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Floor & Decor Holdings, Inc.

For the period ended Dec 25, 2025. Filed Feb 19, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 19, 2026

FND$51.25-0.4%Stored close · as of Nov 6, 2026
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Contents

Forward-Looking Statements

The discussion in this Form 10-K for the fiscal year ended December 25, 2025 (the “Annual Report”), including under Item 1A, “Risk Factors” of Part I and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Part II, contains forward-looking statements within the meaning of the federal securities laws. All statements other than statements of historical fact contained in this Annual Report, including statements regarding our future operating results and financial position, business strategy and plans, and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “seeks,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “budget,” “potential,” or “continue” or the negative of these terms or other similar expressions.

The forward-looking statements contained in this Annual Report are based on our current expectations, assumptions, estimates, and projections regarding the Company’s business, the economy, and other future conditions. These statements involve known and unknown risks, uncertainties, and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements in this Annual Report are reasonable, we cannot guarantee future events, results, performance, or achievements. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements in this Annual Report, including, without limitation, those factors described in Item 1A, “Risk Factors” of Part I of this Annual Report, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Part II of this Annual Report, and elsewhere in the Company’s filings with the Securities and Exchange Commission (the “SEC”). Some of the key factors that could cause actual results to differ from our expectations include the following:

macroeconomic headwinds, including high interest rates and weak home sales;

our failure to successfully manage new store growth or higher than expected costs;

our ability to manage our comparable store sales;

our inability to lease or acquire new store locations on acceptable terms, renew or replace our current store leases, or make payments under our leases;

our failure to maintain and enhance our brand image and awareness;

our failure to successfully anticipate and manage trends, consumer preferences, and demand;

our inability to successfully manage increased competition;

adverse changes in global trade policies, tariffs, or import enforcement actions, any of which could impact our ability to import from foreign suppliers, raise our costs, or disrupt our supply chain;

our inability to manage our inventory, including the impact of inventory obsolescence, shrink, and damage;

any disruption in our distribution capabilities, supply chain, and our related planning and control processes, including carrier capacity constraints, blocked trade lanes, port congestion, strike, or shut down, and other supply chain costs or product shortages;

any increases in wholesale prices of products, materials, and transportation costs beyond our control, including increases in costs due to inflation or tariffs;

the resignation, incapacitation, or death of any key personnel, including our executive officers;

our inability to attract, hire, train, and retain highly qualified managers and staff;

the impact of any labor activities;

our dependence on foreign imports for the products we sell, including risks associated with obtaining products from abroad;

any failure by any of our suppliers to supply us with quality products on attractive terms and prices or to adhere to the quality standards that we set for our products;

our inability to locate sufficient suitable natural products;

the effects of weather conditions, natural disasters, or other unexpected events, including public health crises, that may disrupt our operations;

personal injury, product liability and warranty claims and related governmental investigations;

any allegations, investigations, lawsuits, or violations of laws and regulations applicable to us, our products, or our suppliers;

our inability to adequately protect the privacy and security of information related to our customers, us, our associates, our suppliers, and other third parties;

any material disruption in our information systems, including our website;

our inability to maintain sufficient levels of cash flow or liquidity to fund our expanding business and service our existing indebtedness;

new or changing laws or regulations, including tax laws and trade policies and regulations;

payments-related risks;

any failure to protect our intellectual property rights or disputes regarding our intellectual property or the intellectual property of third parties;

the impact of any future strategic transactions;

restrictions imposed by our indebtedness on our current and future operations, including risks related to our variable rate debt; and

our ability to manage risks related to corporate social responsibility.

Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The forward-looking statements contained in this Annual Report speak only as of the date hereof. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. If a change to the events and circumstances reflected in our forward-looking statements occurs, our business, financial condition, and operating results may vary materially from those expressed in our forward-looking statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, or otherwise.

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