Macy's, Inc,
Fiscal Year 2025 Q4.
In the Management Discussion:
escalated
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View specific filings
5 filing documents, in order.
Management Discussion
escalated •.Strengthen the Macy's nameplate The expected number of Macy's store closures for fiscal 2024 increased from 55 to 65, while the company also reached its target of 24 small format stores after opening six in the third quarter; furthermore, a new "Grow digital" section was added detailing that digital visits increased by 0.4% but conversion rate decreased by 20 basis points compared to Q3 2023.
FY 2025 Q3 10-Q Removed
•.Strengthen the Macy's nameplate ◦Rationalize store base: At the end of fiscal 2023, the Company announced it had identified approximately 150 underproductive Macy's locations for closure through fiscal 2026 (collectively, the "non-go-forward" locations), which will allow for monetization of these non-go-forward locations and prioritization of investments in the approximately 350 remaining Macy's locations (collectively, the "go-forward" locations) where the Company believes it has the most opportunity to improve square footage productivity. For the non-go-forward Macy's locations and distribution centers, the Company is thoughtfully and strategically approaching monetization to execute accretive deals and is encouraged by the pace and quality of deal activity to date. As a result, the Company now expects to close approximately 55 locations in fiscal 2024 versus its prior expectations of roughly 50. ◦Launch of First 50 Stores: The First 50 locations are a key component of the Macy's Bold New Chapter growth strategy as they are an early indicator for go-forward Macy's nameplate growth and ultimately the Macy's, Inc. go-forward business' ability to achieve comparable sales growth. They serve as pilots to test ideas with new product, visual merchandising and staffing initiatives. Initiatives at these locations have gained traction and include: ▪Focused staffing in key departments such as shoes, handbags, ready-to-wear as well as fitting room and checkout, ▪Enhanced merchandise offerings to emphasize freshness, relevance and inspiration with a focus on variety rather than redundancy by editing existing assortments and adding new brands,
FY 2025 Q4 10-Q Added
•.Strengthen the Macy's nameplate ◦Rationalize store base: At the end of fiscal 2023, the Company announced it had identified approximately 150 underproductive Macy's locations for closure through fiscal 2026 (collectively, the "non-go-forward" locations), which will allow for monetization of these non-go-forward locations and prioritization of investments in the approximately 350 remaining Macy's locations (collectively, the "go-forward" locations) where the Company believes it has the most opportunity to improve square footage productivity. For the non-go-forward Macy's locations and distribution centers, the Company is thoughtfully and strategically approaching monetization to execute accretive deals and is encouraged by the pace and quality of deal activity to date. As a result, the Company now expects to close approximately 65 locations in fiscal 2024 versus its original expectations of roughly 50. ◦Launch of First 50 Locations: The First 50 locations are a key component of the Macy's Bold New Chapter growth strategy as they are an early indicator for go-forward Macy's nameplate growth and ultimately the Macy's, Inc. go-forward business' ability to achieve comparable sales growth. They serve as pilots to test ideas with staffing initiatives, enhanced merchandising, visual presentation and eventing. The First 50 achieved its third consecutive quarter of both comparable sales growth and improvement in Net Promoter Scores. Its Net Promoter Score improved approximately 400 basis points from the third quarter of 2023. The Company has been testing staffing in women's shoes and/or handbags in roughly 100 additional go-forward Macy's locations this fall. Compared to total Macy's locations that are not in the First 50 or did not receive additional staffing, year-over-year women's shoes and handbags sales outperformed by roughly 600 and 700 basis points, respectively. ◦Revitalize assortment: The Company's focus on offering new product across categories is gaining traction. In the third quarter of 2024, Macy's reduced exposure to less-relevant brands, and expanded offerings in brands to which its customers are responding. Macy's is providing compelling fashion and value in its women's apparel private brands, including Charter Club and Style & Co. Additionally, fragrance continues to be a standout in performance during the third quarter of 2024. ◦Rollout of additional Macy's small format stores: The Company opened six Macy's small format locations during the third quarter of 2024, bringing the total Macy's small format location count to 24. ◦Grow digital: Digital continues to serve as both a gateway to the Macy's nameplate and a source of commerce and omni engagement. Macy's digital visits increased 0.4% while the conversion rate decreased 20 basis points compared to the third quarter of 2023.
de-emphasised §7.31 The description of sales weakness shifted from citing specific categories such as men's apparel, handbags, and home in Q2 to identifying broader operational issues like non-First 50 locations, the digital channel, and cold weather categories in Q3. Furthermore, while the percentage decrease remained relatively stable, the full-year net sales decline increased significantly in absolute terms from $329 million to $447 million.
FY 2025 Q3 10-Q Removed
Second Quarter of 2024Second Quarter of 2023 Net sales$4,937 $5,130 Decrease in comparable sales(4.0)%(8.2)% Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis(3.3)%(7.3)% Net sales for the second quarter of 2024 decreased $193 million, or 3.8%, compared to the second quarter of 2023. During the quarter, net sales were impacted by ongoing macroeconomic conditions, including inflationary pressures and an increasingly complex news cycle. Macy's experienced strong performance in the First 50 locations, which benefited from enhanced merchandising through elevated product rollouts across top markets and new brands. Performance continued to be strong in fragrances and improved in ready-to-wear. The Company experienced weaknesses in men's apparel, handbags and home. 19
FY 2025 Q4 10-Q Added
MACY'S, INC. 20242023 Net sales$14,525 $14,972 Decrease in comparable sales(2.5)%(7.7)% Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis(1.6)%(6.9)% Net sales for 2024 decreased $447 million, or 3.0%, compared to 2023. Net sales were impacted by ongoing macroeconomic conditions. Macy's experienced strong performance in the First 50 locations, which benefited from various initiatives including, but not limited to, enhanced merchandising through elevated product rollouts across top markets and new brands and staffing initiatives.
de-emphasised As a percent to net sales39.8 %39.4 % The explanation for gross margin rate changes shifted, as in the prior period's Q2 comparison inventory valuation was noted only as a partial offset to an increase; however, in the current Q3 comparison, the change in inventory valuation method and product mix is cited as a primary driver of the decrease. Furthermore, delivery expense improvements were described using different terminology, shifting from "cost savings and process reengineering initiatives" to reflecting "efficiencies in the Company's fulfillment network."
FY 2025 Q3 10-Q Removed
Second Quarter of 2024Second Quarter of 2023 Cost of sales$(2,938)(3,176) As a percent to net sales59.5 %61.9 % Gross margin$1,999 $1,954 As a percent to net sales40.5 %38.1 % Gross margin rate and merchandise margin rate increased 240 basis points and 210 basis points, respectively, in the second quarter of 2024 compared to the second quarter of 2023. The increase in both gross margin and merchandise margin rates primarily reflected lower year-over-year discounting and favorable shortage due to the Company's asset protection work, and partially offset by the Company's change in inventory valuation method. Delivery expense as a percent of net sales improved 30 basis points from the second quarter of 2023 driven by lower shipped sales volumes and improved delivery expense due to cost savings and process reengineering initiatives.
FY 2025 Q4 10-Q Added
20242023 Cost of sales$(8,749)$(9,070) As a percent to net sales60.2 %60.6 % Gross margin$5,776 $5,902 As a percent to net sales39.8 %39.4 % Gross margin rate and merchandise margin rate increased 40 basis points 20 basis points, respectively, in 2024 compared to 2023. The increase in gross margin rate is primarily due to lower year-over-year discounting and favorable shortage due to the Company's asset protection work, slightly offset by the Company's change in inventory valuation method. Delivery expense as a percent of net sales reflects efficiencies in the Company's fulfillment network and lower shipped sales volume.
de-emphasised Important Information Regarding Non-GAAP Financial Measures The detailed cautionary language previously included—which warned that excluded items could be significant, that amounts from licensed sales are limited to commissions, and that calculation methods may differ significantly from other companies—has been entirely removed from the current disclosure.
FY 2025 Q3 10-Q Removed
Important Information Regarding Non-GAAP Financial Measures The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, management believes that certain non-GAAP financial measures provide users of the Company's financial information with additional useful information in evaluating operating performance. Management believes that providing supplemental changes in comparable sales on an owned-plus-licensed basis and an owned-plus-licensed-plus-marketplace basis, which includes the impact of growth in comparable sales of departments licensed to third parties and marketplace sales, as applicable, assists in evaluating the Company's ability to generate sales growth, whether through owned businesses, departments licensed to third parties or marketplace sales, on a comparable basis, and in evaluating the impact of changes in the manner in which certain departments are operated. Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP financial measure which the Company believes provides meaningful information about its operational efficiency by excluding the impact of changes in tax law and structure, debt levels and capital investment. In addition, management believes that excluding certain items that are not associated with the Company's core operations and that may vary substantially in frequency and magnitude from period-to-period from net income (loss), diluted earnings (loss) per share and EBITDA provide useful supplemental measures that assist in evaluating the Company's ability to generate earnings and leverage sales, respectively, and to more readily compare these metrics between past and future periods. Management also believes that EBITDA and Adjusted EBITDA are frequently used by investors and securities analysts in their evaluations of companies, and that such supplemental measures facilitate comparisons between companies that have different capital and financing structures and/or tax rates. The Company uses certain non-GAAP financial measures as performance measures for components of executive compensation. Non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the Company's financial results prepared in accordance with GAAP. Certain of the items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the Company's financial position, results of operations or cash flows and should therefore be considered in assessing the Company's actual and future financial condition and performance. Additionally, the amounts received by the Company on account of sales of departments licensed to third parties and marketplace sales are limited to commissions received on such sales. The methods used by the Company to calculate its non-GAAP financial measures may differ significantly from methods used by other companies to compute similar measures. As a result, any non-GAAP financial measures presented herein may not be comparable to similar measures provided by other companies. 25
FY 2025 Q4 10-Q Added
Important Information Regarding Non-GAAP Financial Measures The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, management believes that certain non-GAAP financial measures provide users of the Company's financial information with additional useful information in evaluating operating performance. Management believes that providing supplemental changes in comparable sales on an owned-plus-licensed basis and an owned-plus-licensed-plus-marketplace basis, which includes the impact of growth in comparable sales of departments licensed to third parties and marketplace sales, as applicable, assists in evaluating the Company's ability to generate sales growth, whether through owned businesses, departments licensed to third parties or marketplace sales, on a comparable basis, and in evaluating the impact of changes in the manner in which certain departments are operated. Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP financial measure which the Company believes provides meaningful information about its operational efficiency by excluding the impact of changes in tax law and structure, debt levels and capital investment. In addition, management believes that excluding certain items that are not associated with the Company's core operations and that may vary substantially in frequency and magnitude from period-to-period from net income (loss), diluted earnings (loss) per share and EBITDA provide useful supplemental measures that assist in evaluating the Company's ability to generate earnings and leverage sales, respectively, and to more readily compare these metrics between past and future periods. Management also believes that EBITDA and Adjusted EBITDA are frequently used by investors and securities analysts in their evaluations of companies, and that such supplemental measures facilitate comparisons between companies that have different capital and financing structures and/or tax rates. The Company uses certain non-GAAP financial measures as performance measures for components of executive compensation. 30
de-emphasised •Company's nameplate highlights include: The disclosure regarding Non-First 50 go-forward locations comparable sales was removed entirely in the current period. Overall, all reported declines for Macy's comparable sales and go-forward business comparable sales were significantly reduced across both owned and owned-plus-licensed metrics.
FY 2025 Q3 10-Q Removed
•Company's nameplate highlights include: ◦Macy's comparable sales declined 4.5% on an owned basis and declined 3.6% on an owned-plus-licensed-plus-marketplace basis. ▪Go-forward business comparable sales, inclusive of Macy's go-forward locations and digital, declined 4.3% on an owned basis and declined 3.3% on an owned-plus-licensed-plus-marketplace basis. Go-forward locations comparable sales declined 2.4% on an owned basis and declined 2.3% on an owned-plus-licensed basis. •First 50 locations comparable sales, included within go-forward locations comparable sales, increased 0.8% on an owned basis and increased 1.0% on an owned-plus-licensed basis. •Non-First 50 go-forward locations comparable sales, included within go-forward locations comparable sales, declined 3.8% on an owned basis and declined 3.7% on an owned-plus-licensed basis.
FY 2025 Q4 10-Q Added
•Company's nameplate highlights include: ◦Macy's comparable sales declined 3.0% on an owned basis and declined 2.2% on an owned-plus-licensed-plus-marketplace basis. Macy's go-forward business comparable sales, inclusive of Macy's go-forward locations and digital, declined 2.6% on an owned basis and declined 1.8% on an owned-plus-licensed-plus-marketplace basis. •First 50 locations comparable sales, included within go-forward locations comparable sales, increased 1.9% on an owned basis and on an owned-plus-licensed basis.
de-emphasised Impact of departments licensed to third parties and marketplace sales (Note 2)0.9 % The decrease in comparable sales on an owned basis improved significantly, narrowing from (4.0%) to (2.4%); additionally, the overall decrease on an owned-plus-licensed-plus-marketplace basis slightly narrowed from (1.8%) to (1.6%).
FY 2025 Q3 10-Q Removed
26 Weeks Ended July 29, 2023 vs. 26 Weeks Ended July 30, 2022 Macy's, Inc. Decrease in comparable sales on an owned basis (Note 1)(8.2 %)(8.1 %) Impact of departments licensed to third parties and marketplace sales (Note 2)0.9 %0.9 %
FY 2025 Q4 10-Q Added
39 Weeks Ended October 28, 2023 Macy's, Inc. Decrease in comparable sales on an owned basis (Note 1)(2.5 %) Impact of departments licensed to third parties and marketplace sales (Note 2)0.9 %
reworded Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
FY 2025 Q3 10-Q Removed
Table of Contents MACY'S, INC. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations For purposes of the following discussion, all references to "second quarter of 2024" and "second quarter of 2023" are to the Company's 13-week fiscal periods ended August 3, 2024 and July 29, 2023, respectively. References to the "first half of 2024" or "2024" and the "first half of 2023" or "2023" are to the Company's 26-week fiscal periods ended August 3, 2024 and July 29, 2023, respectively. The following discussion should be read in conjunction with the Consolidated Financial Statements and the related notes included elsewhere in this report, as well as the financial and other information included in the 2023 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could materially differ from those discussed in these forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report (particularly in "Risk Factors" and in "Forward-Looking Statements") and in the 2023 10-K (particularly in "Risk Factors" and in "Forward-Looking Statements"). This discussion includes Non-GAAP financial measures. For information about these measures, see the disclosure under the caption "Important Information Regarding Non-GAAP Financial Measures".
FY 2025 Q4 10-Q Added
Table of Contents MACY'S, INC. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations For purposes of the following discussion, all references to "third quarter of 2024" and "third quarter of 2023" are to the Company's 13-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively. References to "2024" and "2023" are to the Company's 39-week fiscal periods ended November 2, 2024 and October 28, 2023, respectively. The following discussion should be read in conjunction with the Consolidated Financial Statements and the related notes included elsewhere in this report, as well as the financial and other information included in the 2023 10-K. The following discussion contains forward-looking statements that reflect the Company's plans, estimates and beliefs. The Company's actual results could materially differ from those discussed in these forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report (particularly in "Risk Factors" and in "Forward-Looking Statements") and in the 2023 10-K (particularly in "Risk Factors" and in "Forward-Looking Statements"). This discussion includes Non-GAAP financial measures. For information about these measures, see the disclosure under the caption "Important Information Regarding Non-GAAP Financial Measures".
reworded Macy's Media Network, net41 0.9 %36 0.7 %
FY 2025 Q3 10-Q Removed
MACY'S, INC. Second Quarter of 2024Second Quarter of 2023 $% to Net Sales$% to Net Sales Credit card revenues, net$125 2.5 %$120 2.3 % Macy's Media Network, net34 0.7 %30 0.6 %
FY 2025 Q4 10-Q Added
MACY'S, INC. Third Quarter of 2024Third Quarter of 2023 $% to Net Sales$% to Net Sales Credit card revenues, net$120 2.5 %$142 2.9 % Macy's Media Network, net41 0.9 %36 0.7 %
reworded As a percent to total revenue42.1 %40.5 %
FY 2025 Q3 10-Q Removed
Second Quarter of 2024Second Quarter of 2023 SG&A expenses$(1,973)$(1,980) As a percent to total revenue38.7 %37.5 % SG&A expenses decreased $7 million, or 0.4%, in the second quarter of 2024 compared to the second quarter of 2023 due to the Company's appropriate cost controls while it protected customer-facing investments, particularly in First 50 locations. The increase in SG&A expenses as a percent to total revenue in the second quarter of 2024 was due to a decline in total revenue, mainly net sales, compared to the second quarter of 2023.
FY 2025 Q4 10-Q Added
Third Quarter of 2024Third Quarter of 2023 SG&A expenses$(2,064)$(2,040) As a percent to total revenue42.1 %40.5 % SG&A expenses increased $24 million, or 1.2%, in the third quarter of 2024 compared to the third quarter of 2023 primarily due to strategic customer-facing investments, partially offset by a disciplined approach to cost controls. The increase in SG&A expenses as a percent to total revenue in the third quarter of 2024 was due to a decline in total revenue, mainly net sales, compared to the third quarter of 2023.
reworded Net interest expense$(32)$(35)
FY 2025 Q3 10-Q Removed
Second Quarter of 2024Second Quarter of 2023 Net interest expense$(31)$(36) The decrease in net interest expense in the second quarter of 2024 compared to the second quarter of 2023 was primarily driven by an increase in interest income on investments. 20
FY 2025 Q4 10-Q Added
Third Quarter of 2024Third Quarter of 2023 Net interest expense$(32)$(35) The decrease in net interest expense in the third quarter of 2024 compared to the third quarter of 2023 was primarily driven by an increase in interest income on investments.
reworded Amount% to Net Sales% to Total RevenueAmount% to Net Sales% to Total Revenue
FY 2025 Q3 10-Q Removed
Comparison of the 26 Weeks Ended August 3, 2024 and July 29, 2023 26 Weeks Ended August 3, 202426 Weeks Ended July 29, 2023 Amount% to Net Sales% to Total RevenueAmount% to Net Sales% to Total Revenue
FY 2025 Q4 10-Q Added
Comparison of the 39 Weeks Ended November 2, 2024 and October 28, 2023 39 Weeks Ended November 2, 202439 Weeks Ended October 28, 2023 Amount% to Net Sales% to Total RevenueAmount% to Net Sales% to Total Revenue
reworded Impairment, restructuring and other benefits (costs)5 - %(21)(0.1)%
FY 2025 Q3 10-Q Removed
Selling, general and administrative expenses(1,973)(38.7)%(1,980)(37.5)% Gains on sale of real estate36 0.7 %4 0.1 % Impairment, restructuring and other benefits (costs)1 - %(4)(0.1)%
FY 2025 Q4 10-Q Added
Selling, general and administrative expenses(5,948)(39.7)%(5,970)(38.5)% Gains on sale of real estate103 0.7 %20 0.1 % Impairment, restructuring and other benefits (costs)5 - %(21)(0.1)%
reworded §7.29
FY 2025 Q3 10-Q Removed
Decrease in comparable sales(4.0)%(8.2)% Supplemental Non-GAAP Financial Measures Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis(3.3)%(7.3)%
FY 2025 Q4 10-Q Added
Decrease in comparable sales(2.5)%(7.7)% Supplemental Non-GAAP Financial Measures Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis(1.6)%(6.9)%
reworded Adjusted EBITDA$1,074 $1,146
FY 2025 Q3 10-Q Removed
Adjusted diluted earnings per share$0.53 $0.26 EBITDA$439 $221 Adjusted EBITDA$438 $347 2 Gross margin is not directly comparable to the prior year given the change in inventory valuation method from LIFO RIM to LIFO cost on February 4, 2024. Gross margin is defined as net sales less cost of sales. See pages 25 to 28 for reconciliations of the supplemental non-GAAP financial measures to their most comparable GAAP financial measure and for other important information.
FY 2025 Q4 10-Q Added
Adjusted diluted earnings per share$0.84 $1.02 EBITDA$1,079 $996 Adjusted EBITDA$1,074 $1,146 (a) Gross margin is not directly comparable to the prior year given the change in inventory valuation method from LIFO RIM to LIFO cost on February 4, 2024. Gross margin is defined as net sales less cost of sales. See pages 30 to 33 for reconciliations of the supplemental non-GAAP financial measures to their most comparable GAAP financial measure and for other important information. 26
reworded Other revenue$474 3.3 %$519 3.5 %
FY 2025 Q3 10-Q Removed
MACY'S, INC. 20242023 $% to Net Sales$% to Net Sales Credit card revenues, net$242 2.5 %$282 2.8 % Macy's Media Network, net71 0.7 %59 0.6 % Other revenue$313 3.2 %$341 3.4 % The decrease in other revenues was driven by a $40 million decrease in credit card revenues. This decrease was primarily driven by higher net credit losses as compared to 2023. Macy's Media Network grew $12 million, or 20%, compared to 2023, due to increased vendor engagement and higher advertiser and campaign counts.
FY 2025 Q4 10-Q Added
20242023 $% to Net Sales$% to Net Sales Credit card revenues, net$362 2.5 %$424 2.8 % Macy's Media Network, net112 0.8 %95 0.6 % Other revenue$474 3.3 %$519 3.5 % The decrease in other revenues was driven by a $62 million decrease in credit card revenues. This decrease was primarily driven by higher net credit losses as compared to 2023. Macy's Media Network grew $17 million, or 18%, compared to 2023, due to increased vendor engagement and higher advertiser and campaign counts.
reworded Capital Allocation
FY 2025 Q3 10-Q Removed
Capital Allocation The Company's capital allocation goals include maintaining a healthy balance sheet and investment-grade credit metrics, followed by investing in growth initiatives and returning capital to shareholders through predictable dividends and share repurchases with excess cash. The Company ended the second quarter of 2024 with a cash and cash equivalents balance of $646 million, an increase of $208 million from $438 million at the end of the second quarter of 2023. The Company is party to an ABL Credit Facility with certain financial institutions providing for a $3,000 million asset-based credit facility.
FY 2025 Q4 10-Q Added
Capital Allocation The Company's capital allocation goals include maintaining a healthy balance sheet and investment-grade credit metrics, followed by investing in growth initiatives and returning capital to shareholders through predictable dividends and share repurchases with excess cash. The Company ended the third quarter of 2024 with a cash and cash equivalents balance of $315 million, a decrease of $49 million from $364 million at the end of the third quarter of 2023. The Company is party to an ABL Credit Facility with certain financial institutions providing for a $3,000 million asset-based credit facility.
reworded Investing Activities
FY 2025 Q3 10-Q Removed
Investing Activities The Company's capital expenditures were $432 million in the first half of 2024 compared to $564 million in the first half of 2023. Capital expenditures in the current year are primarily focused on digital and technology investments as well as omni-channel capabilities.
FY 2025 Q4 10-Q Added
Investing Activities The Company's capital expenditures were $649 million in 2024 compared to $749 million in 2023. Capital expenditures in the current year are primarily focused on digital and technology investments as well as omni-channel capabilities. 28
reworded The Company paid dividends totaling $144 million and $135 million in 2024 and 2023, respectively.
FY 2025 Q3 10-Q Removed
Financing Activities Dividends The Company paid dividends totaling $96 million and $90 million in the first half of 2024 and 2023, respectively. On August 23, 2024, the Company announced that its Board of Directors declared a regular quarterly dividend of 17.37 cents per share on its common stock, which will be paid on October 1, 2024, to Macy's shareholders of record at the close of business on September 13, 2024. Subsequent dividends will be subject to approval of the Board of Directors, which will depend on market and other conditions. 23
FY 2025 Q4 10-Q Added
MACY'S, INC. Financing Activities Dividends The Company paid dividends totaling $144 million and $135 million in 2024 and 2023, respectively. On October 25, 2024, the Company announced that its Board of Directors declared a regular quarterly dividend of 17.37 cents per share on its common stock, which will be paid on January 2, 2025, to Macy's shareholders of record at the close of business on December 13, 2024. Subsequent dividends will be subject to approval of the Board of Directors, which will depend on market and other conditions.
reworded Stock Repurchases
FY 2025 Q3 10-Q Removed
MACY'S, INC. Stock Repurchases On February 22, 2022, the Board of Directors authorized a new $2,000 million share repurchase program, which does not have an expiration date. During the first quarter of 2023, the Company repurchased approximately 1.4 million shares of its common stock at an average cost of $17.57 per share on the open market under its share repurchase program. The Company did not repurchase any shares of its common stock during the first half of 2024. As of August 3, 2024, $1,375 million remained available under the authorization. Repurchases may be made from time to time in the open market or through privately negotiated transactions in accordance with applicable securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934, on terms determined by the Company. During the first half of 2023, the Company also withheld approximately $12 million of shares for tax purposes associated with the issuance of certain stock awards.
FY 2025 Q4 10-Q Added
Stock Repurchases On February 22, 2022, the Board of Directors authorized a new $2,000 million share repurchase program, which does not have an expiration date. During the first quarter of 2023, the Company repurchased approximately 1.4 million shares of its common stock at an average cost of $17.57 per share on the open market under its share repurchase program. The Company did not repurchase any shares of its common stock during 2024. As of November 2, 2024, $1,375 million remained available under the authorization. Repurchases may be made from time to time in the open market or through privately negotiated transactions in accordance with applicable securities laws, including Rule 10b-18 under the Securities Exchange Act of 1934, on terms determined by the Company. During the first quarter of 2023, the Company also withheld approximately $12 million of shares for tax purposes associated with the issuance of certain stock awards.
reworded Contractual Obligations
FY 2025 Q3 10-Q Removed
Contractual Obligations As of August 3, 2024, other than the financing transactions discussed in Note 4 to the accompanying Consolidated Financial Statements, there were no material changes to the Company's contractual obligations and commitments outside the ordinary course of business since February 3, 2024, as reported in the Company's 2023 Form 10-K.
FY 2025 Q4 10-Q Added
Contractual Obligations As of November 2, 2024, other than the financing transactions discussed in Note 4 to the accompanying Consolidated Financial Statements, there were no material changes to the Company's contractual obligations and commitments outside the ordinary course of business since February 3, 2024, as reported in the Company's 2023 Form 10-K.
reworded Guarantor Summarized Financial Information
FY 2025 Q3 10-Q Removed
Guarantor Summarized Financial Information The Company had $3,007 million aggregate principal amount of senior unsecured notes and senior unsecured debentures (collectively the "Unsecured Notes") outstanding as of both August 3, 2024 and February 3, 2024 with maturities ranging from 2025 to 2043. The Unsecured Notes constitute debt obligations of Macy's Retail Holdings, LLC ("MRH" or "Subsidiary Issuer"), a 100%-owned subsidiary of Macy's, Inc. ("Parent" and together with the "Subsidiary Issuer," the "Obligor Group"), and are fully and unconditionally guaranteed on a senior unsecured basis by Parent. The Unsecured Notes rank equally in right of payment with all of the Company's existing and future senior unsecured obligations, senior to any of the Company's future subordinated indebtedness, and are structurally subordinated to all existing and future obligations of each of the Company's subsidiaries that do not guarantee the Unsecured Notes. Holders of the Company's secured indebtedness, including any borrowings under the ABL Credit Facility, will have a priority claim on the assets that secure such secured indebtedness; therefore, the Unsecured Notes and the related guarantees are effectively subordinated to all of the Subsidiary Issuer's and Parent and their subsidiaries' existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness. The following tables include combined financial information of the Obligor Group. Investments in subsidiaries of $9,616 million and $9,423 million as of August 3, 2024 and February 3, 2024, respectively, have been excluded from the Summarized Balance Sheets. Equity in earnings of non-Guarantor subsidiaries of $439 million and $794 million for the 13 and 26 weeks ended August 3, 2024, respectively, have been excluded from the Summarized Statement of Operations. The combined financial information of the Obligor Group is presented on a combined basis with intercompany balances and transactions within the Obligor Group eliminated.
FY 2025 Q4 10-Q Added
Guarantor Summarized Financial Information The Company had $2,786 million aggregate principal amount of senior unsecured notes and senior unsecured debentures (collectively the "Unsecured Notes") outstanding as of both November 2, 2024 and February 3, 2024 with maturities ranging from 2025 to 2043. The Unsecured Notes constitute debt obligations of Macy's Retail Holdings, LLC ("MRH" or "Subsidiary Issuer"), a 100%-owned subsidiary of Macy's, Inc. ("Parent" and together with the "Subsidiary Issuer," the "Obligor Group"), and are fully and unconditionally guaranteed on a senior unsecured basis by Parent. The Unsecured Notes rank equally in right of payment with all of the Company's existing and future senior unsecured obligations, senior to any of the Company's future subordinated indebtedness, and are structurally subordinated to all existing and future obligations of each of the Company's subsidiaries that do not guarantee the Unsecured Notes. Holders of the Company's secured indebtedness, including any borrowings under the ABL Credit Facility, will have a priority claim on the assets that secure such secured indebtedness; therefore, the Unsecured Notes and the related guarantees are effectively subordinated to all of the Subsidiary Issuer's and Parent and their subsidiaries' existing and future secured indebtedness to the extent of the value of the collateral securing such indebtedness. The following tables include combined financial information of the Obligor Group. Investments in subsidiaries of $9,837 million and $9,423 million as of November 2, 2024 and February 3, 2024, respectively, have been excluded from the Summarized Balance Sheets. Equity in earnings of non-Guarantor subsidiaries of $344 million and $1,138 million for the 13 and 39 weeks ended November 2, 2024, respectively, have been excluded from the Summarized Statement of Operations. The combined financial information of the Obligor Group is presented on a combined basis with intercompany balances and transactions within the Obligor Group eliminated. 29
reworded (a)Includes net amounts due to non-Guarantor subsidiaries of $5,188 million and $6,784 million as of November 2, 2024 and February 3, 2024, respectively.
FY 2025 Q3 10-Q Removed
Current Liabilities$2,190 $1,800 Noncurrent Liabilities (a)10,199 10,654 (a)Includes net amounts due to non-Guarantor subsidiaries of $3,992 million and $6,784 million as of August 3, 2024 and February 3, 2024, respectively. 24
FY 2025 Q4 10-Q Added
LIABILITIES Current Liabilities$1,754 $1,800 Noncurrent Liabilities (a)11,222 10,654 (a)Includes net amounts due to non-Guarantor subsidiaries of $5,188 million and $6,784 million as of November 2, 2024 and February 3, 2024, respectively.
reworded (a)Income pertains to transactions with ABL Borrower, a non-Guarantor subsidiary.
FY 2025 Q3 10-Q Removed
Other revenue35 70 Cost of sales(101)(198) Operating loss(328)(655) Loss before income taxes (b)(234)(526) Net loss(135)(333) (a)Income pertains to transactions with ABL Borrower, a non-Guarantor subsidiary.
FY 2025 Q4 10-Q Added
Other revenue42 112 Cost of sales(80)(278) Operating loss(379)(1,034) Loss before income taxes (b)(318)(844) Net loss(193)(526) (a)Income pertains to transactions with ABL Borrower, a non-Guarantor subsidiary.
reworded (b)Includes $124 million and $373 million of dividend income from non-Guarantor subsidiaries for the 13 and 39 weeks ended November 2, 2024, respectively.
FY 2025 Q3 10-Q Removed
(b)Includes $154 million and $249 million of dividend income from non-Guarantor subsidiaries for the 13 and 26 weeks ended August 3, 2024, respectively.
FY 2025 Q4 10-Q Added
(b)Includes $124 million and $373 million of dividend income from non-Guarantor subsidiaries for the 13 and 39 weeks ended November 2, 2024, respectively.
reworded Macy's, Inc. go-forward businessMacy's go-forward businessBloomingdale's (a)Bluemercury
FY 2025 Q3 10-Q Removed
13 Weeks Ended August 3, 2024 vs. 13 Weeks Ended July 29, 2023 Macy's, Inc. go-forward businessMacy's go-forward businessBloomingdale's (a)Bluemercury
FY 2025 Q4 10-Q Added
13 Weeks Ended November 2, 2024 vs. 13 Weeks Ended October 28, 2023 Macy's, Inc. go-forward businessMacy's go-forward businessBloomingdale's (a)Bluemercury
reworded (a) Bloomingdale's excludes one non-go-forward location.
FY 2025 Q3 10-Q Removed
Increase (decrease) in comparable sales on an owned-plus-licensed-plus-marketplace basis(3.0 %)(3.3 %)(1.4 %)2.0 % (a) Bloomingdale's excludes one non-go-forward location.
FY 2025 Q4 10-Q Added
Increase (decrease) in comparable sales on an owned-plus-licensed-plus-marketplace basis(0.9 %)(1.8 %)3.2 %3.3 % (a) Bloomingdale's excludes one non-go-forward location.
reworded Notes:
FY 2025 Q3 10-Q Removed
Decrease in comparable sales on an owned-plus-licensed-plus-marketplace basis(7.3 %)(7.2 %) Notes: (1)Represents the period-to-period percentage change in net sales from stores in operation for one full fiscal year for the 13 and 26 weeks ended August 3, 2024 and July 29, 2023. Such calculation includes all digital sales and excludes commissions from departments licensed to third parties and marketplace. Stores impacted by a natural disaster or undergoing significant expansion or shrinkage remain in the comparable sales calculation unless the store, or material portion of the store, is closed for a significant period of time. Definitions and calculations of comparable sales may differ among companies in the retail industry. (2)Represents the impact of including the sales of departments licensed to third parties occurring in stores in operation throughout the year presented and the immediately preceding year and all online sales, including marketplace sales, in the calculation of comparable sales. Macy's and Bloomingdale's license third parties to operate certain departments in their stores and online, including Macy's and Bloomingdale's digital Marketplace, and receive commissions from these third parties based on a percentage of their net sales, while Bluemercury does not participate in licensed or marketplace businesses. In its financial statements prepared in conformity with GAAP, the Company includes these commissions (rather than sales of the departments licensed to third parties and marketplace) in its net sales. The Company does not, however, include any amounts in respect of licensed department or marketplace sales (or any commissions earned on such sales) in its comparable sales in accordance with GAAP (i.e., on an owned basis). The amounts of commissions earned on sales of departments licensed to third parties and from the digital marketplace are not material to its net sales for the periods presented.
FY 2025 Q4 10-Q Added
Notes: (1)Represents the period-to-period percentage change in net sales from stores in operation for one full fiscal year for the 13 and 39 weeks ended November 2, 2024 and October 28, 2023. Such calculation includes all digital sales and excludes commissions from departments licensed to third parties and marketplace. Stores impacted by a natural disaster or undergoing significant expansion or shrinkage remain in the comparable sales calculation unless the store, or material portion of the store, is closed for a significant period of time. Definitions and calculations of comparable sales may differ among companies in the retail industry. (2)Represents the impact of including the sales of departments licensed to third parties occurring in stores in operation throughout the year presented and the immediately preceding year and all online sales, including marketplace sales, in the calculation of comparable sales. Macy's and Bloomingdale's license third parties to operate certain departments in their stores and online, including Macy's and Bloomingdale's digital Marketplace, and receive commissions from these third parties based on a percentage of their net sales, while Bluemercury does not participate in licensed or marketplace businesses. In its financial statements prepared in conformity with GAAP, the Company includes these commissions (rather than sales of the departments licensed to third parties and marketplace) in its net sales. The Company does not, however, include any amounts in respect of licensed department or marketplace sales (or any commissions earned on such sales) in its comparable sales in accordance with GAAP (i.e., on an owned basis). The amounts of commissions earned on sales of departments licensed to third parties and from the digital marketplace are not material to its net sales for the periods presented. 32
reworded EBITDA and Adjusted EBITDA
FY 2025 Q3 10-Q Removed
EBITDA and Adjusted EBITDA The following is a tabular reconciliation of the non-GAAP financial measure EBITDA and Adjusted EBITDA to GAAP net income (loss), which the Company believes to be the most directly comparable GAAP measure.
FY 2025 Q4 10-Q Added
MACY'S, INC. EBITDA and Adjusted EBITDA The following is a tabular reconciliation of the non-GAAP financial measure EBITDA and Adjusted EBITDA to GAAP net income, which the Company believes to be the most directly comparable GAAP measure.
reworded (millions, except per share figures)
FY 2025 Q3 10-Q Removed
13 Weeks Ended August 3, 202413 Weeks Ended July 29, 2023 Net Income DilutedEarningsPer ShareNet Income (Loss)DilutedEarnings (Loss)Per Share (millions, except per share figures)
FY 2025 Q4 10-Q Added
13 Weeks Ended November 2, 202413 Weeks Ended October 28, 20231 Net Income DilutedEarningsPer ShareNet IncomeDilutedEarningsPer Share (millions, except per share figures)