Pay versus Performance

Pay versus Performance Table

The following table sets forth additional compensation information of our Principal Executive Officer (PEO) and our non-PEO Named Executive Officers (NEOs), along with Total Shareholder Return (TSR), Net Income (Loss), and Net Sales performance results for our Fiscal 2025, 2024, 2023, 2022, and 2021:

 

Value of Initial Fixed $100

Average

Investment

Summary

Average

Based on:

Summary

Compensation

Peer Group

Compensation

Actually Paid to

Table Total for

Actually Paid to

Total

Net

Table Total for

Actually Paid to

Second

Non-PEO

Shareholder

Income

Net

First PEO

Second PEO

First PEO ⁽²⁾⁽³⁾

PEO ^{(2) (3)}

NEOs

NEOs ^{(2) (3)}

Return ⁽⁴⁾

Return ⁽⁵⁾

(Loss) ⁽⁶⁾

Sales ^{(6) (7)}

Year ⁽¹⁾

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

 

($)

2025

9,582,736

9,044,466

(16,934,429)

⁽⁸⁾

13,314,442

⁽⁸⁾

5,059,032

5,160,493

⁽⁸⁾

53.59

164.12

272

14,775

2024

11,036,800

20,907,736

(1,152,491)

⁽⁹⁾

21,424,896

⁽⁹⁾

3,147,860

(426,140)

⁽⁹⁾

38.90

161.20

109

15,385

2023

8,962,889

N/A

9,769,583

⁽¹⁰⁾

N/A

5,883,271

6,169,062

⁽¹⁰⁾

70.25

123.16

317

16,586

2022

9,034,094

4,427,865

(57,026,989)

⁽¹¹⁾

4,710,588

⁽¹¹⁾

3,420,060

(3,655,769)

⁽¹¹⁾

76.90

87.69

(19)

17,161

2021

12,924,834

N/A

34,227,502

⁽¹²⁾

N/A

4,016,239

8,475,219

⁽¹²⁾

139.02

105.90

938

18,471

(1)

Named Executive Officers included in the above table reflect the following:



Year	PEO #1	PEO #2	Non-PEOs
2025	Mr. Buchanan	Mr. Bender	Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Raymond
2024	Mr. Kingsbury	Mr. Buchanan	Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Mc Feeney
2023	Mr. Kingsbury	N/A	Ms. Timm, Mr. Hand, Mr. Jones, Ms. Kent, and Mr. Alves
2022	Ms. Gass	Mr. Kingsbury	Ms. Timm, Mr. Chini, Ms. Mc Feeney, Ms. Raymond, Mr. Gaffney, and Mr. Revelle
2021	Ms. Gass	N/A	Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Gaffney

(2)

Fair value or change in fair value, as applicable, of equity awards in the “Compensation Actually Paid” columns was determined by reference to (a) for Restricted Stock Awards and Restricted Stock Units, closing stock price on applicable year-end date(s) or, in the case of vesting dates, the stock price at which the award vested; and (b) for Performance Share Units, the fair value calculated by a Monte Carlo simulation model as of the applicable year-end date(s) multiplied by the probability of achievement as of each such date.

(3)

For the portion of “Compensation Actually Paid” that is based on year-end stock prices, the following per share prices were used:



2025	2024	2023	2022	2021
$17.47	$13.21	$26.40	$31.49	$60.16

(4)

Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the applicable measurement period (assuming dividend reinvestment) and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. Cumulative TSR for each fiscal year assumes an investment of $100 at the beginning of the applicable measurement period.

(5)

Peer Group TSR reflects the Company’s 2025 peer group, which is the S&P 500 Consumer Discretionary Distribution & Retail Index, as reflected in our 2025 Annual Report on Form the 10-K, pursuant to Item 201(e) of Regulation S-K. The chart assumes an investment of $100 on January 30, 2021 and reinvestment of dividends. The calculations exclude trading commissions and taxes.

(6)

Dollars in Millions.

(7)

Net Sales is the financial performance measure that the Company believes to be the most important measure (that is not otherwise required to be disclosed in the table) it used in the most recent fiscal year to determine compensation.

(8)

For Fiscal 2025, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2025 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2025 Summary Compensation Table (SCT)		9,582,736		9,044,466		5,059,032
Less, Value of Stock Awards Reported in SCT		(9,000,005)		(3,775,003)		(2,024,998)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		—		7,925,828		1,779,643
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		—		415,789
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		—		119,151		(68,973)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		(17,517,160)		—		—
Total Adjustments		(26,517,165)		4,269,976		101,461
"Compensation Actually Paid" for Fiscal Year 2025		(16,934,429)		13,314,442		5,160,493

(9)

For Fiscal 2024, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2024 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2024 Summary Compensation Table (SCT)		11,036,800		20,907,736		3,147,860
Less, Value of Stock Awards Reported in SCT		(9,099,987)		(17,000,000)		(2,024,997)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		1,721,992		17,517,160		396,704
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		(4,811,296)		—		(1,758,077)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		—		—		(187,631)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—		—
Total Adjustments		(12,189,291)		517,160		(3,574,000)
"Compensation Actually Paid" for Fiscal Year 2024		(1,152,491)		21,424,896		(426,140)

(10)

For Fiscal 2023, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:




				Average
		First PEO		Non-PEO NEOs
Adjustments to Determine 2023 "Compensation Actually Paid”		($)		($)
Total Reported in 2023 Summary Compensation Table (SCT)		8,962,889		5,883,271 ^(a)
Less, Value of Stock Awards Reported in SCT		(4,699,989)		(3,194,999)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		5,938,380		3,248,521
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		(67,486)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		399,648
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		(431,697)		(99,893)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—
Total Adjustments		806,694		285,791
"Compensation Actually Paid" for Fiscal Year 2023		9,769,583		6,169,062

(11)

For Fiscal 2022, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2022 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2022 Summary Compensation Table (SCT)		9,034,094		4,427,865		3,420,060
Less, Value of Stock Awards Reported in SCT		(7,549,993)		(3,920,000)		(1,891,344)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		—		4,226,216		972,774
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		—		(2,905,529)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		67,135
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		143,079		(23,493)		(389,692)	^(a)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		(58,654,169)		—		(2,929,173)	^(a)
Total Adjustments		(66,061,083)		282,723		(7,075,829)
"Compensation Actually Paid" for Fiscal Year 2022		(57,026,989)		4,710,588		(3,655,769)

(12)

For Fiscal 2021, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



				Average
		First PEO		Non-PEO NEOs
Adjustments to Determine 2021 "Compensation Actually Paid”		($)		($)
Total Reported in 2021 Summary Compensation Table (SCT)		12,924,834		4,016,239
Less, Value of Stock Awards Reported in SCT		(7,250,011)		(1,375,046)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		14,444,589		2,739,579
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		12,179,438		2,675,545
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		1,928,652		418,902
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—
Total Adjustments		21,302,668		4,458,980
"Compensation Actually Paid" for Fiscal Year 2021		34,227,502		8,475,219

Named Executive Officers, Footnote

(1)

Named Executive Officers included in the above table reflect the following:



Year	PEO #1	PEO #2	Non-PEOs
2025	Mr. Buchanan	Mr. Bender	Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Raymond
2024	Mr. Kingsbury	Mr. Buchanan	Ms. Timm, Mr. Hand, Mr. Jones, and Ms. Mc Feeney
2023	Mr. Kingsbury	N/A	Ms. Timm, Mr. Hand, Mr. Jones, Ms. Kent, and Mr. Alves
2022	Ms. Gass	Mr. Kingsbury	Ms. Timm, Mr. Chini, Ms. Mc Feeney, Ms. Raymond, Mr. Gaffney, and Mr. Revelle
2021	Ms. Gass	N/A	Ms. Timm, Mr. Howe, Mr. Revelle, and Mr. Gaffney

Adjustment To PEO Compensation, Footnote

(8)

For Fiscal 2025, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2025 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2025 Summary Compensation Table (SCT)		9,582,736		9,044,466		5,059,032
Less, Value of Stock Awards Reported in SCT		(9,000,005)		(3,775,003)		(2,024,998)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		—		7,925,828		1,779,643
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		—		415,789
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		—		119,151		(68,973)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		(17,517,160)		—		—
Total Adjustments		(26,517,165)		4,269,976		101,461
"Compensation Actually Paid" for Fiscal Year 2025		(16,934,429)		13,314,442		5,160,493

(9)

For Fiscal 2024, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2024 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2024 Summary Compensation Table (SCT)		11,036,800		20,907,736		3,147,860
Less, Value of Stock Awards Reported in SCT		(9,099,987)		(17,000,000)		(2,024,997)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		1,721,992		17,517,160		396,704
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		(4,811,296)		—		(1,758,077)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		—		—		(187,631)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—		—
Total Adjustments		(12,189,291)		517,160		(3,574,000)
"Compensation Actually Paid" for Fiscal Year 2024		(1,152,491)		21,424,896		(426,140)

(10)

For Fiscal 2023, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:




				Average
		First PEO		Non-PEO NEOs
Adjustments to Determine 2023 "Compensation Actually Paid”		($)		($)
Total Reported in 2023 Summary Compensation Table (SCT)		8,962,889		5,883,271 ^(a)
Less, Value of Stock Awards Reported in SCT		(4,699,989)		(3,194,999)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		5,938,380		3,248,521
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		(67,486)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		399,648
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		(431,697)		(99,893)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—
Total Adjustments		806,694		285,791
"Compensation Actually Paid" for Fiscal Year 2023		9,769,583		6,169,062

(11)

For Fiscal 2022, “Compensation Actually Paid to First PEO,” “Compensation Actually Paid to Second PEO,” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



						Average
		First PEO		Second PEO		Non-PEO NEOs
Adjustments to Determine 2022 "Compensation Actually Paid”		($)		($)		($)
Total Reported in 2022 Summary Compensation Table (SCT)		9,034,094		4,427,865		3,420,060
Less, Value of Stock Awards Reported in SCT		(7,549,993)		(3,920,000)		(1,891,344)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		—		4,226,216		972,774
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		—		—		(2,905,529)
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—		67,135
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		143,079		(23,493)		(389,692)	^(a)
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		(58,654,169)		—		(2,929,173)	^(a)
Total Adjustments		(66,061,083)		282,723		(7,075,829)
"Compensation Actually Paid" for Fiscal Year 2022		(57,026,989)		4,710,588		(3,655,769)

(12)

For Fiscal 2021, “Compensation Actually Paid to First PEO” and the “Average Compensation Actually Paid to Non-PEO NEOs” reflects the following adjustments from total compensation reported in the Summary Compensation Table:



				Average
		First PEO		Non-PEO NEOs
Adjustments to Determine 2021 "Compensation Actually Paid”		($)		($)
Total Reported in 2021 Summary Compensation Table (SCT)		12,924,834		4,016,239
Less, Value of Stock Awards Reported in SCT		(7,250,011)		(1,375,046)
Plus, Year-End Value of Awards Granted in Fiscal Year that Are Unvested and Outstanding		14,444,589		2,739,579
Plus, Change in Fair Value of Prior Year Awards that Are Outstanding and Unvested		12,179,438		2,675,545
Plus, FMV of Awards Granted this Year and that Vested this Year		—		—
Plus, Change in Fair Value (from Prior Year-End) of Prior Year Awards that Vested this Year		1,928,652		418,902
Less, Prior Year Fair Value of Prior Year Awards that Failed to Vest this Year		—		—
Total Adjustments		21,302,668		4,458,980
"Compensation Actually Paid" for Fiscal Year 2021		34,227,502		8,475,219

Non-PEO NEO Average Compensation Actually Paid Amount

$ 5,160,493

(426,140)

6,169,062

(3,655,769)

8,475,219

Compensation Actually Paid vs. Total Shareholder Return

Compensation Actually Paid vs. Company Selected Measure

Tabular List, Table

Important Financial Performance Measures

The following unranked performance measures reflect the Company’s most important performance measures used to link executive compensation to company performance in 2025. These performance measures were used by the Compensation Committee to assess company performance and determine annual cash incentives and equity awards paid to our PEO and Non-PEO Named Executive Officers in Fiscal 2025. For further information regarding these performance measures, refer to the Compensation Discussion and Analysis section of this Proxy Statement.

Most Important Performance Measures for Fiscal 2025

●

Operating Margin

●

Merchandise Sales

●

Net Sales

Peer Group Total Shareholder Return Amount

164.12

161.2

123.16

87.69

105.9

Company Selected Measure Amount

14,775,000,000

15,385,000,000

16,586,000,000

17,161,000,000

18,471,000,000

Share Price

$ 17.47

$ 13.21

$ 26.4

$ 31.49

$ 60.16

Pay vs Performance Disclosure

Name

Merchandise Sales

Pay vs Performance Disclosure

Non-GAAP Measure Description

(7)

Net Sales is the financial performance measure that the Company believes to be the most important measure (that is not otherwise required to be disclosed in the table) it used in the most recent fiscal year to determine compensation.