Arhaus, Inc.
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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FY2025 · Filed Feb 26, 2026
ARHS$14.89-0.9%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as part of this Annual Report on Form 10-K:
- Consolidated Financial Statements
The following financial statements are included in Part II, Item 8 of this Annual Report on Form 10-K:
Report of PricewaterhouseCoopers LLP Independent Registered Public Accounting Firm (PCAOB ID:238) on Consolidated Financial Statements
Consolidated Balance Sheets as of December 31, 2025 and December 31, 2024
Consolidated Statements of Comprehensive Income for the years ended December 31, 2025, December 31, 2024 and December 31, 2023
Consolidated Statements of Changes in Stockholders’ Equityfor the years ended December 31, 2025, December 31, 2024 and December 31, 2023
Consolidated Statements of Cash Flows for the years December 31, 2025, December 31, 2024 and December 31, 2023
Notes to the Consolidated Financial Statements
- Financial Statement Schedules
Separate financial statement schedules have been omitted either because they are not applicable or because the required information is included in the consolidated financial statements or notes described in Item 15(a) (1) above.
- Exhibits
The Exhibits listed in the accompanying index to exhibits, are filed or incorporated by reference as part of this Annual Report on Form 10-K.
| ExhibitNo. | Description | Filings Referenced for Incorporation by Reference |
| 3.1 | Amended and Restated Certificate of Incorporation of Arhaus, Inc. | Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on November 10, 2021. |
| 3.2 | Amended and Restated Bylaws of Arhaus, Inc. | Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on November 10, 2021. |
| 4.1 | Specimen Stock Certificate evidencing the shares of Class A common stock. | Exhibit 4.1 to the Company’s Registration Statement on Form S-1/A (File No. 333-260015), filed on November 3, 2021. |
| 4.2 | Description of Capital Stock. | Exhibit 4.2 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021. |
| 4.3 | Registration Rights Agreement, dated as of November 8, 2021, among Arhaus, Inc., FS Equity Partners VI, L.P., FS Affiliates VI, L.P., Starrett Family Trust, Dated 4-11-99, Norman S. Matthews, Gregory M. Bettinelli, John P. Reed, 2018 Reed Dynasty Trust u/a/d December 24, 2018, John P. Reed Trust u/a/d April 29, 1985, Reed 2013 Generation-Skipping Trust u/a/d October 22, 2013, and The John P. Reed 2019 GRAT u/a/d December 31, 2019. | Exhibit 4.1 to the Company’s Registration Statement on Form S-3 (File No. 333-268959), filed on December 22, 2022. |
| 10.1 | Form of Indemnification Agreement. | Exhibit 10.1 to the Company’s Registration Statement on Form S-1/A (File No. 333-260015), filed on October 27, 2021. |
| 10.2# | 2021 Equity Incentive Plan, effective November 8, 2021. | Exhibit 10.2 to the Company’s Registration Statement on Form S-1/A (File No. 333-260015), filed on November 3, 2021. |
| 10.3# | Form of Notice of Award (Restricted Stock Unit and Performance Share Unit). | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2022. |
| 10.4# | Form of Performance Share Unit Award Agreement. | Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2022. |
| 10.5# | Form of Restricted Stock Unit Award Agreement. | Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2022. |
| 10.6# | Form of Director Restricted Stock Unit Award Agreement. | Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2022. |
| 10.7# | Employment Letter (Dawn Phillipson). | Exhibit 10.3 to the Company’s Registration Statement on Form S-1 (File No. 333-260015), filed on October 4, 2021. |
| 10.8# | Employment Letter (Kathy Veltri). | Exhibit 10.4 to the Company’s Registration Statement on Form S-1 (File No. 333-260015), filed on October 4, 2021. |
| 10.9# | Employment Letter (Jennifer Porter). | Exhibit 10.6 to the Company’s Registration Statement on Form S-1 (File No. 333-260015), filed on October 4, 2021. |
| 10.10# | Employment Letter (Lisa Chi). | Exhibit 10.7 to the Company’s Registration Statement on Form S-1 (File No. 333-260015), filed on October 4, 2021. |
| 10.11# | Employment Letter (Venkat Nachiappan). | Exhibit 10.8 to the Company’s Registration Statement on Form S-1 (File No. 333-260015), filed on October 4, 2021. |
| 10.12# | Employment Letter (Michael Lee). | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2025. |
| 10.13# | Employment Letter (Allison Sutley). | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2025. |
| 10.14# | Employment Letter (Michael Rengel). | Filed herewith. |
| 10.15 | Credit Agreement, dated November 8, 2021, among Arhaus, Inc., certain subsidiaries of Arhaus, Inc., as the Guarantors, Bank of America, N.A., as the Administrative Agent, the L/C Issuer, and the Swingline Lender, and the lenders party thereto. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 10, 2021. |
| 10.16 | First Amendment to Credit Agreement and Increase Agreement, dated December 9, 2022, among Arhaus, Inc., the Guarantors party thereto, Bank of America, N.A., as the Administrative Agent, the L/C Issuer, and the Swingline Lender, and the Lenders (including the Increasing Lender) party thereto. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 12, 2022. |
| 10.17 | Second Amendment to Credit Agreement, dated as of August 30, 2024, among Arhaus, Inc., the Guarantors party thereto, the Lenders party thereto, and Bank of America, N.A., as the Administrative Agent, the L/C Issuer, and the Swingline Lender. | Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2023. |
| 10.18 | Third Amendment to Credit Agreement and Amendment to Security and Pledge Agreement, dated October 17, 2025, among Arhaus, Inc., the Guarantors party thereto, Bank of America, N.A., as the Administrative Agent, the L/C Issuer and the Swingline Lender, and the lenders party thereto. | Exhibit 10.1 to the Company’s Current Report on Form 8-K filed October 22, 2025. |
| 10.19 | Consulting Agreement, dated November 29, 2023, among Arhaus, LLC and Gary Lewis dba Gary Lewis & Associates. | Exhibit 10.16 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. |
| 19.1 | Insider Trading Policy. | Exhibit 19.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024. |
| 21.1 | List of subsidiaries. | Filed herewith. |
| 23.1 | Consent of PricewaterhouseCoopers LLP. | Filed herewith. |
| 31.1 | Certificate of Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 31.2 | Certificate of Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | Filed herewith. |
| 32.1* | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith. |
| 32.2* | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | Furnished herewith. |
| 97.1 | Compensation Recovery Policy. | Exhibit 97.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. |
| 101.INS | XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document). | Filed herewith. |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | Filed herewith. |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | Filed herewith. |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | Filed herewith. |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | Filed herewith. |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | Filed herewith. |
| 104 | Cover Page with Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101). | Filed herewith. |
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