Internal Controls and Procedures Assessment Summary
Management Conclusions on Control Effectiveness
Management has concluded that both disclosure controls and internal controls over financial reporting were effective as of February 1, 2025. This represents a strong overall assessment supported by external validation.
Disclosure Controls and Procedures (DCP)
- Conclusion: The CEO and CFO concluded that the Company's DCP were effective.
- Evidence: These controls provide reasonable assurance that required information is recorded, processed, summarized, reported within specified time periods, and communicated to management for timely disclosure decisions.
Internal Control Over Financial Reporting (ICFR)
- Conclusion: Management concluded that the ICFR was effective as of February 1, 2025, based on the COSO framework.
- Evidence/Strength: This conclusion is strongly supported by KPMG LLP, the independent registered public accounting firm, which issued an unqualified opinion on the effectiveness of the Company's ICFR for the period ending February 1, 2025.
Identified Weaknesses and Remediation Efforts
The reporting period included a significant event: the identification and subsequent remediation of a material weakness previously disclosed in December 2024.
Previous Material Weakness
- Deficiency: A material weakness was identified related to the design of existing internal control activities involving manual journal entries over delivery expense and certain other non-merchandise expenses, as well as the reconciliation of related accrued liabilities.
Noteworthy Remediation Actions (Changes)
To address this material weakness, the Company undertook substantial changes and implemented new procedures:
- New Controls: The Company implemented new controls.
- Enhanced/Revised Procedures: Existing controls were enhanced and revised in design.
- Specific Changes: These efforts included re-evaluating the risk of employee circumvention of controls, implementing new and redesigning certain existing process level control activities over delivery expenses and accrued liabilities, and validating the reliability of underlying information supporting these controls.
- Outcome: Management assessed these changes as effective, concluding that the material weakness has been remediated.
Changes in Internal Controls During Reporting Period
General Status
- Assessment: Other than the specific remediation efforts detailed above (the resolution of the prior material weakness), there were no other changes to the Company's ICFR during the most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, the controls.