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Capri Holdings Ltd

For the period ended Dec 27, 2025. Filed Feb 3, 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.

Dec 27, 2025 · Filed Feb 3, 2026

CPRI$20.54-2.8%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 2025-09-27; filed 2025-11-04.

0001530721-25-000142

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

Current report: 10-Q

Period ended 2025-12-27; filed 2026-02-03.

0001530721-26-000012

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 144 previous paragraphs and 143 current paragraphs.

59 unchanged; 59 reworded; 23 added; 25 removed; 1 previous and 2 current paragraphs rearranged.

Tables are not compared: 18 previous and 18 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 (23)

Current report

•Jimmy Choo revenue increased $8 million, or 5.0%, to $167 million for the three months ended December 27, 2025, compared to $159 million for the three months ended December 28, 2024, which included favorable foreign currency effects of $5 million. On a constant currency basis, revenue increased $3 million, or 1.9%, primarily attributable to higher revenue in the Americas.

Current report

See Note 5 - "Revenue Recognition" to the accompanying consolidated financial statements for additional information.

Current report

Gross profit decreased $51 million, or 7.6%, to $623 million for the three months ended December 27, 2025, compared to $674 million for the three months ended December 28, 2024, which included net favorable foreign currency effects of $13 million. Gross profit as a percentage of total revenue was 60.8% and 63.1% for the three months ended December 27, 2025 and December 28, 2024, respectively.

Current report

Selling, general and administrative expenses decreased $2 million, or 0.4%, to $535 million for the three months ended December 27, 2025, compared to $537 million for the three months ended December 28, 2024. As a percentage of total revenue, selling, general and administrative expenses increased to 52.2% for the three months ended December 27, 2025, compared to 50.3% for the three months ended December 28, 2024.

Current report

•Michael Kors selling, general and administrative expenses decreased $27 million, or 6.7%, to $376 million for the three months ended December 27, 2025, compared to $403 million for the three months ended December 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower retail store related costs and personnel expenses compared to the prior year.

Current report

•Jimmy Choo selling, general and administrative expenses decreased $3 million, or 2.9%, to $101 million for the three months ended December 27, 2025, compared to $104 million for the three months ended December 28, 2024, primarily due to decreased marketing expenses compared to the prior year.

Current report

We did not recognize any asset impairment charges for the three months ended December 27, 2025. For the three months ended December 28, 2024, we recognized asset impairment charges of $81 million primarily related to the impairment of the Jimmy Choo Wholesale reporting units’ goodwill and Jimmy Choo brand intangible assets. See Note 13 - "Fair Value of Financial Instruments" to the accompanying consolidated financial statements for additional information.

Current report

Income from continuing operations was $46 million for the three months ended December 27, 2025, compared to $26 million for the three months ended December 28, 2024. Income from continuing operations as a percentage of total revenue was 4.5% for the three months ended December 27, 2025, compared to 2.4% for the three months ended December 28, 2024.

Current report

•Michael Kors recorded income from operations of $119 million for the three months ended December 27, 2025, compared to $147 million for the three months ended December 28, 2024. Operating margin decreased from 16.2% for the three months ended December 28, 2024, to 13.9% for the three months ended December 27, 2025, primarily due to the unfavorable impact of increased U.S. import tariffs, partially offset by cost savings initiatives as noted above.

Current report

See Note 5 - "Revenue Recognition" to the accompanying consolidated financial statements for additional information.

Current report

Gross profit decreased $109 million, or 6.2%, to $1.647 billion for the nine months ended December 27, 2025, compared to $1.756 billion for the nine months ended December 28, 2024, which included net favorable foreign currency effects of $33 million. Gross profit as a percentage of total revenue was 61.5% and 62.8% for the nine months ended December 27, 2025 and December 28, 2024, respectively.

Current report

•Jimmy Choo gross profit was flat at $317 million for the nine months ended December 27, 2025 and December 28, 2024. The 170 basis point increase in gross profit margin was primarily due to higher full price sell-throughs and lower third party sales from our Italian shoe manufacturer, which typically carries lower manufacturer margins.

Current report

Selling, general and administrative expenses decreased $54 million, or 3.5%, to $1.471 billion for the nine months ended December 27, 2025, compared to $1.525 billion for the nine months ended December 28, 2024. As a percentage of total revenue, selling, general and administrative expenses increased to 54.9% for the nine months ended December 27, 2025, compared to 54.6% for the nine months ended December 28, 2024.

Current report

•Michael Kors selling, general and administrative expenses decreased $49 million, or 4.6%, to $1.022 billion for the nine months ended December 27, 2025, compared to $1.071 billion for the nine months ended December 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower retail store related costs and personnel expenses compared to the prior year.

Current report

During the nine months ended December 27, 2025, we recorded expenses of $15 million primarily related to lease terminations and severance costs. During the nine months ended December 28, 2024, we recorded immaterial net restructuring and other expense which was the result of gains on lease terminations fully offset by severance and store closure costs. See Note 10 - "Restructuring and Other Expense (Income)" to the accompanying consolidated financial statements for additional information.

Current report

See Note 15 - "Shareholders' Equity" to the accompanying consolidated financial statements for additional information.
Removed paragraphs (25)

Previous report

Our Versace brand has long been recognized as one of the world’s leading international fashion design houses and is synonymous with Italian glamour and style. Founded in 1978 in Milan, Versace is known for its iconic and unmistakable style and unparalleled craftsmanship. Over the past several decades, the House of Versace has grown globally from its roots in haute couture, expanding into the design, manufacturing, distribution and retailing of ready-to-wear, accessories, footwear, eyewear, watches, jewelry, fragrance and home furnishings. Until recently, Versace’s design team was led by Donatella Versace, who had been the brand’s Artistic Director for almost 30 years. Effective April 1, 2025, Dario Vitale became Versace’s Chief Creative Officer. Versace distributes its products through a worldwide distribution network, which includes boutiques in some of the world’s most fashionable cities, its e-commerce sites, as well as through the most prestigious department and specialty stores worldwide.

Previous report

We generate revenue through the sale of Versace luxury accessories, ready-to-wear and footwear through directly operated Versace boutiques throughout North America (United States and Canada), certain parts of EMEA and certain parts of Asia, as well as through Versace outlet stores and e-commerce sites. In addition, revenue is generated through wholesale sales to distribution partners (including geographic licensing arrangements), multi-brand department stores and specialty stores worldwide, as well as through product license agreements in connection with the manufacturing and sale of the Versace Jeans Couture product line, fragrances, watches, eyewear and home furnishings. As previously noted, the results of the Versace business are excluded from the segment information herein for all periods presented.

Previous report

Gross profit decreased $25 million, or 4.6%, to $522 million for the three months ended September 27, 2025, compared to$547 million for the three months ended September 28, 2024, which included net favorable foreign currency effects of $11 million. Gross profit as a percentage of total revenue was 61.0% and 62.3% for the three months ended September 27, 2025 and September 28, 2024, respectively.

Previous report

Selling, general and administrative expenses decreased $16 million, or 3.2%, to $481 million for the three months ended September 27, 2025, compared to $497 million for the three months ended September 28, 2024. As a percentage of total revenue, selling, general and administrative expenses decreased to 56.2% for the three months ended September 27, 2025, compared to 56.6% for the three months ended September 28, 2024.

Previous report

•Michael Kors selling, general and administrative expenses decreased $5 million, or 1.5%, to $339 million for the three months ended September 27, 2025, compared to $344 million for the three months ended September 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower personnel expenses and retail store related costs.

Previous report

•Jimmy Choo selling, general and administrative expenses increased $1 million, or 1.1%, to $94 million for the three months ended September 27, 2025, compared to $93 million for the three months ended September 28, 2024, primarily due to increased marketing expenses partially offset by cost savings initiatives which resulted in lower retail store related costs compared to the prior year.

Previous report

Loss from operations was $12 million for the three months ended September 27, 2025, compared to $6 million for the three months ended September 28, 2024. Loss from operations as a percentage of total revenue was 1.4% for the three months ended September 27, 2025, compared to 0.7% for the three months ended September 28, 2024.

Previous report

•Michael Kors recorded income from operations of $73 million for the three months ended September 27, 2025, compared to $87 million for the three months ended September 28, 2024. Operating margin decreased from 11.8% for the three months ended September 28, 2024, to 10.1% for the three months ended September 27, 2025, primarily due to a decrease in gross profit margin as noted above.

Previous report

On January 10, 2025, the United States Treasury and the IRS issued final regulations that address several long-standing issues related to dual consolidated losses and introduce new rules for disregarded payment losses. The changes related to disregarded payment losses could impact how we utilize certain deductions and losses to offset our U.S. income as part of our global financing activities beginning in Fiscal 2027. Based upon our analysis, this is not projected to have a material impact on our consolidated financial statements.

Previous report

•Jimmy Choo revenues decreased $20 million, or 6.4%, to $293 million for the six months ended September 27, 2025, compared to $313 million for the six months ended September 28, 2024, which included favorable foreign currency effects of $9 million. On a constant currency basis, revenue decreased $29 million, or 9.3%, primarily attributable to a continued slowdown in demand for certain categories of fashion luxury goods, particularly in Asia and North America.

Previous report

Gross profit decreased $58 million, or 5.4%, to $1.024 billion for the six months ended September 27, 2025, compared to $1.082 billion for the six months ended September 28, 2024, which included net favorable foreign currency effects of $20 million. Gross profit as a percentage of total revenue was 61.9% and 62.7% for the six months ended September 27, 2025 and September 28, 2024, respectively.

Previous report

•Jimmy Choo gross profit decreased $6 million, or 2.8%, to $206 million for the six months ended September 27, 2025, compared to $212 million for the six months ended September 28, 2024. The 260 basis point increase in gross profit margin was primarily due to favorable channel mix and higher full price sell-throughs.

Previous report

Selling, general and administrative expenses decreased $52 million, or 5.3%, to $936 million for the six months ended September 27, 2025, compared to $988 million for the six months ended September 28, 2024. As a percentage of total revenue, selling, general and administrative expenses decreased to 56.6% for the six months ended September 27, 2025, compared to 57.2% for the six months ended September 28, 2024.

Previous report

•Michael Kors selling, general and administrative expenses decreased $22 million, or 3.3%, to $646 million for the six months ended September 27, 2025, compared to $668 million for the six months ended September 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower personnel expenses and retail store related costs compared to the prior year.

Previous report

During the six months ended September 27, 2025 and September 28, 2024, we recorded expenses of $3 million and $2 million, respectively, primarily related to store closure costs. See Note 10 to the accompanying consolidated financial statements for additional information.

Previous report

On January 10, 2025, the United States Treasury and the IRS issued final regulations that address several long-standing issues related to dual consolidated losses and introduce new rules for disregarded payment losses. The changes related to disregarded payment losses could impact how we utilize certain deductions and losses to offset our U.S. income as part of our global financing activities beginning in Fiscal 2027. Based upon our analysis, this is not projected to have a material impact on our consolidated financial statements.

Previous report

See Note 15 to the accompanying consolidated financial statements for additional information.
Reworded paragraphs (59)

Previous wording

Capri Holdings Limited is a global fashion luxury group consisting of iconic brands Michael Kors, Jimmy Choo and Versace. Our commitment to glamorous style and craftsmanship is at the heart of each of our luxury brands. We have built our reputation on designing exceptional, innovative products that cover the full spectrum of fashion luxury categories. Our strength lies in the unique DNA and heritage of each of our brands, the diversity and passion of our people and our dedication to the clients and communities we serve.

Current wording

Capri Holdings Limited is a global fashion luxury group consisting of iconic brands Michael Kors and Jimmy Choo. Our commitment to glamorous style and craftsmanship is at the heart of each of our luxury brands. We have built our reputation on designing exceptional, innovative products that cover the full spectrum of fashion luxury categories. Our strength lies in the unique DNA and heritage of each of our brands, the diversity and passion of our people and our dedication to the clients and communities we serve.

Previous wording

Our Michael Kors brand was launched over 40 years ago by Michael Kors, a world-renowned designer, whose vision has taken the Company from its beginnings as an American luxury sportswear house to a global accessories, ready-to-wear, and footwear company with a global distribution network that has presence in over 100 countries through Company-operated retail stores and e-commerce sites, leading department stores, specialty stores and select licensing partners. Michael Kors is a highly recognized fashion luxury brand in the Americas and Europe with growing brand awareness in other international markets. Michael Kors features distinctive designs, materials and craftsmanship with a jet-set aesthetic that combines stylish elegance and a sporty attitude. Michael Kors offers three primary collections: the Michael Kors Collection line, the MICHAEL Michael Kors line and the Michael Kors Mens line. The Michael Kors Collection establishes the aesthetic authority of the entire brand and is carried by select retail stores, our e-commerce sites, as well as in the finest luxury department stores in the world. MICHAEL Michael Kors has a strong focus on accessories, in addition to offering ready-to-wear and footwear. We have also been developing our men’s business in recognition of the significant opportunity afforded by the Michael Kors brand’s established fashion authority and the expanding men’s market. Taken together, our Michael Kors collections target a broad customer base while retaining our premium luxury image.

Current wording

Our Michael Kors brand was launched in 1981 by Michael Kors, a world-renowned designer, whose vision has taken the Company from its beginnings as an American luxury sportswear house to a global accessories, ready-to-wear, and footwear company with a global distribution network that has presence in over 100 countries through Company-operated retail stores and e-commerce sites, leading department stores, specialty stores and select licensing partners. Michael Kors is a highly recognized fashion luxury brand in the Americas and Europe with strong brand awareness in other international markets. Michael Kors features distinctive designs, materials and craftsmanship with a jet-set aesthetic that combines stylish elegance and a sporty attitude. Michael Kors offers three primary collections: the Michael Kors Collection line, the MICHAEL Michael Kors line and the Michael Kors Mens line. The Michael Kors Collection establishes the aesthetic authority of the entire brand and is carried by select retail stores, our e-commerce sites, as well as in the finest luxury department stores in the world. MICHAEL Michael Kors has a strong focus on accessories, in addition to offering ready-to-wear and footwear. We have also been developing our men’s business in recognition of the significant opportunity afforded by the Michael Kors brand’s established fashion authority and the expanding men’s market. Taken together, our Michael Kors collections target a broad customer base while retaining our premium luxury image.

Previous wording

On April 8, 2025, our Board of Directors made the decision to sell Versace to Prada, and a definitive agreement was entered into on April 10, 2025. Accordingly, we determined the Versace business met held-for-sale and discontinued operations accounting criteria during the first quarter of Fiscal 2026 and we began to separately report the results of this business as discontinued operations in our consolidated statements of operations and comprehensive (loss) income and to present the related assets and liabilities as held for sale in our consolidated balance sheets for the second quarter ended September 27, 2025. These changes have been applied to all periods presented. Unless otherwise noted, discussion within this management’s discussion and analysis of financial condition and results of operations relates to our continuing operations. Refer to Note 4 - "Discontinued Operations" to the accompanying consolidated financial statements for additional information.

Current wording

On April 8, 2025, our Board of Directors made the decision to sell Versace to Prada, and a definitive agreement was entered into on April 10, 2025. Accordingly, we determined that the held for sale and discontinued operations criteria were met and we classified the results of operations and cash flows of our Versace business as discontinued operations in our consolidated statements of operations and comprehensive income (loss) and consolidated statements of cash flows for all periods presented. On December 2, 2025, we completed the sale of our Versace business. The related assets and liabilities associated with the discontinued operations are classified as held for sale in the consolidated balance sheet as of March 29, 2025. Unless otherwise noted, discussion within this management’s discussion and analysis of financial condition and results of operations relates to our continuing operations. Refer to Note 4 - "Discontinued Operations" to the accompanying consolidated financial statements for additional information.

Previous wording

The Merger had been approved by the boards of directors of Capri and Tapestry and by the shareholders of Capri. Completion of the Merger was subject to, among other customary conditions, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The Company received regulatory approval from all countries except for the United States. In connection with Tapestry’s proposed acquisition of Capri, on April 22, 2024, the U.S. FTC filed a lawsuit in the United States District Court for the Southern District of New York (the “District Court”) against Tapestry and the Company seeking to block the Merger, claiming that the Merger would violate Section 7 of the Clayton Act and that the Merger Agreement and the Merger constituted unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined. The preliminary injunction hearing concluded in September 2024, and on October 24, 2024, the District Court granted the FTC's motion for a preliminary injunction to enjoin the Merger pending the completion of the FTC's in-house administrative proceeding. On October 28, 2024, Tapestry and Capri jointly filed a notice of appeal to the U.S. Court of Appeals for the Second Circuit (the “Second Circuit”).

Current wording

(the “District Court”) against Tapestry and the Company seeking to block the Merger, claiming that the Merger would violate Section 7 of the Clayton Act and that the Merger Agreement and the Merger constituted unfair methods of competition in violation of Section 5 of the Federal Trade Commission Act and should be enjoined. The preliminary injunction hearing concluded in September 2024, and on October 24, 2024, the District Court granted the FTC's motion for a preliminary injunction to enjoin the Merger pending the completion of the FTC's in-house administrative proceeding. On October 28, 2024, Tapestry and Capri jointly filed a notice of appeal to the U.S. Court of Appeals for the Second Circuit (the “Second Circuit”).

Previous wording

Macroeconomic conditions and inflationary pressures. Global economic conditions, including inflation, political instability due to war or other geopolitical factors and other macroeconomic uncertainty and the related impact on levels of consumer spending worldwide impacted our business in the first half of Fiscal 2026, and are likely to continue to impact our business and the luxury accessories, footwear and apparel industry overall for the foreseeable future. Purchases of discretionary luxury items, such as the accessories, footwear and apparel that we produce, tend to decline when disposable income is lower or when there are inflationary pressures or other economic uncertainty which could negatively affect our financial condition and results of operations.

Current wording

Macroeconomic conditions and inflationary pressures. Global economic conditions, including inflation, political instability due to war or other geopolitical factors and other macroeconomic uncertainty and the related impact on levels of consumer spending worldwide impacted our business in the first nine months of Fiscal 2026, and are likely to continue to impact our business and the luxury accessories, footwear and apparel industry overall for the foreseeable future. Purchases of discretionary luxury items, such as the accessories, footwear and apparel that we produce, tend to decline when disposable income is lower or when there are inflationary pressures or other economic uncertainty which could negatively affect our financial condition and results of operations.

Previous wording

Disruptions or delays in shipping and distribution and other supply chain constraints. Disruptions in our shipping and distribution network, including at U.S. ports and in the Red Sea, as well as port congestion, vessel availability, container shortages and temporary factory closures, have in the past impacted our business, and continued disruptions or delays could negatively impact on our results of operations in the future.

Current wording

Disruptions or delays in shipping and distribution and other supply chain constraints. Disruptions in our shipping and distribution network, including at U.S. ports and in the Red Sea, as well as port congestion, vessel availability, container shortages and temporary factory closures, have in the past impacted our business, and continued disruptions or delays could negatively impact our results of operations in the future.

Previous wording

We operate in three reportable segments, which are as follows:

Current wording

We operate in two reportable segments, which are as follows:

Previous wording

We generate revenue through the sale of Michael Kors products through four primary Michael Kors retail formats: “Collection” stores, “Lifestyle” stores (including concessions), outlet stores and e-commerce sites, through which we sell our products, as well as licensed products bearing our name, directly to consumers throughout the Americas (United States, Canada and Latin America), certain parts of EMEA (Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania). Our Michael Kors e-commerce business includes e-commerce sites in the United States, Canada, EMEA and Asia. We also sell Michael Kors products directly to department stores, primarily located across the Americas and EMEA, to specialty stores and travel retail shops in the Americas, Europe and Asia, and to our geographic licensees in certain parts of EMEA, Asia and Brazil. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Michael Kors brand name and trademarks in connection with the manufacturing and sale of products, including watches, jewelry, fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Michael Kors tradename in connection with the retail and/or wholesale sales of our Michael Kors branded products in specific geographic regions.

Current wording

We generate revenue through the sale of Michael Kors products through four primary Michael Kors retail formats: “Collection” stores, “Lifestyle” stores (including concessions), outlet stores and e-commerce sites, through which we sell our products, as well as licensed products bearing our name, directly to consumers throughout the Americas (United States, Canada and Latin America), certain parts of EMEA (Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania). We also sell Michael Kors products directly to department stores, primarily located across the Americas and EMEA, to specialty stores and travel retail shops in the Americas, Europe and Asia, and to our geographic licensees in certain parts of EMEA, Asia and Brazil. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Michael Kors brand name and trademarks in connection with the manufacturing and sale of products, including watches, jewelry, fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Michael Kors tradename in connection with the retail and/or wholesale sales of our Michael Kors branded products in specific geographic regions.

Previous wording

We generate revenue through the sale of Jimmy Choo luxury goods through directly operated Jimmy Choo retail and outlet stores throughout the Americas, certain parts of EMEA and certain parts of Asia, through our e-commerce sites. In addition, revenue is generated through wholesale sales of luxury goods to distribution partners (including geographic licensing arrangements that allow third parties to use the Jimmy Choo tradename in connection with retail and/or wholesale sales of Jimmy Choo branded products in specific geographic regions), multi-brand department stores and specialty stores worldwide, as well as through product licensing agreements, which allow third parties to use the Jimmy Choo brand name and trademarks in connection with the manufacturing and sale of products, including fragrances and eyewear.

Current wording

We generate revenue through the sale of Jimmy Choo luxury goods through directly operated Jimmy Choo retail and outlet stores throughout the Americas, certain parts of EMEA and certain parts of Asia, and through our e-commerce sites. In addition, revenue is generated through wholesale sales of luxury goods to distribution partners (including geographic licensing arrangements that allow third parties to use the Jimmy Choo tradename in connection with retail and/or wholesale sales of Jimmy Choo branded products in specific geographic regions), multi-brand department stores and specialty stores worldwide, as well as through product licensing agreements, which allow third parties to use the Jimmy Choo brand name and trademarks in connection with the manufacturing and sale of products, including fragrances and eyewear.

Previous wording

In addition to the reportable segments discussed above, we have certain corporate costs that are not directly attributable to our brands and, therefore, are not allocated to segments. Such costs primarily include certain administrative, corporate occupancy, shared service and information technology systems expenses, including enterprise resource planning system implementation costs and Capri transformation program costs. In addition, certain other costs are not allocated to segments, including transaction related costs, impairment charges and restructuring and other expense. The segment structure is consistent with how our chief operating decision maker plans and allocates resources, manages the business and assesses performance.

Current wording

In addition to the reportable segments discussed above, we have certain corporate costs that are not directly attributable to our brands and, therefore, are not allocated to segments. Such costs primarily include certain administrative, corporate occupancy, shared service and information technology systems expenses, including enterprise resource planning system implementation costs and Capri transformation program costs. In addition, certain other costs are not allocated to segments, including Tapestry related transaction income (costs), impairment charges and restructuring and other (expense) income. The segment structure is consistent with how our chief operating decision maker plans and allocates resources, manages the business and assesses performance.

Previous wording

The following table presents our total revenue and income from operations by segment for the three and six months ended September 27, 2025 and September 28, 2024 (in millions):

Current wording

The following table presents our total revenue and income from continuing operations by segment for the three and nine months ended December 27, 2025 and December 28, 2024 (in millions):

Previous wording

(1)Impairment of assets during the three and six months ended September 27, 2025 and September 28, 2024 primarily related to operating lease right-of-use assets at certain Michael Kors store locations.

Current wording

(1)Impairment of assets during the nine months ended December 27, 2025 primarily related to operating lease right-of-use assets at certain Michael Kors store locations. Impairment of assets during the nine months ended December 28, 2024 includes $83 million and $18 million of impairment charges related to the Jimmy Choo and Michael Kors reportable segments, respectively.

Previous wording

We experience certain effects of seasonality with respect to our business. We generally experience greater sales during our third fiscal quarter, primarily driven by holiday season sales, and the lowest sales during our first fiscal quarter.

Current wording

We experience certain effects of seasonality with respect to our business. We generally experience greater sales during our third fiscal quarter, primarily driven by holiday season sales.

Previous wording

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Critical accounting policies are those that are the most important to the portrayal of our results of operations and financial condition and that require our most difficult, subjective and complex judgments to make estimates about the effect of matters that are inherently uncertain. In applying such policies, we must use certain assumptions that are based on our informed judgments, assessments of probability and best estimates. Estimates, by their nature, are subjective and are based on analysis of available information, including current and historical factors and the experience and judgment of management. We evaluate our assumptions and estimates on an ongoing basis. While our significant accounting policies are detailed in Note 3 to the accompanying consolidated financial statements, our critical accounting policies are disclosed, in full, in the MD&A section of our Annual Report on Form 10-K for the fiscal year ended March 29, 2025. There have been no significant changes to our critical accounting policies and estimates since March 29, 2025.

Current wording

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Critical accounting policies are those that are the most important to the portrayal of our results of operations and financial condition and that require our most difficult, subjective and complex judgments to make estimates about the effect of matters that are inherently uncertain. In applying such policies, we must use certain assumptions that are based on our informed judgments, assessments of probability and best estimates. Estimates, by their nature, are subjective and are based on analysis of available information, including current and historical factors and the experience and judgment of management. We evaluate our assumptions and estimates on an ongoing basis. While our significant accounting policies are detailed in Note 3 - "Summary of Significant Accounting Policies" to the accompanying consolidated financial statements, our critical accounting policies are disclosed, in full, in the MD&A section of our Annual Report on Form 10-K for the fiscal year ended March 29, 2025. There have been no significant changes to our critical accounting policies and estimates since March 29, 2025.

Previous wording

Total revenue decreased $22 million, or 2.5%, to $856 million for the three months ended September 27, 2025, compared to $878 million for the three months ended September 28, 2024, which included net favorable foreign currency effects of approximately $15 million, primarily as a result of the weakening of the United States dollar compared to the Euro and British Pound. On a constant currency basis, our total revenue decreased $37 million, or 4.2%.

Current wording

Total revenue decreased $43 million, or 4.0%, to $1.025 billion for the three months ended December 27, 2025, compared to $1.068 billion for the three months ended December 28, 2024, which included net favorable foreign currency effects of approximately $20 million, primarily as a result of the weakening of the United States dollar compared to the Euro and British Pound. On a constant currency basis, our total revenue decreased $63 million, or 5.9%.

Previous wording

•Michael Kors revenue decreased $13 million, or 1.8%, to $725 million for the three months ended September 27, 2025, compared to $738 million for the three months ended September 28, 2024, which included favorable foreign currency effects of $11 million. On a constant currency basis, revenue decreased $24 million, or 3.3%, primarily due to the result of certain strategic initiatives previously put in place at Michael Kors that did not perform as expected, as well as a decrease in promotions. See Note 5 to the accompanying consolidated financial statements for additional information.

Current wording

•Michael Kors revenue decreased $51 million, or 5.6%, to $858 million for the three months ended December 27, 2025, compared to $909 million for the three months ended December 28, 2024, which included favorable foreign currency effects of $15 million. On a constant currency basis, revenue decreased $66 million, or 7.3%, primarily due to the result of certain strategic initiatives previously put in place at Michael Kors that did not perform as expected, as well as a decrease in promotional activity.

Previous wording

•Michael Kors gross profit decreased $21 million, or 4.7%, to $430 million for the three months ended September 27, 2025, compared to$451 million for the three months ended September 28, 2024. The 180 basis point decrease in gross profit margin was primarily attributable to the unfavorable impact of recently enacted U.S. import tariffs.

Current wording

•Michael Kors gross profit decreased $57 million, or 10.0%, to $512 million for the three months ended December 27, 2025, compared to $569 million for the three months ended December 28, 2024. The 290 basis point decrease in gross profit margin was primarily attributable to the unfavorable impact of increased U.S. import tariffs.

Previous wording

•Jimmy Choo gross profit decreased $4 million, or 4.2%, to $92 million for the three months ended September 27, 2025, compared to $96 million for the three months ended September 28, 2024. The 160 basis point increase in gross profit margin was primarily due to favorable channel mix and higher full price sell-throughs.

Current wording

•Jimmy Choo gross profit increased $6 million, or 5.7%, to $111 million for the three months ended December 27, 2025, compared to $105 million for the three months ended December 28, 2024. The 50 basis point increase in gross profit margin was primarily due to higher full price sell-throughs.

Previous wording

Total operating expenses decreased $19 million, or 3.4%, to $534 million for the three months ended September 27, 2025, compared to $553 million for the three months ended September 28, 2024. Our operating expenses included a net unfavorable foreign currency impact of approximately $10 million. Total operating expenses decreased to 62.4% as a percentage of total revenue for the three months ended September 27, 2025, compared to 63.0% for the three months ended September 28, 2024. The components that comprise total operating expenses are explained below.

Current wording

Total operating expenses decreased $71 million, or 11.0%, to $577 million for the three months ended December 27, 2025, compared to $648 million for the three months ended December 28, 2024. Our operating expenses included a net unfavorable foreign currency impact of approximately $11 million. Total operating expenses decreased to 56.3% as a percentage of total revenue for the three months ended December 27, 2025, compared to 60.7% for the three months ended December 28, 2024. The components that comprise total operating expenses are explained below.

Previous wording

Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, decreased $29 million, or 23.8%, to $93 million for the six months ended September 27, 2025 as compared to $122 million for the six months ended September 28, 2024, primarily due to a decrease in professional fees related to certain Capri transformation projects which are now complete and the absence of transaction related costs incurred in the prior year.

Current wording

Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, increased $28 million, or 93.3%, to $58 million for the three months ended December 27, 2025 as compared to $30 million for the three months ended December 28, 2024. The increase was primarily due to the reimbursement for certain expenses pursuant to the termination of the Merger Agreement with Tapestry in the prior year of approximately $45 million and a net increase in allowance for credit losses in the current year of approximately $11 million, partially offset by a decrease in professional fees related to certain Capri transformation projects which are now complete.

Previous wording

During the three months ended September 27, 2025 and September 28, 2024, we recorded expenses of $2 million and $1 million, respectively, primarily related to store closure costs. See Note 10 to the accompanying consolidated financial statements for additional information.

Current wording

During the three months ended December 27, 2025, we recorded expense of $12 million primarily related to lease termination costs. During the three months ended December 28, 2024, we recorded income of $2 million primarily related to gains on lease terminations and store closure costs. See Note 10 - "Restructuring and Other Expense (Income)" to the accompanying consolidated financial statements for additional information.

Previous wording

(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. See Note 18 to the accompanying consolidated financial statements for additional information.

Current wording

(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. See Note 18 - "Segment Information" to the accompanying consolidated financial statements for additional information.

Previous wording

•Jimmy Choo recorded a loss from operations of $9 million for the three months ended September 27, 2025 compared to $5 million for the three months ended September 28, 2024. Operating margin decreased from a loss of 3.6% for the three months ended September 28, 2024 to 6.9% for the three months ended September 27, 2025, primarily due to deleveraging of operating expenses on lower revenues compared to the prior year.

Current wording

•Jimmy Choo recorded income from operations of $3 million for the three months ended December 27, 2025 compared to a loss of $6 million for the three months ended December 28, 2024. Operating margin increased from a loss of 3.8% for the three months ended December 28, 2024 to income of 1.8% for the three months ended December 27, 2025, primarily due to leveraging of operating expenses on higher revenues compared to the prior year.

Previous wording

For the three months ended September 27, 2025, we recognized $17 million of interest income compared to $10 million of interest income for the three months ended September 28, 2024. The $7 million improvement in interest income, net, is primarily due to higher interest income from our net investment hedges and lower effective interest rates on our outstanding debt (see Note 11 and Note 14 to the accompanying consolidated financial statements for additional information).

Current wording

For the three months ended December 27, 2025, we recognized $9 million of interest income compared to $8 million of interest income for the three months ended December 28, 2024. The $1 million improvement in interest income, net, is primarily due to lower average borrowings and higher interest income from our net investment hedges, partially offset by additional interest expense related to interest rate swaps and debt issuance costs due to the extinguishment of our 2025 Term Loans. See Note 11 - "Debt Obligations" and Note 14 - "Derivative Financial Instruments" to the accompanying consolidated financial statements for additional information.

Previous wording

For the three months ended September 27, 2025, we recognized a net foreign currency loss of $3 million compared to a gain of $11 million for the three months ended September 28, 2024, primarily attributable to the remeasurement of intercompany balances between certain of our subsidiaries.

Current wording

For the three months ended December 27, 2025, we recognized immaterial net foreign currency losses. For the three months ended December 28, 2024, we recognized a net foreign currency loss of $15 million primarily attributable to the remeasurement of intercompany balances between certain of our subsidiaries.

Previous wording

The provision for income taxes was $36 million for the three months ended September 27, 2025, compared to a benefit of $27 million for the three months ended September 28, 2024. Our effective tax rate for the three months ended September 27, 2025 compared to our effective tax rate for the three months ended September 28, 2024 is not a meaningful metric due to the effect of an incremental net valuation allowance of $40 million recorded for the three months ended September 27, 2025.

Current wording

The benefit for income taxes was $2 million for the three months ended December 27, 2025, compared to a provision of $13 million for the three months ended December 28, 2024. Our effective tax rate for the three months ended December 27, 2025 compared to our effective tax rate for the three months ended December 28, 2024 is not a meaningful metric due to the impact of the non-deductible goodwill impairment charges recorded for the three months ended December 28, 2024.

Previous wording

As a result of the above, our net loss was $34 million for the three months ended September 27, 2025, compared to net income of $42 million for the three months ended September 28, 2024.

Current wording

As a result of the above, our net income was $57 million for the three months ended December 27, 2025, compared to net income of $6 million for the three months ended December 28, 2024.

Previous wording

Comparison of the six months ended September 27, 2025 with the six months ended September 28, 2024

Current wording

Comparison of the nine months ended December 27, 2025 with the nine months ended December 28, 2024

Previous wording

The following table details the results of our operations for the six months ended September 27, 2025 and September 28, 2024, and expresses the relationship of certain line items to total revenue as a percentage (dollars in millions):

Current wording

The following table details the results of our operations for the nine months ended December 27, 2025 and December 28, 2024, and expresses the relationship of certain line items to total revenue as a percentage (dollars in millions):

Previous wording

Total revenue decreased $73 million, or 4.2%, to $1.653 billion for the six months ended September 27, 2025, compared to $1.726 billion for the six months ended September 28, 2024, which included net favorable foreign currency effects of approximately $29 million, primarily as a result of the weakening of the United States dollar compared to the Euro and British Pound. On a constant currency basis, our total revenue decreased $102 million, or 5.9%.

Current wording

Total revenue decreased $116 million, or 4.2%, to $2.678 billion for the nine months ended December 27, 2025, compared to $2.794 billion for the nine months ended December 28, 2024, which included net favorable foreign currency effects of approximately $49 million, primarily as a result of the weakening of the United States dollar compared to the Euro and British Pound. On a constant currency basis, our total revenue decreased $165 million, or 5.9%.

Previous wording

•Michael Kors revenues decreased $53 million, or 3.8%, to $1.360 billion for the six months ended September 27, 2025, compared to $1.413 billion for the six months ended September 28, 2024, which included favorable foreign currency effects of $20 million. On a constant currency basis, revenue decreased $73 million, or 5.2%, primarily due to the result of certain strategic initiatives previously put in place at Michael Kors that did not perform as expected, as well as a decrease in promotions. See Note 5 to the accompanying consolidated financial statements for additional information.

Current wording

•Michael Kors revenue decreased $104 million, or 4.5%, to $2.218 billion for the nine months ended December 27, 2025, compared to $2.322 billion for the nine months ended December 28, 2024, which included favorable foreign currency effects of $35 million. On a constant currency basis, revenue decreased $139 million, or 6.0%, primarily due to the result of certain strategic initiatives previously put in place at Michael Kors that did not perform as expected, as well as a decrease in promotional activity.

Previous wording

•Jimmy Choo revenues decreased $9 million, or 6.4%, to $131 million for the three months ended September 27, 2025, compared to$140 million for the three months ended September 28, 2024, which included favorable foreign currency effects of $4 million. On a constant currency basis, revenue decreased $13 million, or 9.3%, primarily attributable to a continued slowdown in demand for certain categories of fashion luxury goods, particularly in EMEA and Asia.

Current wording

•Jimmy Choo revenue decreased $12 million, or 2.5%, to $460 million for the nine months ended December 27, 2025, compared to $472 million for the nine months ended December 28, 2024, which included favorable foreign currency effects of $14 million. On a constant currency basis, revenue decreased $26 million, or 5.5%, primarily attributable to a continued slowdown in demand for certain categories of fashion luxury goods, particularly in Asia.

Previous wording

•Michael Kors gross profit decreased $52 million, or 6.0%, to $818 million for the six months ended September 27, 2025, compared to $870 million for the six months ended September 28, 2024. The 150 basis point decrease in gross profit margin was primarily attributable to the unfavorable impact of recently enacted U.S. import tariffs and lower initial markups associated with our new pricing strategy.

Current wording

•Michael Kors gross profit decreased $109 million, or 7.6%, to $1.330 billion for the nine months ended December 27, 2025, compared to $1.439 billion for the nine months ended December 28, 2024. The 200 basis point decrease in gross profit margin was primarily attributable to the unfavorable impact of increased U.S. import tariffs.

Previous wording

Total operating expenses decreased $57 million, or 5.3%, to $1.020 billion for the six months ended September 27, 2025, compared to $1.077 billion for the six months ended September 28, 2024. Our operating expenses included a net unfavorable foreign currency impact of approximately $17 million. Total operating expenses decreased to 61.7% as a percentage of total revenue for the six months ended September 27, 2025, compared to 62.4% for the six months ended September 28, 2024. The components that comprise total operating expenses are explained below.

Current wording

Total operating expenses decreased $128 million, or 7.4%, to $1.597 billion for the nine months ended December 27, 2025, compared to $1.725 billion for the nine months ended December 28, 2024. Our operating expenses included a net unfavorable foreign currency impact of approximately $28 million. Total operating expenses decreased to 59.6% as a percentage of total revenue for the nine months ended December 27, 2025, compared to 61.7% for the nine months ended December 28, 2024. The components that comprise total operating expenses are explained below.

Previous wording

•Jimmy Choo selling, general and administrative expenses decreased $1 million, or 0.5%, to $197 million for the six months ended September 27, 2025, compared to $198 million for the six months ended September 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower retail store related costs compared to the prior year.

Current wording

•Jimmy Choo selling, general and administrative expenses decreased $4 million, or 1.3%, to $298 million for the nine months ended December 27, 2025, compared to $302 million for the nine months ended December 28, 2024. The decrease was primarily due to cost savings initiatives which resulted in lower retail store related costs compared to the prior year.

Previous wording

Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, decreased $12 million, or 20.0%, to $48 million for the three months ended September 27, 2025 as compared to $60 million for the three months ended September 28, 2024, primarily due to a decrease in professional fees related to certain Capri transformation projects which are now complete and the absence of transaction related costs incurred in the prior year.

Current wording

Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, decreased $1 million, or 0.7%, to $151 million for the nine months ended December 27, 2025 as compared to $152 million for the nine months ended December 28, 2024. The decrease was primarily due to a decrease in professional fees related to certain Capri transformation projects which are now complete and the absence of transaction related costs incurred in the prior year, partially offset by the reimbursement for certain expenses pursuant to the termination of the Merger Agreement with Tapestry in the prior year and a net increase in allowance for credit losses in the current year.

Previous wording

For the three months ended September 27, 2025, we recognized asset impairment charges of $21 million primarily related to the impairment of operating lease right-of-use assets at certain Michael Kors store locations. For the three months ended September 28, 2024, we recognized asset impairment charges of $20 million primarily related to operating lease right-of-use assets at certain Michael Kors store locations. See Note 13 to the accompanying consolidated financial statements for additional information.

Current wording

For the nine months ended December 27, 2025, we recognized asset impairment charges of $21 million primarily related to the impairment of operating lease right-of-use assets at certain Michael Kors store locations. For the nine months ended December 28, 2024, we recognized asset impairment charges of $101 million primarily related to the impairment of the Jimmy Choo Wholesale reporting units’ goodwill and Jimmy Choo brand intangible assets as well as operating lease right-of-use assets primarily at certain Michael Kors store locations. See Note 13 - "Fair Value of Financial Instruments" to the accompanying consolidated financial statements for additional information.

Previous wording

(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. See Note 18 to the accompanying consolidated financial statements for additional information.

Current wording

(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. See Note 18 - "Segment Information" to the accompanying consolidated financial statements for additional information.

Previous wording

Income from operations was $4 million for the six months ended September 27, 2025, compared to $5 million for the six months ended September 28, 2024. Income from operations as a percentage of total revenue was 0.2% for the six months ended September 27, 2025, compared to income from operations of 0.3% for the six months ended September 28, 2024.

Current wording

Income from continuing operations was $50 million for the nine months ended December 27, 2025, compared to $31 million for the nine months ended December 28, 2024. Income from continuing operations as a percentage of total revenue was 1.9% for the nine months ended December 27, 2025, compared to income from continuing operations of 1.1% for the nine months ended December 28, 2024.

Previous wording

•Michael Kors recorded income from operations of $136 million for the six months ended September 27, 2025, compared to $162 million for the six months ended September 28, 2024. Operating margin decreased from 11.5% for the six months ended September 28, 2024, to 10.0% for the six months ended September 27, 2025, primarily due to a decrease in gross profit margin as noted above.

Current wording

•Michael Kors recorded income from operations of $255 million for the nine months ended December 27, 2025, compared to $309 million for the nine months ended December 28, 2024. Operating margin decreased from 13.3% for the nine months ended December 28, 2024, to 11.5% for the nine months ended December 27, 2025, primarily attributable to the unfavorable impact of increased U.S. import tariffs as noted above.

Showing the first 40 of 59 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

The Merger had been approved by the boards of directors of Capri and Tapestry and by the shareholders of Capri. Completion of the Merger was subject to, among other customary conditions, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The Company received regulatory approval from all countries except for the United States. In connection with Tapestry’s proposed acquisition of Capri, on April 22, 2024, the U.S. FTC filed a lawsuit in the United States District Court for the Southern District of New York

Current report — wording carried from elsewhere

On November 4, 2025, we announced the Board of Directors approved a three-year share repurchase program of up to $1.0 billion of our outstanding ordinary shares, which we expect to begin implementing in Fiscal 2027. Share repurchases may be made in open market or privately negotiated transactions and/or pursuant to Rule 10b5-1 trading plans, subject to market conditions, applicable legal requirements, trading restrictions under our insider trading policy and other relevant factors. The program may be suspended or discontinued at any time. As of December 27, 2025, we have not made any purchases as part of this program.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

For the six months ended September 27, 2025, we recognized asset impairment charges of $21 million primarily related to the impairment of operating lease right-of-use assets at certain Michael Kors store locations. For the six months ended September 28, 2024, we recognized asset impairment charges of $20 million primarily related to operating lease right-of-use assets at certain Michael Kors store locations. See Note 13 to the accompanying consolidated financial statements for additional information.