, partially offset by reduced discounting.

Previous wording

During the six months ended June 30, 2026, revenues decreased compared to the same period in 2025, primarily due to lower volume. The overall decrease in revenues was partially offset by higher ASP, primarily due to favorable channel mix and reduced discounting, partially offset by unfavorable product mix.

Current wording

During the nine months ended September 30, 2026, revenues decreased compared to the same period in 2025, primarily due to lower unit sales volume. The overall decrease in revenues was partially offset by higher ASP, primarily due to reduced discounting and favorable channel mix, partially offset by unfavorable product mix.

Previous wording

Income from Operations. Income from operations for the HEYDUDE Brand segment was $22.4 million for the three months ended June 30, 2026, an increase of $728.4 million, compared to the same period in 2025. Gross margin was 43.1%, a decrease of 710 basis points, primarily due to incremental duties and unfavorable channel and product mix.

Current wording

Income from Operations. Income from operations for the HEYDUDE Brand segment was $38.0 million for the three months ended September 30, 2026, an increase of $31.3 million, compared to the same period in 2025. Gross margin was 55.1%, an increase of 1,280 basis points, primarily due to IEEPA refunds and lower duties.

Previous wording

SG&A, including impairments, for the HEYDUDE Brand segment decreased $746.6 million, or 93.2%, during the three months ended June 30, 2026, compared to the same period in 2025. This decrease was primarily due to the partial impairment of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the second quarter of 2025, that did not recur in the current year. Reduced costs for both fixed and variable marketing also contributed to the decrease.

Current wording

SG&A, including impairments, for the HEYDUDE Brand segment decreased $5.4 million, or 8.8%, during the three months ended September 30, 2026, compared to the same period in 2025. This decrease was primarily due to reduced compensation costs and reduced marketing costs, primarily in fixed marketing.

Previous wording

SG&A, including impairments, for the HEYDUDE Brand decreased $753.6 million, or 87.6%, during the six months ended June 30, 2026, compared to the same period in 2025. This decrease was primarily due to the partial impairment of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the second quarter of 2025, that did not recur in the current year. Reduced costs for both fixed and variable marketing also contributed to the decrease. The overall decrease was partially offset by current year impairment charges related to HEYDUDE leasehold improvement assets.

Current wording

SG&A, including impairments, for the HEYDUDE Brand decreased $759.0 million, or 82.4%, during the nine months ended September 30, 2026, compared to the same period in 2025. This decrease was primarily due to the partial impairment of the indefinite-lived HEYDUDE trademark and HEYDUDE Brand reporting unit goodwill in the second quarter of 2025, that did not recur in the current year, partially offset by current year impairment charges related to HEYDUDE leasehold improvement assets. Reduced costs for both fixed and variable marketing also contributed to the decrease.

Previous wording

During the three months ended June 30, 2026, total net costs within ‘Enterprise corporate’ increased $8.9 million, or 11.1%, compared to the same period in 2025. This was primarily due to increased compensation costs and other corporate costs. These increases were partially offset by decreases resulting from our cost savings initiatives.

Current wording

During the three months ended September 30, 2026, total net costs within ‘Enterprise corporate’ increased $8.6 million, or 12.0%, compared to the same period in 2025. This was primarily due to increased compensation costs and other corporate costs. These increases were partially offset by decreases resulting from our cost savings initiatives.

Previous wording

During the six months ended June 30, 2026, total net costs within ‘Enterprise corporate’ increased $3.3 million, or 2.2%, compared to the same period in 2025. This was primarily due to increased compensation costs and other corporate costs. These increases were partially offset by decreases resulting from our cost savings initiatives.

Current wording

During the nine months ended September 30, 2026, total net costs within ‘Enterprise corporate’ increased $12.0 million, or 5.3%, compared to the same period in 2025. This was primarily due to increased compensation costs and other corporate costs. These increases were partially offset by decreases resulting from our cost savings initiatives.

Previous wording

As of June 30, 2026, we had 484 company-operated retail locations for the Crocs Brand, inclusive of 207 retail locations in North America and 277 retail locations internationally. As of June 30, 2026, we had 75 company-operated retail locations for the HEYDUDE Brand. As of June 30, 2025, we had 412 company-operated retail locations for the Crocs Brand, inclusive of 191 retail locations in North America and 221 retail locations internationally. As of June 30, 2025, we had 63 company-operated retail locations for the HEYDUDE Brand.

Current wording

As of September 30, 2026, we had 500 company-operated retail locations for the Crocs Brand, inclusive of 208 retail locations in North America and 292 retail locations internationally. As of September 30, 2026, we had 78 company-operated retail locations for the HEYDUDE Brand. As of September 30, 2025, we had 427 company-operated retail locations for the Crocs Brand, inclusive of 199 retail locations in North America and 228 retail locations internationally. As of September 30, 2025, we had 75 company-operated retail locations for the HEYDUDE Brand.

Previous wording

As of June 30, 2026, we had $170.3 million in cash and cash equivalents and up to $880.4 million of available borrowings, including $865.4 million of remaining borrowing availability under the Revolving Facility (as defined below) and $15.0 million of remaining borrowing availability under the Citibank Facility (as defined below). As of June 30, 2026, the Term Loan B Facility (as defined below) was fully drawn and there was no available borrowing capacity. We believe that cash flows from operations, our cash and cash equivalents on hand, and available borrowings under our Revolving Facility will be sufficient to meet our ongoing liquidity needs and capital expenditure requirements for at least the next twelve months. On July 27, 2026, the Board approved a $1.5 billion increase to our share repurchase authorization, after which approximately $2.0 billion remained available for future common stock repurchases.

Current wording

We believe that cash flows from operations, our cash and cash equivalents on hand, and available borrowings under our Revolving Facility will be sufficient to meet our ongoing liquidity needs and capital expenditure requirements for at least the next twelve months.

Previous wording

The Indentures contain covenants that, among other things, limit the ability of the Company and its restricted subsidiaries to incur additional debt or issue certain preferred stock; pay dividends or repurchase or redeem capital stock or make other restricted payments; declare or pay dividends or other payments; incur liens; enter into certain types of transactions with the Company’s affiliates; and consolidate or merge with or into other companies. As of June 30, 2026, we were in compliance with all financial covenants under the Notes.

Current wording

Certain of our debt agreements contain covenants that, among other things, limit the ability of the Company and its restricted subsidiaries to incur additional debt or issue certain preferred stock; pay dividends or repurchase or redeem capital stock or make other restricted payments; declare or pay dividends or other payments; incur liens; enter into certain types of transactions with the Company’s affiliates; and consolidate or merge with or into other companies. As of September 30, 2026, we were in compliance with all financial covenants under our existing debt agreements.

Previous wording

All of the cash held outside of the U.S. could be repatriated to the U.S. as of June 30, 2026, without incurring additional U.S. federal income taxes. In some countries, repatriation of certain foreign balances is restricted by local laws. These limitations may affect our ability to fully utilize our cash resources for needs in the U.S. or other countries and could adversely affect our liquidity. As of June 30, 2026, we held $151.8 million of our total $170.3 million in cash and cash equivalents in international locations. This cash is primarily used for the ongoing operations of the business in the locations in which the cash is held. Of the $151.8 million, an insignificant amount is currently restricted by local laws or otherwise.

Current wording

All of the cash held outside of the U.S. could be repatriated to the U.S. as of September 30, 2026, without incurring additional U.S. federal income taxes. In some countries, repatriation of certain foreign balances is restricted by local laws. These limitations may affect our ability to fully utilize our cash resources for needs in the U.S. or other countries and could adversely affect our liquidity. As of September 30, 2026, we held $88.9 million of our total $163.5 million in cash and cash equivalents in international locations. This cash is primarily used for the ongoing operations of the business in the locations in which the cash is held. Of the $88.9 million, an insignificant amount is currently restricted by local laws or otherwise.

Previous wording

Operating Activities. Cash provided by operating activities consists of net income adjusted for non-cash items and changes in working capital. Cash provided by operating activities increased $52.2 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, driven by net increases in cash related to changes in operating assets and liabilities of $112.4 million, primarily due to the change in inventories, accrued expenses, and other liabilities, and income taxes, partially offset by a decrease in net income, adjusted for non-cash items, of $60.2 million.

Current wording

Operating Activities. Cash provided by operating activities consists of net income adjusted for non-cash items and changes in working capital. Cash provided by operating activities increased $103.3 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, driven by net increases in cash related to changes in operating assets and liabilities of $86.3 million, primarily due to the change in income taxes and accounts payable, and an increase in net income, adjusted for non-cash items, of $17.0 million. The change in income taxes is due to timing of payments and refunds. The change in accounts payable is due to increased inventory purchases to match demand.

Previous wording

Investing Activities. There was a $6.8 million increase in cash used in investing activities for the six months ended June 30, 2026, compared to the six months ended June 30, 2025, due to an increase in purchases of property, equipment, and software.

Current wording

Investing Activities. There was an $8.5 million increase in cash used in investing activities for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, due to an increase in purchases of property, equipment, and software.

Previous wording

Financing Activities. Cash used in financing activities increased by $14.2 million for the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The increase in cash used in financing activities was primarily due to an increase of $62.0 million in repurchases of common stock. The overall increase was partially offset by a net increase in proceeds from borrowings of $47.0 million and other decreases in cash used of $0.8 million.

Current wording

Financing Activities. Cash used in financing activities increased by $28.1 million for the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The increase in cash used in financing activities was primarily due to an increase of $104.0 million in repurchases of common stock and other increases in cash used of $13.1 million. The overall increase in cash used was partially offset by a net increase in proceeds from borrowings of $89.0 million.

Showing the first 40 of 42 pairs. Open the source sections for the rest.