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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 26, 2026
or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number: 001-35368
 
caprilogo2019a03.jpg
CAPRI HOLDINGS LIMITED
(Exact Name of Registrant as Specified in Its Charter)
British Virgin IslandsN/A
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
90 Whitfield Street
2nd Floor
London, United Kingdom
W1T 4EZ
(Address of principal executive offices)
(Registrant’s telephone number, including area code: 44 207 632 8600)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on which Registered
Ordinary Shares, no par valueCPRINew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 
☒Yes☐No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). 
☒Yes☐No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
☐Yes☒No
As of October 27, 2026, Capri Holdings Limited had 103,349,705 ordinary shares outstanding.



TABLE OF CONTENTS
 
Page
Number
Item 1.Financial Statements:
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 5.
Item 6.

2


Special Note on Forward-Looking Statements
This report contains statements which are, or may be deemed to be, “forward-looking statements.” Forward-looking statements are prospective in nature and are not based on historical facts, but rather on current expectations and projections of management of Capri Holdings Limited (“Capri” or the “Company”) about future events and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. All statements other than statements of historical facts included herein, may be forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “plans”, “believes”, “expects”, “intends”, “will”, “should”, “could”, “would”, “may”, “anticipates”, “might” or similar words or phrases, are forward-looking statements. These forward-looking statements are not guarantees of future financial performance. Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions, which could cause actual results to differ materially from those projected or implied in any forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, macroeconomic pressures and general uncertainty regarding the overall future economic environment; the imposition or threat of imposition of new or additional duties, tariffs or trade restrictions on the importation of our products; changes in fashion, consumer traffic and retail trends; fluctuations in demand for our products; loss of market share and increased competition; risks associated with operating in international markets and global sourcing activities, including foreign currency fluctuations; our ability to mitigate the effects of adverse foreign currency fluctuations through derivative and hedging programs; disruptions or delays in manufacturing or shipments; departure of key employees or failure to attract and retain highly qualified personnel; levels of cash flow and future availability of credit; Capri’s ability to successfully execute its growth strategies or cost reduction measures; the risk of cybersecurity threats and privacy or data security breaches; reductions in our wholesale channel; high consumer debt levels, recession and inflationary pressures and general economic, political, business or market conditions; the impact of epidemics, pandemics, disasters or catastrophes; extreme weather conditions and natural disasters; acts of war and other geopolitical conflicts; risks related to the pending federal securities law class action, as well as those risks that are set forth in Part II, Item 1A. “Risk Factors” and elsewhere in this report and in the Company’s Annual Report on Form 10-K for the fiscal year ended March 28, 2026. Any forward-looking statement in this report speaks only as of the date made and Capri disclaims any obligation to update or revise any forward-looking or other statements contained herein other than in accordance with legal and regulatory obligations.
3



PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In millions, except share data) (Unaudited)
September 26,
2026
March 28,
2026
Assets
Current assets
Cash and cash equivalents$125 $135 
Receivables, net223 211 
Inventories, net712 581 
Prepaid expenses and other current assets170 226 
Total current assets1,230 1,153 
Property and equipment, net356 371 
Operating lease right-of-use assets843 854 
Intangible assets, net547 562 
Goodwill201 202 
Other assets96 92 
Total assets$3,273 $3,234 
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable$396 $311 
Accrued payroll and payroll related expenses84 122 
Accrued income taxes45 23 
Short-term operating lease liabilities230 233 
Short-term debt19 14 
Accrued expenses and other current liabilities267 251 
Total current liabilities1,041 954 
Long-term operating lease liabilities814 830 
Deferred tax liabilities80 88 
Long-term debt442 343 
Other long-term liabilities826 935 
Total liabilities3,203 3,150 
Commitments and contingencies
Shareholders’ equity
Ordinary shares, no par value; 650,000,000 shares authorized; 230,314,415 shares issued and 103,349,507 outstanding at September 26, 2026; 229,042,390 shares issued and 115,175,268 outstanding at March 28, 2026
— — 
Treasury shares, at cost (126,964,908 shares at September 26, 2026 and 113,867,122 shares at March 28, 2026)
(5,747)(5,543)
Additional paid-in capital1,532 1,512 
Accumulated other comprehensive loss(250)(323)
Retained earnings4,530 4,434 
Total shareholders’ equity of Capri65 80 
Noncontrolling interest5 4 
Total shareholders’ equity70 84 
Total liabilities and shareholders’ equity$3,273 $3,234 

See accompanying notes to consolidated financial statements.
4


CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
(In millions, except share and per share data)
(Unaudited)
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Total revenue$809 $856 $1,578 $1,653 
Cost of goods sold297 334 566 629 
Gross profit512 522 1,012 1,024 
Selling, general and administrative expenses459 481 910 936 
Depreciation and amortization30 30 59 60 
Impairment of assets12 21 12 21 
Restructuring and other expense1 2 4 3 
Total operating expenses502 534 985 1,020 
Income (loss) from continuing operations10 (12)27 4 
Other income, net(3)— (6)(1)
Interest income, net(31)(17)(62)(35)
Foreign currency (gain) loss— 3 (1)(2)
Income from continuing operations before income taxes44 2 96 42 
Provision (benefit) for income taxes17 36 (1)20 
Net income (loss) from continuing operations27 (34)97 22 
Net income from discontinued operations, net of tax— 6 — 3 
Net income (loss)27 (28)97 25 
Less: Net income attributable to noncontrolling interest from continuing operations— — 1 — 
Net income (loss) attributable to Capri$27 $(28)$96 $25 
Weighted average ordinary shares outstanding:
Basic110,337,337 119,786,829 112,880,813 119,293,324 
Diluted110,361,808 119,786,829 113,200,518 119,653,017 
Net income (loss) per ordinary share attributable to Capri:
Basic from continuing operations$0.25 $(0.28)$0.85 $0.19 
Basic from discontinued operations— 0.06 — 0.03 
Basic per ordinary share$0.25 $(0.22)$0.85 $0.22 
Diluted from continuing operations$0.25 $(0.28)$0.85 $0.19 
Diluted from discontinued operations— 0.06 — 0.03 
Diluted per ordinary share$0.25 $(0.22)$0.85 $0.22 
Statements of Comprehensive Income (Loss):
Net income (loss)$27 $(28)$97 $25 
Foreign currency translation adjustments44 (40)72 (491)
Net (loss) gain on derivatives(1)3 1 1 
Comprehensive income (loss)70 (65)170 (465)
Less: Net income attributable to noncontrolling interest— — 1 — 
Comprehensive income (loss) attributable to Capri$70 $(65)$169 $(465)

See accompanying notes to consolidated financial statements.
5


CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(In millions, except share data which is in thousands)
(Unaudited)

Ordinary SharesAdditional
Paid-in
Capital
Treasury Shares
AOCI(1)
Retained
Earnings
Total Equity of CapriNon-controlling InterestTotal Equity
SharesAmountsSharesAmounts
Balance at June 27, 2026230,248 $— $1,525 (116,639)$(5,597)$(293)$4,503 $138 $5 $143 
Net income— — — — — — 27 27 — 27 
Other comprehensive income— — — — — 43 — 43 — 43 
Total comprehensive income— — — — — — — 70 — 70 
Vesting of restricted awards, net of forfeitures66 — — — — — — — — — 
Share-based compensation expense— — 7 — — — — 7 — 7 
Repurchase of ordinary shares— — — (10,326)(150)— — (150)— (150)
Balance at September 26, 2026230,314 $— $1,532 (126,965)$(5,747)$(250)$4,530 $65 $5 $70 

Ordinary SharesAdditional
Paid-in
Capital
Treasury Shares
AOCI(1)
Retained
Earnings
Total Equity of CapriNon-controlling InterestTotal Equity
SharesAmountsSharesAmounts
Balance at March 28, 2026229,042 $— $1,512 (113,867)$(5,543)$(323)$4,434 $80 $4 $84 
Net income — — — — — — 96 96 1 97 
Other comprehensive income— — — — — 73 — 73 — 73 
Total comprehensive income— — — — — — — 169 1 170 
Vesting of restricted awards, net of forfeitures1,272 — — — — — — — — — 
Share-based compensation expense— — 20 — — — — 20 — 20 
Repurchase of ordinary shares— — — (13,098)(204)— — (204)— (204)
Balance at September 26, 2026230,314 $— $1,532 (126,965)$(5,747)$(250)$4,530 $65 $5 $70 

(1)Accumulated other comprehensive (loss) income.


See accompanying notes to consolidated financial statements.











6


CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(In millions, except share data which is in thousands)
(Unaudited)

Ordinary SharesAdditional
Paid-in
Capital
Treasury Shares
AOCI(1)
Retained
Earnings
Total Equity of CapriNon-controlling InterestTotal Equity
SharesAmountsSharesAmounts
Balance at June 28, 2025228,886 $— $1,492 (109,846)$(5,463)$(396)$4,350 $(17)$4 $(13)
Net loss— — — — — — (28)(28)— (28)
Other comprehensive loss— — — — — (37)— (37)— (37)
Total comprehensive loss— — — — — — — (65)— (65)
Vesting of restricted awards, net of forfeitures44 — — — — — — — — — 
Share-based compensation expense— — 9 — — — — 9 — 9 
Repurchase of ordinary shares— — — (11)(1)— — (1)— (1)
Balance at September 27, 2025228,930 $— $1,501 (109,857)$(5,464)$(433)$4,322 $(74)$4 $(70)

Ordinary SharesAdditional
Paid-in
Capital
Treasury Shares
AOCI(1)
Retained
Earnings
Total Equity of CapriNon-controlling InterestTotal Equity
SharesAmountsSharesAmounts
Balance at March 29, 2025227,672 $— $1,476 (109,759)$(5,462)$57 $4,297 $368 $4 $372 
Net income — — — — — — 25 25 — 25 
Other comprehensive loss— — — — — (490)— (490)— (490)
Total comprehensive loss— — — — — — — (465)— (465)
Vesting of restricted awards, net of forfeitures1,258 — — — — — — — — — 
Share-based compensation expense— — 25 — — — — 25 — 25 
Repurchase of ordinary shares— — — (98)(2)— — (2)— (2)
Balance at September 27, 2025228,930 $— $1,501 (109,857)$(5,464)$(433)$4,322 $(74)$4 $(70)

(1)Accumulated other comprehensive (loss) income.


See accompanying notes to consolidated financial statements.
7


CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions) (Unaudited)
Six Months Ended
September 26,
2026
September 27,
2025
Cash flows from operating activities
Net income $97 $25 
Net income from discontinued operations, net of tax— 3 
Net income from continuing operations97 22 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization59 60 
Share-based compensation expense20 21 
Deferred income taxes(29)(17)
Impairment of assets12 21 
Changes to lease related balances, net(17)(33)
Foreign currency adjustments3 3 
Other non-cash adjustments3 3 
Change in assets and liabilities:
Receivables, net(13)1 
Inventories, net(129)(45)
Prepaid expenses and other current assets57 (42)
Accounts payable83 (17)
Accrued expenses and other current liabilities(22)17 
Other long-term assets and liabilities— (7)
Net cash provided by (used in) operating activities of continuing operations124 (13)
Net cash used in operating activities of discontinued operations— (47)
Net cash provided by (used in) operating activities124 (60)
Cash flows from investing activities
Capital expenditures(40)(26)
Net cash used in investing activities of continuing operations(40)(26)
Net cash used in investing activities of discontinued operations— (9)
Net cash used in investing activities(40)(35)
Cash flows from financing activities
Debt borrowings954 1,149 
Debt repayments(851)(960)
Debt issuance costs(4)— 
Repurchase of ordinary shares(204)(2)
Net cash (used in) provided by financing activities of continuing operations(105)187 
Net cash used in financing activities of discontinued operations— — 
Net cash (used in) provided by financing activities(105)187 
Effect of exchange rate changes on cash, cash equivalents and restricted cash12 (36)
Net (decrease) increase in cash, cash equivalents and restricted cash (9)56 
Beginning of period145 175 
End of period$136 $231 
Supplemental disclosures of cash flow information
Cash paid for interest$4 $29 
Net cash paid for income taxes $15 $77 
Supplemental disclosure of non-cash investing and financing activities
Accrued capital expenditures$9 $15 
Summary of cash, cash equivalents and restricted cash
Cash, cash equivalents and restricted cash of continuing operations, end of period$136 $130 
Cash, cash equivalents and restricted cash of discontinued operations, end of period— 101 
Cash, cash equivalents and restricted cash, end of period$136 $231 

See accompanying notes to consolidated financial statements.
8


CAPRI HOLDINGS LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Business and Basis of Presentation
The Company was incorporated in the British Virgin Islands on December 13, 2002 as Michael Kors Holdings Limited and changed its name to Capri Holdings Limited (“Capri”, and together with its subsidiaries, the “Company”) on December 31, 2018. The Company is a holding company that owns brands that are leading designers, marketers, distributors and retailers of branded women’s and men’s accessories, apparel and footwear bearing the Michael Kors and Jimmy Choo tradenames and related trademarks and logos. The Company operates in two reportable segments: Michael Kors and Jimmy Choo. Refer to Note 17 - “Segment Information” for additional information regarding the Company’s segments.
On April 10, 2025, the Company and Prada S.p.A. (“Prada”) entered into a Stock Purchase Agreement (the “Purchase Agreement”) whereby Prada agreed to acquire certain subsidiaries of the Company which operate the Company’s Versace business. As a result, the Company determined that the held for sale and discontinued operations criteria were met during the first quarter of Fiscal 2026 and the Company classified its results of operations and cash flows of the Versace business as discontinued operations in its consolidated statements of operations and comprehensive income (loss) and consolidated statements of cash flows for all periods presented. On December 2, 2025, the Company completed the sale of its Versace business. Unless otherwise noted, discussion within these notes to the consolidated interim financial statements relate to continuing operations. Refer to Note 3 - “Discontinued Operations” for further information.
The interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned or controlled subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The interim consolidated financial statements as of September 26, 2026 and for the three and six months ended September 26, 2026 and September 27, 2025 are unaudited. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The interim consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, necessary for a fair presentation in conformity with U.S. GAAP. The interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto for the year ended March 28, 2026, as filed with the Securities and Exchange Commission on May 27, 2026, in the Company’s Annual Report on Form 10-K. The results of operations for interim periods should not be considered indicative of results to be expected for the full fiscal year.
The Company utilizes a 52- to 53-week fiscal year and the term “Fiscal Year” or “Fiscal” refers to that 52-week or 53-week period. The results for the three and six months ended September 26, 2026 and September 27, 2025 are based on 13-week and 26-week periods, respectively. The Company’s Fiscal Year 2027 is a 53-week period ending April 3, 2027.
9


2. Summary of Significant Accounting Policies
Use of Estimates
The preparation of financial statements in accordance with U.S. GAAP requires management to use judgment and make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The level of uncertainty in estimates and assumptions increases with the length of time until the underlying transactions are completed. The most significant assumptions and estimates involved in preparing the financial statements include allowances for customer deductions, sales returns, credit losses, estimates of inventory net realizable value, the valuation of deferred taxes, goodwill, intangible assets, operating lease right-of-use assets and property and equipment, along with the estimated useful lives assigned to these assets. Actual results could differ from those estimates.
Seasonality
The Company experiences certain effects of seasonality with respect to its business. The Company generally experiences greater sales during its third fiscal quarter, primarily driven by holiday season sales.
U.S. Import Tariffs
On February 20, 2026, the U.S. Supreme Court ruled that the International Emergency Economic Powers Act (“IEEPA”) does not provide the U.S. executive branch of government the authority to impose import tariffs, which invalidated the IEEPA tariffs imposed in April of 2025. Following the Supreme Court’s decision, the U.S. Court of International Trade (“CIT”) ordered the United States Customs and Border Protection (“CBP”) to begin providing refunds to all importers of record whose entries were subject to the IEEPA tariffs. On April 20, 2026, the CBP launched its Consolidated Administration and Processing of Entries (“CAPE”) system intended to automate and expedite the refund of the IEEPA tariffs.
As of March 28, 2026, the Company accounted for the IEEPA tariff refunds pursuant to ASC 410-30, Environmental Obligations, as the Company intends to recover the full amount of IEEPA tariffs paid and recorded a $65 million IEEPA tariff refund receivable within prepaid expenses and other current assets on the consolidated balance sheet. The Company continues to receive IEEPA tariff refunds from the CBP and approximately $7 million of receivables remain outstanding as of September 26, 2026. The Company expects to collect the remaining IEEPA tariff refund receivable in full.
Cash, Cash Equivalents and Restricted Cash
All highly liquid investments with original maturities of three months or less are considered to be cash equivalents. Included in the Company’s cash and cash equivalents as of both September 26, 2026 and March 28, 2026 were credit card receivables of $19 million and $18 million, respectively, which generally settle within two to three business days.
A reconciliation of cash, cash equivalents and restricted cash as of September 26, 2026 and March 28, 2026 from the consolidated balance sheets to the consolidated statements of cash flows is as follows (in millions):
September 26,
2026
March 28,
2026
Reconciliation of cash, cash equivalents and restricted cash:
Cash and cash equivalents$125 $135 
Restricted cash included within prepaid expenses and other current assets11 10 
Total cash, cash equivalents and restricted cash shown on the consolidated statements of cash flows from continuing operations$136 $145 
Inventories
Inventories primarily consist of finished goods with the exception of raw materials and work in process. The combined total of raw materials and work in process recorded on the Company’s consolidated balance sheets was $17 million and $20 million as of September 26, 2026 and March 28, 2026, respectively.
10


Derivative Financial Instruments
The Company enters into derivative contracts for specific risk management purposes and does not enter into derivative contracts for trading or speculative purposes. Inherently, entering into derivative contracts exposes the Company to the risk that the counterparties may fail to meet their contractual obligations. In order to mitigate counterparty credit risk, the Company only enters into contracts with carefully selected financial institutions based upon their credit ratings and certain other financial factors, adhering to established limits for credit exposure.
Forward Foreign Currency Exchange Contracts
The Company uses forward foreign currency exchange contracts to manage its exposure to fluctuations in foreign currencies for certain transactions. The Company, in its normal course of business, enters into transactions with foreign suppliers and seeks to minimize risks related to these transactions. The Company employs these forward contracts to hedge the Company’s cash flows, as they relate to transactions denominated in foreign currencies. Certain of these contracts are designated as hedges for accounting purposes, while others may remain undesignated. All of the Company’s derivative instruments are recorded in the Company’s consolidated balance sheets at fair value on a gross basis, regardless of their hedge designation.
The Company designates certain contracts related to the purchase of inventory that qualify for hedge accounting as cash flow hedges. Formal hedge documentation is prepared for all derivative instruments designated as hedges, including a description of the hedged transaction, the hedging instrument and the risk being hedged. The changes in the fair value for contracts designated as cash flow hedges are recorded in equity as a component of accumulated other comprehensive loss until the hedged item affects earnings. When the inventory related to forecasted inventory purchases that are being hedged is sold to a third-party, the gains or losses deferred in accumulated other comprehensive loss are recognized within cost of goods sold. The Company uses regression analysis to assess effectiveness of derivative instruments that are designated as hedges, which compares the change in the fair value of the derivative instrument to the change in the related hedged item. If the hedge is no longer expected to be highly effective, future changes in the fair value are recognized in earnings. For those contracts that are not designated as hedges, changes in the fair value are recorded to foreign currency (gain) loss in the Company’s consolidated statements of operations and comprehensive income (loss). The Company classifies cash flows relating to its forward foreign currency exchange contracts related to the purchase of inventory consistently with the classification of the hedged item, within cash flows from operating activities. The aforementioned forward contracts generally have a term less than 12 months. The period of these contracts is directly related to the transactions they are intended to hedge.
Net Investment Hedges
The Company also uses cross currency swap agreements to hedge its net investments in foreign operations against future volatility in the exchange rates between different currencies. The Company has elected the spot method of designating these contracts under ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities,” and has designated these contracts as net investment hedges. The net gain or loss on the net investment hedge is reported within foreign currency translation adjustments (“CTA”), as a component of accumulated other comprehensive loss on the Company’s consolidated balance sheets. Interest accruals and coupon payments are recognized directly in interest income, net, in the Company’s consolidated statements of operations and comprehensive income (loss). Upon discontinuation of a hedge, all previously recognized amounts remain in CTA until the net investment is sold or liquidated.
Interest Rate Swap Agreements
The Company also uses interest rate swap agreements to hedge the variability of its cash flows resulting from floating interest rates on the Company’s borrowings. When an interest rate swap agreement qualifies for hedge accounting as a cash flow hedge, the changes in the fair value are recorded in equity as a component of accumulated other comprehensive loss and are reclassified into interest income, net, in the same period during which the hedged transactions affect earnings.
Leases
The Company leases retail stores, office space and warehouse space under operating lease agreements that expire at various dates through September 2043. The Company’s leases generally have terms of up to ten years, generally require fixed rent payments and may require the payment of additional rent if store sales exceed negotiated amounts. Although most of the Company’s equipment is owned, the Company has limited equipment leases that expire on various dates through March 2030. The Company acts as sublessor in certain leasing arrangements, primarily related to closed stores. Fixed sublease payments
11


received are recognized on a straight-line basis over the sublease term. The Company determines the sublease term based on the date it provides possession to the subtenant through the expiration date of the sublease.

The Company recognizes operating lease right-of-use assets and lease liabilities at the lease commencement date, based on the present value of fixed lease payments over the expected lease term. The Company uses its incremental borrowing rates to determine the present value of fixed lease payments based on the information available at the lease commencement date, as the rate implicit in the lease is not readily determinable for the Company’s leases. The Company’s incremental borrowing rates are based on the term of the leases, the economic environment of the leases and reflect the expected interest rate it would incur to borrow on a secured basis. Certain leases include one or more renewal options, generally for the same period as the initial term of the lease. The exercise of lease renewal options is generally at the Company’s sole discretion and as such, the Company typically determines that exercise of these renewal options is not reasonably certain. As a result, the Company generally does not include the renewal option period in the expected lease term and the associated lease payments are not included in the measurement of the operating lease right-of-use asset and lease liability. Certain leases also contain termination options with an associated penalty. Generally, the Company is reasonably certain not to exercise these options and as such, they are not included in the determination of the expected lease term. The Company recognizes operating lease expense on a straight-line basis over the lease term.

Leases with an initial lease term of 12 months or less are not recorded on the balance sheet. The Company recognizes lease expense for its short-term leases on a straight-line basis over the lease term.

The Company’s leases generally provide for payments of non-lease components, such as common area maintenance, real estate taxes and other costs associated with the leased property. The Company accounts for lease and non-lease components of its real estate leases together as a single lease component and, as such, includes fixed payments of non-lease components in the measurement of the operating lease right-of-use assets and lease liabilities for its real estate leases. Variable lease payments, such as percentage rent based on store sales, periodic adjustments for inflation, reimbursement of real estate taxes, any variable common area maintenance and any other variable costs associated with the leased property, are expensed as incurred as variable lease costs and are not recorded on the balance sheet. The Company’s lease agreements do not contain any material residual value guarantees or material restrictions or covenants.
The following table presents supplemental cash flow information related to leases (in millions):
Six Months Ended
September 26,
2026
September 27,
2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used in operating leases
$157 $182 
During the three and six months ended September 26, 2026, the Company recorded sublease income of $2 million and $4 million, respectively, within selling, general and administrative expenses. During the three and six months ended September 27, 2025, the Company recorded sublease income of $1 million and $3 million, respectively, within selling, general and administrative expenses.
Net Income (Loss) per Share
The Company’s basic net income (loss) per ordinary share is calculated by dividing net income (loss) by the weighted average number of ordinary shares outstanding during the period. Diluted net income (loss) per ordinary share reflects the potential dilution that would occur if restricted share units (“RSUs”) or any other potentially dilutive instruments were converted or exercised into ordinary shares. These potentially dilutive securities are included in diluted shares to the extent they are dilutive under the treasury stock method for the applicable periods. Performance-based RSUs are included in diluted shares if the related performance conditions are considered satisfied as of the end of the reporting period and to the extent they are dilutive under the treasury stock method.
12


The components of the calculation of basic net income (loss) per ordinary share and diluted net income (loss) per ordinary share are as follows (in millions, except share and per share data):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Numerator:
Net income (loss) from continuing operations$27 $(34)$97 $22 
Less: Net income attributable to noncontrolling interest from continuing operations— — 1 — 
Net income (loss) attributable to Capri from continuing operations$27 $(34)$96 $22 
Net income from discontinued operations, net of tax$— $6 $— $3 
Less: Net income attributable to noncontrolling interest from discontinued operations— — — — 
Net income attributable to Capri from discontinued operations— 6 — 3 
Net income (loss) attributable to Capri$27 $(28)$96 $25 
Denominator:
Basic weighted average shares110,337,337 119,786,829 112,880,813 119,293,324 
Weighted average dilutive share equivalents:
Restricted stock units and performance restricted stock units24,471 — 319,705 359,693 
Diluted weighted average shares110,361,808 119,786,829 113,200,518 119,653,017 
Net income (loss) per ordinary share attributable to Capri:
Basic from continuing operations$0.25 $(0.28)$0.85 $0.19 
Basic from discontinued operations— 0.06 — 0.03 
Basic per ordinary share (1)
$0.25 $(0.22)$0.85 $0.22 
Diluted from continuing operations$0.25 $(0.28)$0.85 $0.19 
Diluted from discontinued operations— 0.06 — 0.03 
Diluted per ordinary share (1)
$0.25 $(0.22)$0.85 $0.22 
(1)Basic and diluted per share amounts are calculated using unrounded numbers.
During the three months ended September 26, 2026, share equivalents of 3,047,815 have been excluded from the above calculations due to their anti-dilutive effect. During the six months ended September 26, 2026 and September 27, 2025, share equivalents of 2,069,042 and 2,102,301, respectively, have been excluded from the above calculations due to their anti-dilutive effect.
Refer to Note 3 - “Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the fiscal year ended March 28, 2026 for a complete disclosure of the Company’s significant accounting policies.
13


Recently Issued Accounting Pronouncements
The Company has considered all new accounting pronouncements and, other than the pronouncements discussed below, has concluded that there are no new pronouncements that may have a material impact on the Company’s results of operations, financial condition or cash flows based on current information.
Reporting Comprehensive Income—Expense Disaggregation Disclosures
In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)”, which requires public entities to disaggregate specific types of expenses, including disclosures for purchases of inventory, employee compensation, depreciation, and intangible asset amortization, as well as selling expenses. ASU 2024-03 is effective for annual periods beginning after December 15, 2026. Interim disclosures are required for periods within annual periods beginning after December 15, 2027. Prospective application is required, and retrospective application is permitted. Early adoption is also permitted. The Company is currently assessing the impact of the requirements on its consolidated financial statements and disclosures.
3. Discontinued Operations
On April 10, 2025, the Company and Prada entered into the Purchase Agreement whereby Prada agreed to acquire certain subsidiaries of the Company which operate the Company’s Versace business for an aggregate purchase price of $1.375 billion in cash, subject to certain adjustments, including for net indebtedness, working capital and transaction expenses. On December 2, 2025 (the “Closing Date”), the Company completed the sale of its Versace business for gross cash proceeds of $1.395 billion based on an estimated closing statement. After giving effect to certain benefits the purchaser received, pursuant to the Purchase Agreement and the Transition Services Agreement (“TSA”), the Company’s net consideration from the Versace divestiture was approximately $1.365 billion. On June 9, 2026, the Company and Prada finalized the closing price with no post-closing adjustments.
The sale of the Versace business represented a strategic shift and the Company concluded that it met the held-for-sale and discontinued operations accounting criteria during the first quarter of Fiscal 2026. Accordingly, the Company reported the results of the Versace business as discontinued operations in its consolidated statements of operations and presented the related assets and liabilities as held for sale in its consolidated balance sheets. These changes have been applied to all periods presented as applicable. Cash flows from the Company’s discontinued operations are presented as such in the consolidated statements of cash flows for all periods presented.
The operating results of discontinued operations only reflect revenues and expenses that are directly attributable to the Versace business through the Closing Date that were removed from continuing operations. Discontinued operations do not include any allocation of corporate overhead expense. The following table presents the major components of discontinued operations, net of income taxes, in the Company’s consolidated statements of operations and comprehensive income (loss) for
the three and six months ended September 27, 2025 (in millions):
Three Months EndedSix Months Ended
September 27,
2025
September 27,
2025
Total revenue$203 $386 
Cost of goods sold65 115 
Selling, general and administrative expenses125 262 
Depreciation and amortization1 5 
Restructuring and other expense1 4 
Other expense, net— 1 
Foreign currency loss (gain)3 (6)
Income from discontinued operations before income taxes8 5 
Provision for income taxes2 2 
Net income from discontinued operations, net of tax$6 $3 
In addition, the Company agreed to provide certain transition services to Versace pursuant to the TSA. Income related to the TSA is presented in continuing operations within other income, net, of approximately $2 million and $5 million on the
14


Company’s consolidated statements of operations and comprehensive income (loss) for the three and six months ended September 26, 2026, respectively, with all related costs presented within selling, general and administrative expenses.
4. Revenue Recognition
The Company accounts for contracts with its customers when there is approval and commitment from both parties, the rights of the parties and payment terms have been identified, the contract has commercial substance and collectability of consideration is probable. Revenue is recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for goods or services.
The Company sells its products through three primary channels of distribution: retail, wholesale and licensing. Within the retail and wholesale channels, substantially all of the Company’s revenues consist of sales of products that represent a single performance obligation where control transfers at a point in time to the customer. For licensing arrangements, royalty and advertising revenue is recognized over time based on access provided to the Company’s brands.
Retail
The Company generates sales through directly operated stores and e-commerce sites throughout the Americas (United States, Canada and Latin America), certain parts of EMEA (Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania). Retail revenue is recognized when control of the product is transferred at the point of sale at Company owned stores, including concessions. For e-commerce transactions, control is transferred and revenue is recognized when products are delivered to the customer. To arrive at retail net sales, gross sales are reduced by actual customer returns, as well as by a provision for estimated future customer returns.
Sales tax collected from retail customers are presented on a net basis and, as such, are excluded from revenue. Shipping and handling costs that are billed to customers are included in net sales, with the related costs recorded in cost of goods sold. Shipping and handling costs that are not billed to customers are accounted for as fulfillment costs and recorded within selling, general and administrative expenses.
Gift Cards. The Company sells gift cards that can be redeemed for merchandise, resulting in a contract liability upon issuance. Revenue is recognized when a gift card is redeemed or upon “breakage” for the estimated portion of gift cards that are not expected to be redeemed. “Breakage” revenue is calculated under the proportional redemption methodology, which considers the historical patterns of redemption in jurisdictions where the Company is not required to remit the value of the unredeemed gift cards as unclaimed property. The Company anticipates that substantially all of its outstanding gift cards will be redeemed within the next 12 months. The contract liability related to gift and retail store credits, net of estimated “breakage”, was $9 million and $10 million as of September 26, 2026 and March 28, 2026, respectively, and is included in accrued expenses and other current liabilities in the Company’s consolidated balance sheets.
Total contract liabilities were $10 million and $11 million as of September 26, 2026 and March 28, 2026, respectively. For the three and six months ended September 26, 2026, the Company recognized $2 million and $8 million, respectively, in revenue relating to contract liabilities that existed at March 28, 2026. For the three and six months ended September 27, 2025, the Company recognized $2 million and $12 million, respectively, in revenue which related to contract liabilities that existed at March 29, 2025. There were no material contract assets recorded as of September 26, 2026 and March 28, 2026.
There were no changes in historical variable consideration estimates that were materially different from actual results.
Loyalty Program. The Company offers a loyalty program, which allows its Michael Kors North America customers to earn points on qualifying purchases toward monetary and non-monetary rewards, which may be redeemed for purchases at Michael Kors retail stores and e-commerce sites. The Company defers a portion of the initial sales transaction based on the estimated relative fair value of the benefits based on projected timing of future redemptions and historical activity. These amounts include estimated “breakage” for points that are not expected to be redeemed.
Wholesale
The Company’s products are sold primarily to major department stores, specialty stores and travel retail shops throughout the Americas, EMEA and Asia. The Company also has arrangements where its products are sold to geographic licensees in certain parts of EMEA, Asia and South America. Wholesale revenue is recognized net of estimates for sales returns, discounts, markdowns and allowances, when merchandise is shipped and control of the underlying product is
15


transferred to the Company’s wholesale customers. To arrive at wholesale net sales, gross sales are reduced by provisions for estimated future returns, as well as trade discounts, markdowns, allowances, operational chargebacks and certain cooperative selling expenses. These estimates are developed based on historical trends, actual and forecasted performance and market conditions, and are reviewed by management on a quarterly basis. Unfulfilled, non-cancelable purchase orders for products from wholesale customers (including the Company’s geographic licensees) are expected to be fulfilled within the next 12 months.
Licensing
The Company provides its third-party licensees with the right to access its Michael Kors and Jimmy Choo trademarks under product and geographic licensing arrangements. Under product licensing arrangements, the Company allows third-parties to manufacture and sell luxury goods, including watches and jewelry, fragrances and eyewear, using the Company’s trademarks. Under geographic licensing arrangements, third party licensees receive the right to distribute and sell products bearing the Company’s trademarks in retail and/or wholesale channels within certain geographical areas, including Brazil, the Middle East, Eastern Europe, South Africa and certain parts of Asia.
The Company recognizes royalty revenue and advertising contributions based on the percentage of sales made by the licensees. Advertising contributions are received to support the Company’s branded advertising and marketing campaigns and are viewed as part of a single performance obligation with the right to access the Company’s trademarks. Royalty revenue generated from licensees, which includes contributions for advertising, may be subject to contractual minimum levels, as defined in the contract. Such minimums are generally fixed annually, based on the previous year’s sales. Licensing revenue is based on reported current period sales of licensed products at rates that are specified in the license agreements for contracts that are expected to exceed the related guaranteed minimums. If the Company expects the minimum guaranteed amounts to exceed amounts calculated based on actual sales, the guaranteed minimums are recognized ratably over the contractual year to which they relate. The Company’s guaranteed minimum royalty amounts due from licensees relate to contractual periods that do not exceed 12 months.
Sales Returns
The refund liability recorded as of both September 26, 2026 and March 28, 2026 was $26 million, and the related asset for the right to recover returned product as of both September 26, 2026 and March 28, 2026 was $7 million.














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Disaggregation of Revenue
The following table presents the Company’s segment revenue disaggregated by geographic location (in millions):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Michael Kors - the Americas$405 $457 $777 $870 
Michael Kors - EMEA185 194 327 344 
Michael Kors - Asia73 74 149 146 
 Total Michael Kors revenue663 725 1,253 1,360 
Jimmy Choo - the Americas42 34 100 80 
Jimmy Choo - EMEA76 67 158 145 
Jimmy Choo - Asia28 30 67 68 
Total Jimmy Choo revenue146 131 325 293 
Total - the Americas447 491 877 950 
Total - EMEA261 261 485 489 
Total - Asia101 104 216 214 
Total revenue$809 $856 $1,578 $1,653 
Refer to Note 5 - “Revenue Recognition” in the Company’s Annual Report on Form 10-K for the fiscal year ended March 28, 2026 for a complete disclosure of the Company’s revenue recognition policy.
5. Receivables, net
Receivables, net, consist of (in millions):
September 26,
2026
March 28,
2026
Trade receivables (1)
$247 $238 
Receivables due from licensees28 19 
275 257 
Less: allowances(52)(46)
Total receivables, net$223 $211 
(1)As of September 26, 2026 and March 28, 2026, $61 million and $67 million of trade receivables were insured, respectively.
Receivables are presented net of allowances for discounts, markdowns, operational chargebacks and credit losses. Discounts are based on open invoices where trade discounts have been extended to customers. Markdowns are based on wholesale customers’ sales performance, seasonal negotiations with customers, historical deduction trends and an evaluation of current market conditions. Operational chargebacks are based on deductions taken by customers, net of expected recoveries. Such provisions, and related recoveries, are reflected in revenues.
The Company’s allowance for credit losses is determined through analysis of periodic aging of receivables and assessments of collectability based on an evaluation of historic and anticipated trends, the financial condition of the Company’s customers and the impact of general economic conditions. The past due status of a receivable is based on its contractual terms. Amounts deemed uncollectible are written off against the allowance when it is probable the amounts will not be recovered.
Allowance for credit losses were $18 million and $17 million as of September 26, 2026 and March 28, 2026, respectively. The Company had credit losses of $2 million for the three and six months ended September 26, 2026. The Company had credit losses of $1 million for the three and six months ended September 27, 2025.
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6. Property and Equipment, net
Property and equipment, net, consists of (in millions):
September 26,
2026
March 28,
2026
Leasehold improvements$347 $341 
Computer equipment and software269 264 
Furniture and fixtures160 157 
Equipment106 105 
Building61 62 
In-store shops26 26 
Land19 19 
Total property and equipment, gross988 974 
Less: accumulated depreciation(653)(627)
Subtotal335 347 
Construction-in-progress21 24 
Total property and equipment, net$356 $371 
Depreciation of property and equipment for the three and six months ended September 26, 2026 was $22 million and $44 million, respectively. Depreciation of property and equipment for the three and six months ended September 27, 2025 was $23 million and $46 million, respectively. During the three and six months ended September 26, 2026, the Company recorded $2 million in property and equipment impairment charges. During the three and six months ended September 27, 2025, the Company recorded $5 million in property and equipment impairment charges.
7. Intangible Assets and Goodwill
The following table details the carrying values of the Company’s intangible assets and goodwill (in millions):
September 26,
2026
March 28,
2026
Definite-lived intangible assets:
Reacquired rights $400 $400 
Trademarks23 23 
Customer relationships220 220 
Gross definite-lived intangible assets643 643 
Less: accumulated amortization(305)(290)
Net definite-lived intangible assets338 353 
Indefinite-lived intangible assets:
Jimmy Choo brand (1)
209 209 
Net indefinite-lived intangible assets209 209 
Intangible assets, net$547 $562 
Goodwill (2)
$201 $202 
(1)As of September 26, 2026 and March 28, 2026, the Company had accumulated impairment charges of $358 million related to its Jimmy Choo brand intangible assets.
(2)Includes accumulated impairment of $605 million related to the Jimmy Choo reporting units as of September 26, 2026 and March 28, 2026. The change in the carrying value since March 28, 2026 relates to the impact of foreign currency translation adjustments.
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Amortization expense for the Company’s definite-lived intangible assets was $8 million and $15 million, respectively, for the three and six months ended September 26, 2026. Amortization expense for the Company’s definite-lived intangible assets was $7 million and $14 million, respectively, for the three and six months ended September 27, 2025.
8. Other Current Assets and Other Current Liabilities
Prepaid expenses and other current assets consist of the following (in millions):
September 26,
2026
March 28,
2026
Prepaid taxes$89 $88 
Interest receivable related to hedges19 20 
Prepaid contracts13 18 
Restricted cash11 10 
U.S. import tariff receivables7 65 
Other accounts receivables5 4 
Other prepaid expenses and current assets26 21 
Total prepaid expenses and other current assets$170 $226 
Accrued expenses and other current liabilities consist of the following (in millions):
September 26,
2026
March 28,
2026
Short-term derivative liability$61 $30 
Other taxes payable29 33 
Accrued advertising and marketing28 24 
Return liabilities26 26 
Accrued purchases and samples22 14 
Professional services17 20 
Accrued e-commerce16 15 
Accrued rent (1)
13 11 
Retail store expense accrual10 12 
Gift and retail store credits9 10 
Accrued capital expenditures9 18 
Deferred income1 3 
Other accrued expenses and current liabilities26 35 
Total accrued expenses and other current liabilities$267 $251 
(1)The accrued rent balance relates to variable lease payments.
9. Restructuring and Other Expense
During the three and six months ended September 26, 2026, the Company recorded $1 million and $4 million, respectively, primarily related to employee severance due to restructuring activities completed during the period.
As announced during the fourth quarter of Fiscal 2024, the Board of Directors of the Company approved a Global Optimization Plan in order to streamline the Company’s operating model, maximize efficiency and support long-term profitable growth.
During the three and six months ended September 27, 2025, the Company closed 15 and 30 of its retail stores, respectively, which were incorporated into the Global Optimization Plan. Net restructuring charges recorded in connection with the Global Optimization Plan during the three and six months ended September 27, 2025 were $2 million and $3 million, respectively, primarily related to severance and store closure costs, partially offset by gains on lease terminations. The Global Optimization Plan concluded in Fiscal 2026.
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10. Debt Obligations
The following table presents the Company’s debt obligations (in millions):
September 26,
2026
March 28,
2026
Revolving Credit Facility$440 $340 
Other21 17 
Total debt 461 357 
Less: Short-term debt
19 14 
Total long-term debt
$442 $343 
Senior Revolving Credit Facility
On June 24, 2026, the Company entered into Amendment No. 1 (the “Amendment”) to its existing Amended and Restated Credit Agreement, dated as of February 4, 2025 (the “Existing Credit Agreement”, and as amended by the Amendment, the “Credit Agreement”), with, among others, JPMorgan Chase Bank, N.A. (“JPMorgan Chase”), as administrative agent. The Amendment amends the Existing Credit Agreement to, among other things, reduce the aggregate commitments under the Company’s existing revolving credit facility (the “2025 Revolving Credit Facility”) from $1.5 billion to $1.0 billion and extend the maturity of the commitments to June 24, 2031 by establishing replacement revolving credit commitments (the “2026 Revolving Credit Facility”).
The Company, a U.S. subsidiary of the Company, a Canadian subsidiary of the Company, a Swiss subsidiary of the Company and a Dutch subsidiary of the Company are borrowers under the 2026 Revolving Credit Facility, which is guaranteed by the borrowers and certain other subsidiaries of the Company (the “Guarantees”). Borrowings under the 2026 Revolving Credit Facility may be denominated in U.S. Dollars, Euros, Canadian Dollars, Pounds Sterling, Japanese Yen and Swiss Francs. The 2026 Revolving Credit Facility includes sub-facilities for the issuance of letters of credit up to $125 million and swing line loans at the administrative agent’s discretion of up to $100 million.
The 2026 Revolving Credit Facility is secured by liens on substantially all of the assets of the Company and its U.S. subsidiaries that are borrowers and guarantors, excluding real property and other customary exceptions, and by substantially all of the registered intellectual property of the Company and its subsidiaries.
Borrowings under the 2026 Revolving Credit Facility bear interest, at the Company’s option, at (i) for loans denominated in U.S. Dollars, (A) an alternate base rate, which is the greatest of (x) the prime rate publicly announced from time to time by JPMorgan Chase, (y) the greater of the federal funds effective rate and the Federal Reserve Bank of New York overnight bank funding rate and zero, plus 50 basis points, and (z) the greater of term SOFR for an interest period of one month and zero, plus 100 basis points or (B) the greater of term SOFR for the applicable interest period and zero; (ii) for loans denominated in Pounds Sterling, the greater of SONIA and zero; (iii) for loans denominated in Swiss Francs, the greater of SARON and zero; (iv) for loans denominated in Euro, the greater of EURIBOR for the applicable interest period adjusted for statutory reserve requirements and zero; (v) for loans denominated in Canadian Dollars, the greater of daily simple CORRA and zero; and (vi) for loans denominated in Japanese Yen, the greater of TIBOR for the applicable interest period adjusted for statutory reserve requirements and zero; in each case, plus an applicable margin based on the Company’s net leverage ratio.
The 2026 Revolving Credit Facility provides for an annual administration fee and an unused commitment fee equal to 10 basis points to 20 basis points per annum, based on the Company’s net leverage ratio, applied to the average daily unused amount of the 2026 Revolving Credit Facility. Borrowings under the 2026 Revolving Credit Facility may be prepaid and the commitments may be terminated or reduced by the borrowers without premium or penalty other than customary “breakage” costs.
The 2026 Revolving Credit Facility also permits certain working capital facilities between the Company or any of its subsidiaries, on the one hand, and a lender or an affiliate of a lender under the 2026 Revolving Credit Facility, on the other, to be guaranteed under the Guarantees, and permits certain swap obligations and banking services obligations owing to, supply chain financings with, and certain bilateral letters of credit and bank guarantees issued by, a lender or an affiliate of a lender to be guaranteed and secured under the Guarantees and collateral documents.
The Credit Agreement continues to require the Company to maintain a net leverage ratio as of the end of each fiscal quarter of no greater than 4.0 to 1; provided, that on no more than two occasions, if the Company consummates a material
20


acquisition, the Company may elect to increase the covenant level to 4.5 to 1 for the four fiscal quarter period commencing with the fiscal quarter in which such material acquisition is consummated. Such net leverage ratio is calculated as the ratio of the sum of total indebtedness, plus the capitalized amount of all operating lease obligations, as of the date of measurement, minus unrestricted cash and cash equivalents not to exceed $200 million, to consolidated EBITDAR. The Credit Agreement also includes covenants that limit additional indebtedness, liens, acquisitions and other investments, dispositions, restricted payments and affiliate transactions. The Credit Agreement contains events of default customary for financings of this type, including, but not limited to, payment defaults, material inaccuracy of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of bankruptcy or insolvency, certain events under ERISA, material judgments, actual or asserted failure of any guaranty or collateral document supporting the 2026 Revolving Credit Facility to be in full force and effect, and changes of control. If such an event of default occurs and is continuing, the lenders under the 2026 Revolving Credit Facility would be entitled to take various actions, including, but not limited to, terminating the commitments and accelerating amounts outstanding under the 2026 Revolving Credit Facility and exercising remedies against collateral.
The Company had $440 million of borrowings outstanding under the 2026 Revolving Credit Facility as of September 26, 2026. The Company had $340 million of borrowings outstanding under the 2025 Revolving Credit Facility as of March 28, 2026. In addition, stand-by letters of credit of $1 million were outstanding as of September 26, 2026 and March 28, 2026, respectively. As of September 26, 2026 and March 28, 2026, the amount available for future borrowings under the Revolving Credit Facility was $559 million and $1.159 billion, respectively.
The Company had $5 million of deferred financing fees related to the 2026 Revolving Credit Facility as of September 26, 2026 recorded within other assets in the Company’s consolidated balance sheets. The Company had $2 million of deferred financing fees related to the 2025 Revolving Credit Facilities as of March 28, 2026 recorded within other assets in the Company’s consolidated balance sheets.
As of September 26, 2026, the Company was in compliance with all covenants related to the 2026 Revolving Credit Facility.
Supplier Financing Program
The Company offers a supplier financing program which enables the Company’s inventory suppliers, at their sole discretion, to sell their receivables (i.e., the Company’s payment obligations to suppliers) to a financial institution on a non-recourse basis in order to be paid earlier than current payment terms provide. The Company’s obligations, including the amount due and scheduled payment dates, which generally do not exceed 90 days, are not impacted by a suppliers’ decision to participate in this program. The Company does not reimburse suppliers for any costs they incur to participate in the program and their participation is voluntary. The amount outstanding under this program as of September 26, 2026 and March 28, 2026 was $19 million and $14 million, respectively, and is presented as short-term debt on the Company’s consolidated balance sheets.
Refer to Note 13 - “Debt Obligations” to the Company’s Fiscal 2026 Annual Report on Form 10-K for additional information regarding the Company’s credit facilities and debt obligations.
11. Commitments and Contingencies
The Company is involved in various routine legal proceedings incident to the ordinary course of its business. The Company believes that the outcome of all pending, routine legal proceedings, in the aggregate, will not have a material adverse effect on its business, results of operations and financial condition.
Refer to the matters in Item 1. Legal Proceedings to the accompanying Part II Other Information for additional information on certain non-routine legal proceedings against the Company which may be material.
Also refer to the Contractual Obligations and Commercial Commitments disclosure within the Liquidity and Capital Resources section of the Company’s Annual Report on Form 10-K for the fiscal year ended March 28, 2026 for a detailed disclosure of other commitments and contractual obligations as of March 28, 2026.
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12. Fair Value Measurements
Financial assets and liabilities are measured at fair value using the three-level valuation hierarchy for disclosure of fair value measurements. The determination of the applicable level within the hierarchy of a particular asset or liability depends on the inputs used in the valuation as of the measurement date, notably the extent to which the inputs are market-based (observable) or internally derived (unobservable). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs based on a company’s own assumptions about market participant assumptions based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows:
Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that a company has the ability to access at the measurement date.
Level 2 – Valuations based on quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability and inputs derived principally from or corroborated by observable market data.
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
At September 26, 2026 and March 28, 2026, the Company's derivative contracts are recorded at fair value in its consolidated balance sheets and are valued using pricing models that are primarily based on observable, external market inputs, including spot and forward currency exchange rates, benchmark interest rates and discount rates consistent with the instrument's tenor while also considering the impact of the Company's own credit risk, if any. Changes in credit risk are incorporated through credit valuation adjustments. The fair value of the Company’s derivative instruments are included in prepaid expenses and other current assets, other assets, accrued expenses and other current liabilities and in other long-term liabilities on the consolidated balance sheets depending on whether they represent assets or liabilities of the Company and based on the maturity date of each individual derivative contract. Refer to Note 13 - “Derivative Financial Instruments” for further detail.
All derivative contracts are measured and recorded at fair value on a recurring basis and are categorized in Level 2 of the fair value hierarchy, as shown in the following table (in millions):
Fair value at September 26, 2026 using:
Fair value at March 28, 2026 using:
Quoted prices in
active markets for
identical assets
(Level 1)
Significant
other observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Quoted prices in
active markets for
identical assets
(Level 1)
Significant
other observable
inputs
(Level 2)
Significant
unobservable
inputs
(Level 3)
Derivative assets:
Forward foreign currency exchange contracts $— $3 $— $— $2 $— 
Total derivative assets$— $3 $— $— $2 $— 
Derivative liabilities:
Net investment hedges$— $763 $— $— $840 $— 
Total derivative liabilities$— $763 $— $— $840 $— 
The Company’s debt obligations are recorded on its consolidated balance sheets at carrying values, which may differ from the related fair values. Borrowings under revolving credit facilities, if outstanding, are recorded at carrying value, which approximates fair value due to the frequent nature of such borrowings and repayments. Refer to Note 10 - “Debt Obligations” for detailed information related to the carrying values of the Company’s outstanding debt.
The Company’s cash and cash equivalents, accounts receivable and accounts payable are recorded at carrying value, which approximates fair value.
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Non-Financial Assets and Liabilities
The Company’s non-financial assets include goodwill, intangible assets, operating lease right-of-use assets and property and equipment. Such assets are reported at their carrying values and are not subject to recurring fair value measurements. The Company’s goodwill and indefinite-lived intangible assets are assessed for impairment at least annually, while its other long-lived assets, including operating lease right-of-use assets, property and equipment and definite-lived intangible assets, are assessed for impairment whenever events or changes in circumstances indicate that the carrying amount of any such asset may not be recoverable. The Company determines the fair values of these assets based on Level 3 measurements using the Company’s best estimates of the amount and timing of future discounted cash flows, based on historical experience, market conditions, current trends and performance expectations.
The Company recorded $12 million of impairment charges during the three and six months ended September 26, 2026. The Company recorded $21 million of impairment charges during the three and six months ended September 27, 2025. The following table details the carrying values and fair values of the Company’s assets that have been impaired during the three and six months ended September 26, 2026 and the three and six months ended September 27, 2025 (in millions):
Three and Six Months Ended
September 26, 2026
Three and Six Months Ended
September 27, 2025
Carrying Value Prior to ImpairmentFair ValueImpairment ChargeCarrying Value Prior to ImpairmentFair ValueImpairment Charge
Operating lease right-of-use assets$18 $8 $10 

$43 $27 $16 
Property and equipment, net4 2 2 8 3 5 
Total$22 $10 $12 $51 $30 $21 
13. Derivative Financial Instruments
Forward Foreign Currency Exchange Contracts
As of September 26, 2026 and March 28, 2026, the Company had $52 million and $108 million in notional of EUR/USD designated forward contracts outstanding, respectively.
Net Investment Hedges
As of September 26, 2026 and March 28, 2026, the Company had $3.5 billion of fixed-to-fixed cross-currency hedges outstanding related to its net investment in Swiss Franc (“CHF”) denominated subsidiaries, of which the Company will exchange monthly and semi-annual fixed rate payments on United States dollar notional amounts for fixed rate payments of 0.0% in CHF. Certain of these contracts were supported by credit support annexes (“CSAs”) which provided for collateral exchange with the earliest effective date being June 2030.
During the second quarter, the Company modified its CHF hedges, which were previously subject to CSAs, to terminate any future collateral requirements. These modifications also reduced the term of these contracts and, as a result, the Company determined that the modified hedges contained an other-than-insignificant financing element in accordance with ASC 815, Derivatives and Hedging. Accordingly, all coupon payments received subsequent to the modification of these hedges are classified as financing activities within the consolidated statements of cash flows.
The Company’s CHF hedges have maturity dates between March 2027 and December 2031 and have been designated as net investment hedges.
As of September 26, 2026 and March 28, 2026, the Company had $2.364 billion of fixed-to-fixed cross-currency hedges outstanding related to its net investment in Euro (“EUR”) denominated subsidiaries, of which the Company will exchange monthly fixed rate payments on United States dollar notional amounts for fixed rate payments of 0.0% in EUR. These contracts have maturity dates between December 2027 and July 2031 and have been designated as net investment hedges.
The Company recorded interest income of $33 million and $66 million during the three and six months ended September 26, 2026, and $35 million and $71 million during the three and six months ended September 27, 2025, respectively.
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Interest Rate Swaps
As of September 26, 2026 and March 28, 2026, the Company did not have any interest rate swap agreements outstanding as they were terminated during Fiscal 2025.
During the three and six months ended September 27, 2025, the Company recognized $2 million and $4 million of interest expense related to amortization of the fair value previously recorded as a component of accumulated other comprehensive loss related to the terminated interest rate swaps, respectively.
The following table details the fair value of the Company’s derivative contracts, which are recorded on a gross basis in the consolidated balance sheets as of September 26, 2026 and March 28, 2026 (in millions):
Fair Value
Notional AmountsAssetsLiabilities
September 26,
2026
March 28,
2026
September 26,
2026
March 28,
2026
September 26,
2026
March 28,
2026
Designated forward foreign currency exchange contracts$52 $108 $3 
(1)
$2 
(1)
$— $— 
Designated net investment hedges5,864 5,864 — — 763 
(2)
840 
(2)
Total$5,916 $5,972 $3 $2 $763 $840 
(1)Recorded within prepaid expenses and other current assets in the Company’s consolidated balance sheets.
(2)As of September 26, 2026, the Company recorded $61 million within accrued expenses and other current liabilities and $702 million within other long-term liabilities on the Company’s consolidated balance sheets. As of March 28, 2026, the Company recorded $30 million within accrued expenses and other current liabilities and $810 million within other long-term liabilities on the Company’s consolidated balance sheets.
The Company records and presents the fair value of its derivative assets and liabilities on its consolidated balance sheets on a gross basis, as shown in the above table. However, if the Company were to offset and record the asset and liability balances for its derivative instruments on a net basis in accordance with the terms of its master netting arrangements, which provide for the right to set-off amounts for similar transactions denominated in the same currencies and with the same banks, the resulting impact as of September 26, 2026 and March 28, 2026 would be as follows (in millions):
Forward Foreign Currency
Exchange Contracts
Net Investment Hedges
September 26,
2026
March 28,
2026
September 26,
2026
March 28,
2026
Assets subject to master netting arrangements$3 $2 $— $— 
Liabilities subject to master netting arrangements$— $— $763 $840 
Derivative assets, net$3 $2 $— $— 
Derivative liabilities, net$— $— $763 $840 
As of September 26, 2026, the Company’s master netting arrangements do not require cash collateral to be pledged by the Company or its counterparties.
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The following tables summarize the gains and losses recognized within the consolidated statements of operations and comprehensive income (loss) related to the Company’s hedge contracts for the three and six months ended September 26, 2026 and September 27, 2025 (in millions):
Three Months Ended
Six Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Location of (Gains) Losses Recognized
Designated forward foreign currency exchange contracts$(1)$1 $— $1 Cost of goods sold
Designated interest rate swaps$— $2 $— $4 Interest income, net
The following table summarizes the pre-tax impact of the gains and losses recorded to other comprehensive income (“OCI”) related to the Company’s designated hedges (in millions):
Three Months Ended
Six Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Pre-Tax (Losses) Gains
Recognized in OCI
Pre-Tax Losses
Recognized in OCI
Pre-Tax Gains
Recognized in OCI
Pre-Tax Losses
Recognized in OCI
Designated forward foreign currency exchange contracts$(1)$— $— $(4)
Designated net investment hedges$46 $(35)$77 $(620)
Refer to Note 2 - “Summary of Significant Accounting Policies” for additional information about our accounting policies for derivative financial instruments.
14. Shareholders’ Equity
Share Repurchase Program
On November 4, 2025, the Company announced the Board of Directors approved a three-year share repurchase program of up to $1.0 billion of its outstanding ordinary shares, which was implemented during the fourth quarter of Fiscal 2026. Share repurchases may be made in open market or privately negotiated transactions and/or pursuant to Rule 10b5-1 trading plans, subject to market conditions, applicable legal requirements, trading restrictions under the Company’s insider trading policy and other relevant factors. The program may be suspended or discontinued at any time.
During the six months ended September 26, 2026, the Company repurchased 12,894,844 shares through open market transactions with a fair value of $200 million as part of this program. As of September 26, 2026, the remaining availability under this share repurchase program was $721 million. No share repurchase program was in effect during the six months ended September 27, 2025.
The Company also has in place a “withhold to cover” repurchase program, which allows the Company to withhold ordinary shares from certain employees and directors to satisfy minimum tax withholding obligations relating to the vesting of their restricted share awards. During the six months ended September 26, 2026 and September 27, 2025, the Company withheld 202,942 shares and 98,081 shares, respectively, with a fair value of $4 million and $2 million, respectively, in satisfaction of minimum tax withholding obligations relating to the vesting of restricted share awards.
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Accumulated Other Comprehensive Loss
The following table details changes in the components of accumulated other comprehensive loss, net of taxes, for the six months ended September 26, 2026 and September 27, 2025, respectively (in millions):
Foreign Currency Translation Adjustments (1)
Net Gain (Loss) on Derivatives (2)
Other Comprehensive (Loss) Income Attributable to Capri
Balance at March 28, 2026$(324)$1 $(323)
Other comprehensive income, net of tax72 1 73 
Balance at September 26, 2026$(252)$2 $(250)
Balance at March 29, 2025$67 $(10)$57 
Other comprehensive loss before reclassifications (491)(3)(494)
Reclassified from AOCI to earnings— 4 4 
Other comprehensive loss, net of tax(491)1 (490)
Balance at September 27, 2025$(424)$(9)$(433)
(1)Foreign currency translation adjustments for the six months ended September 26, 2026 primarily include a $77 million gain, net of taxes of $20 million, relating to the Company’s net investment hedges, as well as a net $15 million translation gain. Foreign currency translation adjustments for the six months ended September 27, 2025 primarily include a $464 million loss, net of taxes of $156 million, relating to the Company’s net investment hedges, as well as a net $27 million translation loss.
(2)Other comprehensive gain (loss) before reclassifications for both the six months ended September 26, 2026 and September 27, 2025 primarily relate to the Company’s foreign currency exchange contracts for inventory purchases. Reclassifications from AOCI into earnings for six months ended September 27, 2025 were $3 million, net of taxes of $1 million, related to the Company’s previously terminated interest rate swaps and $1 million, net of immaterial taxes, related to the Company’s forward foreign currency exchange contracts for inventory purchases.
15. Share-Based Compensation
The Company grants equity awards to certain employees and directors of the Company at the discretion of the Company’s Compensation and Talent Committee. On December 1, 2011, the Company adopted the Omnibus Incentive Plan (the “Incentive Plan”) which allows for grants of share options, restricted shares, RSUs and other forms of equity compensation. On August 5, 2026, the Company’s shareholders approved an amendment to the Incentive Plan to increase the number of ordinary shares authorized for issuance by 2,500,000 increasing the total authorized ordinary shares from 24,971,000 to 27,471,000. At September 26, 2026, there were 5,150,372 ordinary shares available for future grants of equity awards under the Incentive Plan.
Service-based RSUs
The Company grants service-based RSUs at the fair market value on the grant date. The expense related to RSUs is based on the closing market price of the Company’s shares on the date of grant and is recognized ratably over the vesting period, net of expected forfeitures. Service-based RSUs generally vest in full on the first anniversary of the date of grant for the Company’s independent directors, or in equal increments on each of the third or fourth anniversaries of the date of grant (unless the employee is retirement-eligible).
Performance-based RSUs
The Company grants performance-based RSUs at the fair market value on the grant date. Performance-based RSUs generally vest in full on the third anniversary of the date of grant, subject to the employee’s continued employment during the vesting period and only if certain pre-established performance targets are met. The expense related to performance-based RSUs is recognized ratably over the service period, net of forfeitures, based on the probability of attainment of the related performance targets. The potential number of shares that may be earned ranges from 0%, if the minimum level of performance is not attained, to 200%, if the level of performance is at or above the predetermined maximum achievement level.
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The performance-based RSU grant to certain members of senior management include a free cash flow (“FCF”) performance condition along with a total shareholder return (“TSR”) based market condition. The Company estimates the grant date fair value for the portion of the award subject to the TSR market condition using a Monte Carlo simulation, which models multiple stock price paths of the Company’s ordinary shares and that of its pre-defined peer group to evaluate and calculate the Company’s expected relative TSR performance ranking over the performance period. The expense related to performance-based RSUs with a market condition, net of forfeitures, is recorded over the service period regardless of whether, and the extent to which, the market condition is ultimately satisfied. The assumptions used as inputs to the simulation model and the resulting weighted average grant date fair value are as follows:
September 26,
2026
Expected volatility48.7 %
Expected dividend yield— %
Risk-free interest rate3.8 %
Weighted-average grant date fair value$29.29
The following table summarizes the Company’s share-based compensation activity during the six months ended September 26, 2026:
Service-Based RSUs
Performance-Based RSUs (1)
Outstanding/Unvested at March 28, 2026
2,609,707 162,954 
Granted1,791,378 235,043 
Vested(1,168,166)(113,580)
Change due to performance conditions, net— (49,374)
Canceled/Forfeited(275,552)— 
Outstanding/Unvested at September 26, 2026
2,957,367 235,043 
(1)Inclusive of FCF and TSR performance-based RSUs.
The weighted average grant date fair value of service-based RSUs and FCF performance-based RSUs granted during the six months ended September 26, 2026 was $20.61 and $21.06, respectively. The weighted average grant date fair value of service-based RSUs granted during the six months ended September 27, 2025 was $17.89. There were no performance-based RSUs granted during the six months ended September 27, 2025.
Share-Based Compensation Expense
The following table summarizes compensation expense attributable to share-based compensation for the three and six months ended September 26, 2026 and September 27, 2025 (in millions):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Share-based compensation expense$7 $7 $20 $21 
Tax benefit related to share-based compensation expense$1 $1 $1 $1 
Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company estimates forfeitures based on its historical forfeiture rates. The estimated value of future forfeitures for equity awards as of September 26, 2026 was $5 million. There were no estimated forfeitures for performance-based RSUs.
Refer to Note 18 - “Share-Based Compensation” in the Company’s Fiscal 2026 Annual Report on Form 10-K for additional information relating to the Company’s share-based compensation awards.
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16. Income Taxes
The Company’s effective tax rate for the three and six months ended September 26, 2026 was 38.6% and (1.0)%, respectively. The effective rate for the three months ended September 26, 2026 differs from the United Kingdom statutory rate of 25% (the “UK Rate”) primarily due to incremental valuation allowances and uncertain tax provisions recorded during the period partially offset by a beneficial geographic mix of earnings. The effective rate for the six months ended September 26, 2026 differs from the UK Rate primarily due to the net reduction in the Company’s valuation allowance as a result of the restructuring of certain legal entities completed during the period.
The Company’s effective tax rate for the three months ended September 27, 2025 was not meaningful due to the impact of incremental valuation allowances recorded and the disproportionate effect of low pre-tax income during the period. The Company’s effective tax rate of 47.6% for the six months ended September 27, 2025 differs from the UK Rate primarily due to the impact of incremental valuation allowances recorded during the period.
17. Segment Information
The Company operates its business through two operating segments — Michael Kors and Jimmy Choo, which are based on its business activities and organization. The reportable segments are segments of the Company for which separate financial information is available and for which operating results are evaluated regularly by the Company’s chief operating decision maker (“CODM”), the Company’s Chairman and Chief Executive Officer, in deciding how to allocate resources, as well as in assessing performance. The primary key performance indicators are revenue and operating income for each segment. The Company’s reportable segments represent components of the business that offer similar merchandise, customer experience and sales/marketing strategies.
The Company’s two reportable segments are as follows:
•Michael Kors — segment includes revenue generated through the sale of Michael Kors products through four primary Michael Kors retail formats: “Collection” stores, “Lifestyle” stores (including concessions), outlet stores and e-commerce sites, through which the Company sells Michael Kors products, as well as licensed products bearing the Michael Kors name, directly to consumers throughout the Americas, certain parts of EMEA and certain parts of Asia. The Company also sells Michael Kors products directly to department stores, primarily located across the Americas and EMEA, to specialty stores and travel retail shops in the Americas, Europe and Asia, and to its geographic licensees in certain parts of EMEA, Asia and Brazil. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Michael Kors brand name and trademarks in connection with the manufacturing and sale of products, including watches, jewelry, fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Michael Kors tradename in connection with the retail and/or wholesale sales of the Company’s Michael Kors branded products in specific geographic regions.
•Jimmy Choo — segment includes revenue generated through the sale of Jimmy Choo luxury footwear, handbags and small leather goods through directly operated Jimmy Choo retail and outlet stores throughout the Americas, certain parts of EMEA and certain parts of Asia, and through its e-commerce sites. The Company also sells Jimmy Choo products directly to department stores and specialty stores worldwide and to its geographic licensees. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Jimmy Choo brand name and trademarks in connection with the manufacturing and sale of products, including fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Jimmy Choo tradename in connection with the retail and/or wholesale sales of the Company’s Jimmy Choo branded products in specific geographic regions.
In addition to these reportable segments, the Company has certain corporate costs that are not directly attributable to its brands and, therefore, are not allocated to its segments. Such costs primarily include certain administrative, corporate occupancy, shared service and information technology systems expenses and Capri transformation costs. In addition, certain other costs are not allocated to segments, including impairment charges and restructuring and other expense. The segment structure is consistent with how the Company’s CODM plans and allocates resources, manages the business and assesses performance. All intercompany revenues are eliminated in consolidation and are not reviewed when evaluating segment performance.


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The following table presents the key performance information of the Company’s reportable segments (in millions):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Total revenue:
Michael Kors$663 $725 $1,253 $1,360 
Jimmy Choo146 131 325 293 
Total revenue$809 $856 $1,578 $1,653 
Cost of goods sold:
Michael Kors$255 $295 $468 $542 
Jimmy Choo42 39 98 87 
Total cost of goods sold$297 $334 $566 $629 
Selling, general and administrative expenses:
Michael Kors$322 $339 $626 $646 
Jimmy Choo95 94 199 197 
Corporate42 48 85 93 
Total selling, general and administrative expenses$459 $481 $910 $936 
Depreciation and amortization:
Michael Kors$18 $18 $36 $36 
Jimmy Choo7 7 13 14 
Corporate5 5 10 10 
Total depreciation and amortization$30 $30 $59 $60 
Income (loss) from continuing operations:
Michael Kors$68 $73 $123 $136 
Jimmy Choo2 (9)15 (5)
70 64 138 131 
Less:Corporate expenses(47)(53)(95)(103)
Impairment of assets (1)
(12)(21)(12)(21)
Restructuring and other expense(1)(2)(4)(3)
Income (loss) from continuing operations$10 $(12)$27 $4 
(1)Impairment of assets during the three and six months ended September 26, 2026 and September 27, 2025 primarily relate to operating lease right-of-use assets at certain Michael Kors store locations.
Total revenue (based on country of origin) by geographic location are as follows (in millions):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Revenue:
The Americas (1)
$447 $491 $877 $950 
EMEA261 261 485 489 
Asia101 104 216 214 
Total revenue$809 $856 $1,578 $1,653 
(1)Total revenue earned in the U.S. was $403 million and $792 million, respectively, for the three and six months ended September 26, 2026. Total revenue earned in the U.S. was $442 million and $860 million, respectively, for the three and six months ended September 27, 2025.
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Total long-lived assets of the Company’s reportable segments are as follows (in millions):
As of
September 26,
2026
March 28,
2026
Long-lived assets:
Michael Kors$1,175 $1,198 
Jimmy Choo571 589 
Total long-lived assets$1,746 $1,787 
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
Our Business
Capri Holdings Limited is a global fashion luxury group consisting of iconic brands Michael Kors and Jimmy Choo. Our commitment to creativity, fashion, style and craftsmanship is at the heart of each of our luxury brands. We have built our reputation on designing exceptional, innovative products that cover the full spectrum of fashion luxury categories. Our strength lies in the unique DNA and heritage of each of our brands, the diversity and passion of our people and our dedication to the clients and communities we serve. Our designs inspire consumers to embrace the feeling of luxury in every moment.
Our Michael Kors brand was launched in 1981 by Michael Kors, a world-renowned designer, whose vision has taken the Company from its beginnings as an American luxury sportswear house to a global accessories, footwear and apparel company with a global distribution network that has presence in over 100 countries through Company-operated retail stores and e-commerce sites, leading department stores, specialty stores and select licensing partners. Michael Kors is a highly recognized fashion luxury brand in the Americas and Europe with strong brand awareness in other international markets. Michael Kors features distinctive designs, materials and craftsmanship with a Jet Set aesthetic that combines stylish elegance and a sporty attitude. Michael Kors offers three primary collections: the Michael Kors Collection line, the MICHAEL Michael Kors line and the Michael Kors Mens line. Michael Kors Collection establishes the aesthetic authority of the entire brand and is carried by select retail stores, our e-commerce sites, as well as in the finest luxury department stores in the world. MICHAEL Michael Kors has a strong focus on accessories, in addition to offering footwear and apparel. Taken together, our Michael Kors collections target a broad customer base while retaining our premium luxury image.
Our Jimmy Choo brand offers a distinctive, glamorous and fashion-forward product range that, since its inception in 1996, has been anchored by women’s luxury footwear, complemented by accessories, including handbags, small leather goods, jewelry, scarves and belts, as well as men’s luxury footwear and accessories. In addition, certain categories, including fragrance and eyewear, are produced under licensing agreements. Jimmy Choo’s design team is led by Sandra Choi, who has been the Creative Director for the brand since its inception. Jimmy Choo products are unique, instinctively seductive and chic. The brand offers classic and timeless luxury products, alongside innovative collections that are intended to set and lead fashion trends. Jimmy Choo is represented through its global store network, its e-commerce sites, as well as through the most prestigious department and specialty stores worldwide.
On April 8, 2025, our Board of Directors made the decision to sell Versace to Prada, and a definitive agreement was entered into on April 10, 2025. Accordingly, we determined that the held for sale and discontinued operations criteria were met and we classified the results of operations and cash flows of our Versace business as discontinued operations in our consolidated statements of operations and comprehensive income (loss) and consolidated statements of cash flows for all periods presented. On December 2, 2025, we completed the sale of our Versace business. Unless otherwise noted, management’s discussion and analysis of financial condition and results of operations only relates to our continuing operations. Refer to Note 3 - “Discontinued Operations” to the accompanying consolidated financial statements for additional information.
Certain Factors Affecting Financial Condition and Results of Operations
Macroeconomic conditions and inflationary pressures. Global economic conditions, including inflationary pressure, higher interest rates, geopolitical instability due to war or other geopolitical factors (such as the conflicts in the Middle East) and broader macroeconomic uncertainty and the related impact on levels of consumer spending worldwide impacted our business during the first six months of Fiscal 2027, and are likely to continue to impact our business and the luxury accessories, footwear and apparel industry overall for the foreseeable future. Given the discretionary nature of our products, fluctuations in consumer confidence and disposable income, as well as elevated inflation, impact our business performance.
Costs of manufacturing, tariffs and import regulations. Our results of operations were impacted by volatility in manufacturing and sourcing costs during the first six months of Fiscal 2027, primarily driven by changes in raw material prices, labor costs and fuel and freight expenses (including increases in such costs due to the conflicts in the Middle East). In addition, because all of our products sold in the United States are manufactured outside the U.S., changes in trade policies, tariffs and import regulations affected product costs and operating income.

31


In February 2026, the U.S. Supreme Court held that tariffs imposed under IEEPA were unlawful. In response to the U.S. Supreme Court’s decision, the U.S. President issued an executive order imposing tariffs of 10% pursuant to Section 122 of the Trade Act of 1974 effective for 150 days, which commenced on February 24, 2026 and subsequently expired on July 24, 2026. On July 23, 2026, the United States Trade Representative took action under Section 301 imposing tariffs on 60 economies for forced-labor enforcement failures, at country-specific rates of 10% or 12.5%, effective on July 24, 2026. The outlook on further trade policy actions is unclear, and these actions have led to significant volatility and uncertainty in global markets. Uncertainty regarding the scope, duration and administration of trade measures, including the timing and recoverability of tariff refunds or relief where applicable, also contributed to, and may continue to contribute to, variability in costs and cash flows. We continue to seek to mitigate the impact of trade measures through sourcing strategies, free trade agreements and other supply chain initiatives, where available, but the extent to which we will be able to offset through such mitigation efforts is difficult to predict.
Foreign currency fluctuation and foreign currency hedging instruments. Our consolidated results were impacted by movements in foreign currency exchange rates between our reporting currency, the United States dollar, and the functional currency of our non-United States subsidiaries, primarily the Euro, the British Pound, the Chinese Renminbi and the Japanese Yen, among others. Currency volatility has impacted our Fiscal 2027 reported results and contributed, or is expected to contribute, to variability of results in prior and future periods. We also utilize derivative instruments, including cross-currency hedges, to manage foreign currency exposure associated with our net investments in foreign subsidiaries, which can help mitigate, but does not eliminate, the impact of foreign exchange fluctuations, and the effectiveness of our hedging strategies may vary based on market conditions and the timing and magnitude of currency movements.
Disruptions or delays in shipping and distribution and other supply chain constraints. Our results of operations have been impacted, and may continue to be impacted, by disruptions in global shipping, distribution and supply chain operations. During recent periods, port congestion and closures, capacity constraints across ocean, trucking and distribution networks, and disruptions to certain international shipping routes contributed to increased logistics and production costs, affected the timing of inventory receipts and created pressure on gross margin.
Segment Information
We operate in two reportable segments, which are as follows:
Michael Kors
We generate revenue through the sale of Michael Kors products through four primary Michael Kors retail formats: “Collection” stores, “Lifestyle” stores (including concessions), outlet stores and e-commerce sites, through which we sell our products, as well as licensed products bearing our name, directly to consumers throughout the Americas (United States, Canada and Latin America), certain parts of EMEA (Europe, Middle East and Africa) and certain parts of Asia (Asia and Oceania). We also sell Michael Kors products directly to department stores, primarily located across the Americas and EMEA, to specialty stores and travel retail shops in the Americas, Europe and Asia, and to our geographic licensees in certain parts of EMEA, Asia and Brazil. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Michael Kors brand name and trademarks in connection with the manufacturing and sale of products, including watches, jewelry, fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Michael Kors tradename in connection with the retail and/or wholesale sales of our Michael Kors branded products in specific geographic regions.
Jimmy Choo
We generate revenue through the sale of Jimmy Choo luxury footwear, handbags and small leather goods through directly operated Jimmy Choo retail and outlet stores throughout the Americas, certain parts of EMEA and certain parts of Asia, and through our e-commerce sites. We also sell Jimmy Choo products directly to department stores and specialty stores worldwide and to our geographic licensees. In addition, revenue is generated through product and geographic licensing arrangements, which allow third parties to use the Jimmy Choo brand name and trademarks in connection with the manufacturing and sale of products, including fragrances and eyewear, as well as through geographic licensing arrangements, which allow third parties to use the Jimmy Choo tradename in connection with the retail and/or wholesale sales of our Jimmy Choo branded products in specific geographic regions.
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Unallocated Corporate Expenses
In addition to the reportable segments discussed above, we have certain corporate costs that are not directly attributable to our brands and, therefore, are not allocated to segments. Such costs primarily include certain administrative, corporate occupancy, shared service and information technology systems expenses and Capri transformation costs. In addition, certain other costs are not allocated to segments, including impairment charges and restructuring and other expense. The segment structure is consistent with how our chief operating decision maker plans and allocates resources, manages the business and assesses performance.
The following table presents our total revenue and income from continuing operations by segment for the three and six months ended September 26, 2026 and September 27, 2025 (in millions):

Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Total revenue:
Michael Kors$663 $725 $1,253 $1,360 
Jimmy Choo146 131 325 293 
Total revenue$809 $856 $1,578 $1,653 
Cost of goods sold:
Michael Kors$255 $295 $468 $542 
Jimmy Choo42 39 98 87 
Total cost of goods sold$297 $334 $566 $629 
Selling, general and administrative expenses:
Michael Kors$322 $339 $626 $646 
Jimmy Choo95 94 199 197 
Corporate42 48 85 93 
Total selling, general and administrative expenses$459 $481 $910 $936 
Depreciation and amortization:
Michael Kors$18 $18 $36 $36 
Jimmy Choo7 7 13 14 
Corporate5 5 10 10 
Total depreciation and amortization$30 $30 $59 $60 
Income (loss) from continuing operations:
Michael Kors$68 $73 $123 $136 
Jimmy Choo2 (9)15 (5)
70 64 138 131 
Less:Corporate expenses(47)(53)(95)(103)
Impairment of assets (1)
(12)(21)(12)(21)
Restructuring and other expense(1)(2)(4)(3)
Income (loss) from continuing operations$10 $(12)$27 $4 
(1)Impairment of assets during the three and six months ended September 26, 2026 and September 27, 2025 primarily related to operating lease right-of-use assets at certain Michael Kors store locations.
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The following table presents our global network of retail stores by brand:
As of
September 26,
2026
September 27,
2025
Number of full price retail stores (including concessions):
Michael Kors321 372 
Jimmy Choo150 160 
471 532 
Number of outlet stores:
Michael Kors334 319 
Jimmy Choo55 56 
389 375 
Total number of retail stores860 907 
The following table presents our retail stores by geographic location:
As ofAs of
September 26, 2026September 27, 2025
Michael KorsJimmy ChooMichael KorsJimmy Choo
Store count by region:
The Americas2494126441
EMEA1426414064
Asia264100287111
655 205 691 216 
Key Consolidated Performance Indicators and Statistics
We use a number of key indicators of operating results to evaluate our performance, including the following (dollars in millions):
Three Months EndedSix Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Total revenue$809 $856 $1,578 $1,653 
Gross profit as a percent of total revenue63.3 %61.0 %64.1 %61.9 %
Income (loss) from continuing operations$10 $(12)$27 $4 
Income (loss) from continuing operations as a percent of total revenue1.2 %(1.4)%1.7 %0.2 %
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Critical Accounting Policies and Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Critical accounting policies are those that are the most important to the portrayal of our results of operations and financial condition and that require our most difficult, subjective and complex judgments to make estimates about the effect of matters that are inherently uncertain. In applying such policies, we must use certain assumptions that are based on our informed judgments, assessments of probability and best estimates. Estimates, by their nature, are subjective and are based on analysis of available information, including current and historical factors and the experience and judgment of management. We evaluate our assumptions and estimates on an ongoing basis. While our significant accounting policies are detailed in Note 2 - “Summary of Significant Accounting Policies” to the accompanying consolidated financial statements, our critical accounting policies are disclosed, in full, in the management’s discussion and analysis section of our Annual Report on Form 10-K for the fiscal year ended March 28, 2026. There have been no significant changes to our critical accounting policies and estimates since March 28, 2026.
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Results of Operations
Comparison of the three months ended September 26, 2026 with the three months ended September 27, 2025
The following table details the results of our operations for the three months ended September 26, 2026 and September 27, 2025, and expresses the relationship of certain line items to total revenue as a percentage (dollars in millions):
Three Months Ended$ Change% Change% of Total Revenue for
the Three Months Ended
September 26,
2026
September 27,
2025
September 26,
2026
September 27,
2025
Statements of Operations Data:
Total revenue$809 $856 $(47)(5.5)%
Cost of goods sold297 334 (37)(11.1)%36.7 %39.0 %
Gross profit512 522 (10)(1.9)%63.3 %61.0 %
Selling, general and administrative expenses459 481 (22)(4.6)%56.7 %56.2 %
Depreciation and amortization30 30 — — %3.7 %3.5 %
Impairment of assets12 21 (9)(42.9)%1.5 %2.5 %
Restructuring and other expense1 2 (1)(50.0)%0.1 %0.2 %
Total operating expenses502 534 (32)(6.0)%62.1 %62.4 %
Income (loss) from continuing operations10 (12)22 NM1.2 %(1.4)%
Other income, net(3)— (3)NM(0.4)%— %
Interest income, net(31)(17)(14)82.4 %(3.8)%(2.0)%
Foreign currency (gain) loss— 3 (3)(100.0)%— %0.4 %
Income from continuing operations before income taxes44 2 42 NM5.4 %0.2 %
Provision for income taxes17 36 (19)(52.8)%2.1 %4.2 %
Net income (loss) from continuing operations27 (34)61 NM
Net income from discontinued operations, net of tax— 6 (6)(100.0)%
Net income (loss)27 (28)55 NM
Less: Net income attributable to noncontrolling interest from continuing operations— — — NM
Net income (loss) attributable to Capri$27 $(28)$55 NM
NM Not meaningful
NM Not meaningful
Total Revenue
Three Months Ended% Change
(dollars in millions)September 26,
2026
September 27,
2025
$ ChangeAs
Reported
Constant
Currency
Michael Kors$663 $725 $(62)(8.6)%(8.0)%
Jimmy Choo146 131 15 11.5 %12.2 %
Total revenue$809 $856 $(47)(5.5)%(4.9)%
Total revenue decreased $47 million, or 5.5%, to $809 million for the three months ended September 26, 2026, compared to $856 million for the three months ended September 27, 2025, which included net unfavorable foreign currency effects of approximately $5 million, primarily as a result of the strengthening of the United States dollar compared to the Euro. On a constant currency basis, our total revenue decreased $42 million, or 4.9%.
•Michael Kors revenue decreased $62 million, or 8.6%, to $663 million for the three months ended September 26, 2026, compared to $725 million for the three months ended September 27, 2025, which included unfavorable foreign
36


currency effects of $4 million. On a constant currency basis, revenue decreased $58 million, or 8.0%, primarily driven by our quality of sale initiatives, as we reduced promotional activity compared to the prior year, as well as inventory delays which constrained product availability.
•Jimmy Choo revenue increased $15 million, or 11.5%, to $146 million for the three months ended September 26, 2026, compared to $131 million for the three months ended September 27, 2025, which included unfavorable foreign currency effects of $1 million. On a constant currency basis, revenue increased $16 million, or 12.2%, primarily driven by growth across all channels, reflecting strong brand momentum and the continued success of our product and marketing initiatives.
Refer to Note 4 - “Revenue Recognition” to the accompanying consolidated financial statements for additional information.
Gross Profit
Three Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Gross Profit:
Michael Kors$408 $430 $(22)(5.1)%
Jimmy Choo104 92 12 13.0 %
Total gross profit$512 $522 $(10)(1.9)%
Gross Profit Margin:
Michael Kors61.5 %59.3 %
Jimmy Choo71.2 %70.2 %
Capri63.3 %61.0 %
Gross profit decreased $10 million, or 1.9%, to $512 million for the three months ended September 26, 2026, compared to $522 million for the three months ended September 27, 2025. Gross profit as a percentage of total revenue was 63.3% and 61.0% for the three months ended September 26, 2026 and September 27, 2025, respectively.
•Michael Kors gross profit decreased $22 million, or 5.1%, to $408 million for the three months ended September 26, 2026, compared to $430 million for the three months ended September 27, 2025. The 220 basis point increase in gross profit margin was primarily attributable to higher full price sell-throughs and lower U.S. import tariff costs compared to the prior year.
•Jimmy Choo gross profit increased $12 million, or 13.0%, to $104 million for the three months ended September 26, 2026, compared to $92 million for the three months ended September 27, 2025. The 100 basis point increase in gross profit margin was primarily due to higher full price sell-throughs.
Total Operating Expenses
Total operating expenses decreased $32 million, or 6.0%, to $502 million for the three months ended September 26, 2026, compared to $534 million for the three months ended September 27, 2025. Total operating expenses decreased to 62.1% as a percentage of total revenue for the three months ended September 26, 2026, compared to 62.4% for the three months ended September 27, 2025. The components that comprise total operating expenses are explained below.





37



Selling, General and Administrative Expenses
Three Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Selling, general and administrative expenses:
Michael Kors$322 $339 $(17)(5.0)%
Jimmy Choo95 94 1 1.1 %
Corporate42 48 (6)(12.5)%
Total selling, general and administrative expenses$459 $481 $(22)(4.6)%
Selling, general and administrative expenses decreased $22 million, or 4.6%, to $459 million for the three months ended September 26, 2026, compared to $481 million for the three months ended September 27, 2025. As a percentage of total revenue, selling, general and administrative expenses increased to 56.7% for the three months ended September 26, 2026, compared to 56.2% for the three months ended September 27, 2025.
•Michael Kors selling, general and administrative expenses decreased $17 million, or 5.0%, to $322 million for the three months ended September 26, 2026, compared to $339 million for the three months ended September 27, 2025. The decrease was primarily due to cost savings and optimization initiatives which resulted in lower retail store related costs and personnel expenses compared to the prior year.
•Jimmy Choo selling, general and administrative expenses remained consistent with the prior year increasing $1 million, or 1.1%, to $95 million for the three months ended September 26, 2026, compared to $94 million for the three months ended September 27, 2025.
Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, decreased $6 million, or 12.5%, to $42 million for the three months ended September 26, 2026 as compared to $48 million for the three months ended September 27, 2025. The decrease was primarily due to lower professional fees and other cost savings initiatives.
Impairment of Assets
For the three months ended September 26, 2026 and September 27, 2025, we recognized asset impairment charges of $12 million and $21 million, respectively, primarily related to the impairment of operating lease right-of-use assets at certain Michael Kors store locations. Refer to Note 12 - “Fair Value Measurements” to the accompanying consolidated financial statements for additional information.
Restructuring and Other Expense
During the three months ended September 26, 2026, we recorded expense of $1 million primarily related to employee severance due to restructuring activities completed during the quarter. During the three months ended September 27, 2025, we recorded expenses of $2 million primarily related to store closure costs. Refer to Note 9 - “Restructuring and Other Expense” to the accompanying consolidated financial statements for additional information.






38


Income (Loss) from Continuing Operations
Three Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Income (loss) from continuing operations:
Michael Kors$68 $73 $(5)(6.8)%
Jimmy Choo2 (9)11 NM
70 64 6 9.4 %
Unallocated corporate and other expenses, net (1)
(60)(76)16 (21.1)%
Income (loss) from continuing operations$10 $(12)$22 NM
Operating Margin:
Michael Kors10.3 %10.1 %
Jimmy Choo1.4 %(6.9)%
Capri1.2 %(1.4)%
(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. Refer to Note 17 - “Segment Information” to the accompanying consolidated financial statements for additional information.
Income from continuing operations was $10 million for the three months ended September 26, 2026, compared to a loss of $12 million for the three months ended September 27, 2025. Income from continuing operations as a percentage of total revenue was 1.2% for the three months ended September 26, 2026, compared to a loss of 1.4% for the three months ended September 27, 2025.
•Michael Kors recorded income from operations of $68 million for the three months ended September 26, 2026, compared to $73 million for the three months ended September 27, 2025. Operating margin increased from 10.1% for the three months ended September 27, 2025, to 10.3% for the three months ended September 26, 2026, primarily due to the factors noted above.
•Jimmy Choo recorded income from operations of $2 million for the three months ended September 26, 2026 compared to a loss of $9 million for the three months ended September 27, 2025. Operating margin increased from a loss of 6.9% for the three months ended September 27, 2025 to income of 1.4% for the three months ended September 26, 2026, primarily due to leveraging of operating expenses on higher revenues compared to the prior year.
Other Income, net
We recognized $3 million of other income during the three months ended September 26, 2026 primarily related to certain transition services provided to Versace pursuant to the Transition Services Agreement. Refer to Note 3 - “Discontinued Operations” to the accompanying consolidated financial statements for additional information.
Interest Income, net
For the three months ended September 26, 2026, we recognized $31 million of interest income compared to $17 million of interest income for the three months ended September 27, 2025. The $14 million improvement in interest income, net, is primarily due to lower average borrowings outstanding compared to the prior year. Refer to Note 10 - “Debt Obligations” and Note 13 - “Derivative Financial Instruments” to the accompanying consolidated financial statements for additional information.
Foreign Currency (Gain) Loss
For the three months ended September 26, 2026, we recognized immaterial net foreign currency gains. For the three months ended September 27, 2025, we recognized a net foreign currency loss of $3 million primarily attributable to the remeasurement of intercompany balances between certain of our subsidiaries.
39


Provision for Income Taxes
The provision for income taxes was $17 million on pre-tax income of $44 million for the three months ended September 26, 2026, compared to a provision of $36 million on pre-tax income of $2 million for the three months ended September 27, 2025. Our effective tax rate for the three months ended September 26, 2026 compared to our effective tax rate for the three months ended September 27, 2025 is not a meaningful metric as both periods were significantly impacted by valuation allowance adjustments, and the prior year rate was disproportionately affected by a substantially lower level of pre-tax income.
Our effective tax rate may fluctuate from time to time due to the effects of valuation allowance on deferred tax assets, changes in United States federal, state and local taxes and tax rates in foreign jurisdictions. In addition, factors such as the geographic mix of earnings, enacted tax legislation and the results of various global tax strategies, may also impact our effective tax rate in future periods.
Net Income (Loss) from Continuing Operations
As a result of the above, our net income was $27 million for the three months ended September 26, 2026, compared to net loss of $34 million for the three months ended September 27, 2025.

40


Results of Operations
Comparison of the six months ended September 26, 2026 with the six months ended September 27, 2025
The following table details the results of our operations for the six months ended September 26, 2026 and September 27, 2025, and expresses the relationship of certain line items to total revenue as a percentage (dollars in millions):
Six Months Ended$ Change% Change
% of Total Revenue for the Six Months Ended
September 26,
2026
September 27,
2025
September 26, 2026September 27, 2025
Statements of Operations Data:
Total revenue$1,578 $1,653 $(75)(4.5)%
Cost of goods sold566 629 (63)(10.0)%35.9 %38.1 %
Gross profit1,012 1,024 (12)(1.2)%64.1 %61.9 %
Selling, general and administrative expenses910 936 (26)(2.8)%57.7 %56.6 %
Depreciation and amortization59 60 (1)(1.7)%3.7 %3.6 %
Impairment of assets12 21 (9)(42.9)%0.8 %1.3 %
Restructuring and other expense4 3 1 33.3 %0.3 %0.2 %
Total operating expenses985 1,020 (35)(3.4)%62.4 %61.7 %
Income from continuing operations27 4 23 NM1.7 %0.2 %
Other income, net(6)(1)(5)NM(0.4)%(0.1)%
Interest income, net(62)(35)(27)77.1 %(3.9)%(2.1)%
Foreign currency gain(1)(2)1 (50.0)%(0.1)%(0.1)%
Income from continuing operations before income taxes96 42 54 NM6.1 %2.5 %
(Benefit) provision for income taxes(1)20 (21)NM(0.1)%1.2 %
Net income from continuing operations97 22 75 NM
Net income from discontinued operations, net of tax— 3 (3)(100.0)%
Net income 97 25 72 NM
Less: Net income attributable to noncontrolling interest from continuing operations1 — 1 NM
Net income attributable to Capri$96 $25 $71 NM
NM Not meaningful
Total Revenue
Six Months Ended% Change
(dollars in millions)September 26,
2026
September 27,
2025
$ ChangeAs
Reported
Constant
Currency
Michael Kors$1,253 $1,360 $(107)(7.9)%(7.8)%
Jimmy Choo325 293 32 10.9 %10.6 %
Total revenue$1,578 $1,653 $(75)(4.5)%(4.5)%
Total revenue decreased $75 million, or 4.5%, to $1.578 billion for the six months ended September 26, 2026, compared to $1.653 billion for the six months ended September 27, 2025 on both a reported and constant currency basis.
41



•Michael Kors revenue decreased $107 million, or 7.9%, to $1.253 billion for the six months ended September 26, 2026, compared to $1.360 billion for the six months ended September 27, 2025, which included unfavorable foreign currency effects of $1 million. On a constant currency basis, revenue decreased $106 million, or 7.8%, primarily driven by our quality of sale initiatives, as we reduced promotional activity compared to the prior year, as well as inventory delays which constrained product availability.
•Jimmy Choo revenue increased $32 million, or 10.9%, to $325 million for the six months ended September 26, 2026, compared to $293 million for the six months ended September 27, 2025, which included favorable foreign currency effects of $1 million. On a constant currency basis, revenue increased $31 million, or 10.6%, primarily driven by growth across all channels, reflecting strong brand momentum and the continued success of our product and marketing initiatives.
Refer to Note 4 - “Revenue Recognition” to the accompanying consolidated financial statements for additional information.
Gross Profit
Six Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Gross Profit:
Michael Kors$785 $818 $(33)(4.0)%
Jimmy Choo227 206 21 10.2 %
Total gross profit$1,012 $1,024 $(12)(1.2)%
Gross Profit Margin:
Michael Kors62.6 %60.1 %
Jimmy Choo69.8 %70.3 %
Capri64.1 %61.9 %
Gross profit decreased $12 million, or 1.2%, to $1.012 billion for the six months ended September 26, 2026, compared to $1.024 billion for the six months ended September 27, 2025. Gross profit as a percentage of total revenue was 64.1% and 61.9% for the six months ended September 26, 2026 and September 27, 2025, respectively.
•Michael Kors gross profit decreased $33 million, or 4.0%, to $785 million for the six months ended September 26, 2026, compared to $818 million for the six months ended September 27, 2025. The 250 basis point increase in gross profit margin was primarily attributable to higher full price sell-throughs and lower U.S. import tariff costs compared to the prior year.
•Jimmy Choo gross profit increased $21 million, or 10.2%, to $227 million for the six months ended September 26, 2026, compared to $206 million for the six months ended September 27, 2025. The 50 basis point decrease in gross profit margin was primarily due to unfavorable channel mix partially offset by higher full price sell-throughs.
Total Operating Expenses
Total operating expenses decreased $35 million, or 3.4%, to $985 million for the six months ended September 26, 2026, compared to $1.020 billion for the six months ended September 27, 2025. Total operating expenses increased to 62.4% as a percentage of total revenue for the six months ended September 26, 2026, compared to 61.7% for the six months ended September 27, 2025. The components that comprise total operating expenses are explained below.
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Selling, General and Administrative Expenses
Six Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Selling, general and administrative expenses:
Michael Kors$626 $646 $(20)(3.1)%
Jimmy Choo199 197 2 1.0 %
Corporate85 93 (8)(8.6)%
Total selling, general and administrative expenses$910 $936 $(26)(2.8)%
Selling, general and administrative expenses decreased $26 million, or 2.8%, to $910 million for the six months ended September 26, 2026, compared to $936 million for the six months ended September 27, 2025. As a percentage of total revenue, selling, general and administrative expenses increased to 57.7% for the six months ended September 26, 2026, compared to 56.6% for the six months ended September 27, 2025.
•Michael Kors selling, general and administrative expenses decreased $20 million, or 3.1%, to $626 million for the six months ended September 26, 2026, compared to $646 million for the six months ended September 27, 2025. The decrease was primarily due to cost savings and optimization initiatives which resulted in lower retail store related costs and personnel expenses compared to the prior year.
•Jimmy Choo selling, general and administrative expenses remained consistent with the prior year increasing $2 million, or 1.0%, to $199 million for the six months ended September 26, 2026, compared to $197 million for the six months ended September 27, 2025.
Unallocated corporate expenses, which are included within selling, general and administrative expenses discussed above, but are not directly attributable to a reportable segment, decreased $8 million, or 8.6%, to $85 million for the six months ended September 26, 2026, compared to $93 million for the six months ended September 27, 2025. The decrease was primarily due to lower professional fees and other cost savings initiatives.
Impairment of Assets
For the six months ended September 26, 2026 and September 27, 2025, we recognized asset impairment charges of $12 million and $21 million, respectively, primarily related to the impairment of operating lease right-of-use assets at certain Michael Kors store locations. Refer to Note 12 - “Fair Value Measurements” to the accompanying consolidated financial statements for additional information.
Restructuring and Other Expense
During the six months ended September 26, 2026, we recorded expense of $4 million primarily related to employee severance due to restructuring activities completed during the period. During the six months ended September 27, 2025, we recorded expenses of $3 million primarily related to store closure costs. Refer to Note 9 - “Restructuring and Other Expense” to the accompanying consolidated financial statements for additional information.
43


Income from Continuing Operations
Six Months Ended
(dollars in millions)September 26,
2026
September 27,
2025
$ Change% Change
Income from continuing operations:
Michael Kors$123 $136 $(13)(9.6)%
Jimmy Choo15 (5)20 NM
138 131 7 5.3 %
Unallocated corporate and other expenses, net (1)
(111)(127)16 (12.6)%
Income from continuing operations$27 $4 $23 NM
Operating Margin:
Michael Kors9.8 %10.0 %
Jimmy Choo4.6 %(1.7)%
Capri1.7 %0.2 %
NM Not meaningful
(1)Certain corporate costs are not directly attributable to our brands and, therefore, are not allocated to segments. Refer to Note 17 - “Segment Information” to the accompanying consolidated financial statements for additional information.    
Income from continuing operations was $27 million for the six months ended September 26, 2026, compared to $4 million for the six months ended September 27, 2025. Income from continuing operations as a percentage of total revenue was 1.7% for the six months ended September 26, 2026, compared to income from continuing operations of 0.2% for the six months ended September 27, 2025.
•Michael Kors recorded income from operations of $123 million for the six months ended September 26, 2026, compared to $136 million for the six months ended September 27, 2025. Operating margin decreased from 10.0% for the six months ended September 27, 2025, to 9.8% for the six months ended September 26, 2026, primarily due to deleveraging of operating expenses on lower revenues compared to the prior year, partially offset by an increase in gross profit margin as noted above.
•Jimmy Choo recorded income from operations of $15 million for the six months ended September 26, 2026, compared to a loss of $5 million for the six months ended September 27, 2025. Operating margin improved from a loss of 1.7% for the six months ended September 27, 2025, to income of 4.6% for the six months ended September 26, 2026, primarily due to leveraging of operating expenses on higher revenues compared to the prior year.
Other Income, net
We recognized $6 million of other income during the six months ended September 26, 2026 compared to $1 million during the six months ended September 27, 2025. The other income recognized during the six months ended September 26, 2026 primarily related to certain transition services provided to Versace pursuant to the Transition Services Agreement. Refer to Note 3 - “Discontinued Operations” to the accompanying consolidated financial statements for additional information.
Interest Income, net
For the six months ended September 26, 2026, we recognized $62 million of interest income compared to $35 million for the six months ended September 27, 2025. The $27 million improvement in interest income, net, is primarily due to lower average borrowings outstanding compared to the prior year. Refer to Note 10 - “Debt Obligations” and Note 13 - “Derivative Financial Instruments” to the accompanying consolidated financial statements for additional information.
Foreign Currency Gain
For the six months ended September 26, 2026 and September 27, 2025, we recognized a net foreign currency gain of $1 million and $2 million, respectively, primarily attributable to the remeasurement of intercompany balances between certain of our subsidiaries.
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(Benefit) Provision for Income Taxes
The benefit for income taxes was $1 million on pre-tax income of $96 million for the six months ended September 26, 2026, compared to a provision of $20 million on pre-tax income of $42 million for the six months ended September 27, 2025. Our effective tax rate for the six months ended September 26, 2026 was (1.0)% compared to 47.6% for the six months ended September 27, 2025. Our effective tax rate decreased for the six months ended September 26, 2026 compared to our effective tax rate for the six months ended September 27, 2025 primarily due to a reduction in the Company’s valuation allowance resulting from the restructuring of certain legal entities completed during the current year, whereas the prior year was significantly impacted by an incremental valuation allowance.
Our effective tax rate may fluctuate from time to time due to the effects of valuation allowance on deferred tax assets, changes in United States federal, state and local taxes and tax rates in foreign jurisdictions. In addition, factors such as the geographic mix of earnings, enacted tax legislation and the results of various global tax strategies, may also impact our effective tax rate in future periods.
Net Income from Continuing Operations
As a result of the above, our net income was $97 million for the six months ended September 26, 2026, compared to net income of $22 million for the six months ended September 27, 2025.
45


Liquidity and Capital Resources
Liquidity
Our primary sources of liquidity are the cash flows generated from our operations, along with borrowings available under our credit facilities and available cash and cash equivalents. Our primary use of this liquidity is to fund the ongoing cash requirements, including our working capital needs and capital investments in our business, debt repayments, acquisitions, returns of capital, including share repurchases, and other corporate activities. We believe that the cash generated from operations, together with borrowings available under our revolving credit facilities and available cash and cash equivalents, will be sufficient to meet our working capital needs for the next 12 months and beyond, including investments made and expenses incurred in connection with our store opening and renovation plans, investments in corporate and distribution facilities, continued IT system development, e-commerce and marketing initiatives. We spent $40 million on capital expenditures during the six months ended September 26, 2026. We expect to spend approximately $100 million in Fiscal 2027, which includes Michael Kors and Jimmy Choo store renovations, as well as information technology and digital enhancements.
The following table sets forth key indicators of our liquidity and capital resources (in millions):
As of
September 26,
2026
March 28,
2026
Balance Sheet Data:
Cash and cash equivalents$125 $135 
Working capital $189 $199 
Total assets$3,273 $3,234 
Short-term debt$19 $14 
Long-term debt$442 $343 
Six Months Ended
September 26,
2026
September 27,
2025
Cash Flow Data:
Operating activities from continuing operations$124 $(13)
Investing activities from continuing operations$(40)$(26)
Financing activities from continuing operations$(105)$187 
Effect of exchange rate changes$12 $(36)
Net (decrease) increase in cash and cash equivalents and restricted cash (1)
$(9)$112 
(1)For the six months ended September 27, 2025, the increase in cash and cash equivalents and restricted cash is presented on a continuing basis which differs from the Consolidated Statements of Cash Flows which is presented on a consolidated basis including discontinued operations.
Cash Provided by (Used in) Operating Activities
Net cash provided by operating activities was $124 million during the six months ended September 26, 2026, as compared to net cash used in operating activities of $13 million for the six months ended September 27, 2025. The increase in net cash provided by operating activities was primarily attributable to an increase in net income after non-cash adjustments combined with the IEEPA tariff refund receipts and the timing of tax payments.
Cash Used in Investing Activities
Net cash used in investing activities was $40 million during the six months ended September 26, 2026, as compared to net cash used in investing activities of $26 million during the six months ended September 27, 2025, which were attributable to higher capital expenditures primarily related to store renovations in the current period.
46


Cash (Used in) Provided by Financing Activities
Net cash used in financing activities was $105 million during the six months ended September 26, 2026, as compared to net cash provided by financing activities of $187 million during the six months ended September 27, 2025. The change in cash used in financing activities was primarily attributable to the incremental share repurchases in the current period and lower net debt borrowings under our revolving credit facilities.
Debt Facilities
The following table presents a summary of our borrowing capacity and amounts outstanding as of September 26, 2026 and March 28, 2026 (in millions):
As of
September 26,
2026
March 28,
2026
Revolving Credit Facility (1)
Total availability$1,000 $1,500 
Borrowings outstanding (2)
440 340 
Letter of credit outstanding1 1 
Remaining availability$559 $1,159 
Other Borrowings (3)
$21 $17 
Hong Kong Uncommitted Credit Facility:
Total availability (20 million and 45 million Hong Kong Dollars) (4)
$3 $6 
Borrowings outstanding— — 
Remaining availability (20 million and 45 million Hong Kong Dollars)$3 $6 
China Uncommitted Credit Facility:
Total availability (75 million Chinese Yuan) (4)
$11 $11 
Borrowings outstanding— — 
Total and remaining availability (75 million Chinese Yuan)$11 $11 
Japan Credit Facility:
Total availability (1.0 billion Japanese Yen)$6 $6 
Borrowings outstanding — — 
Remaining availability (1.0 billion Japanese Yen)$6 $6 
Total borrowings outstanding (1)
$461 $357 
Total remaining availability$579 $1,182 
(1)The financial covenant in our 2026 Revolving Credit Facility requires us to comply with a quarterly maximum net leverage ratio of 4.0 to 1.0. As of September 26, 2026 and March 28, 2026, we were in compliance with all covenants related to the agreements governing our debt. Refer to Note 10 - “Debt Obligations” to the accompanying consolidated financial statements for additional information.
(2)As of September 26, 2026 and March 28, 2026, all amounts are recorded as long-term debt on our consolidated balance sheets.
(3)The balance as of September 26, 2026 and March 28, 2026 primarily consists of $19 million and $14 million, respectively, related to our supplier financing program recorded within short-term debt in our consolidated balance sheets.
(4)The balance as of September 26, 2026 and March 28, 2026 represents the total availability of the credit facility, which excludes bank guarantees.
47


We believe that our 2026 Revolving Credit Facility is adequately diversified with no undue concentration in any one financial institution. As of September 26, 2026, there were 14 financial institutions participating in the facility, with none maintaining a maximum commitment percentage in excess of 12%. We have no reason to believe that the participating institutions will be unable to fulfill their obligations to provide financing in accordance with the terms of the 2026 Revolving Credit Facility.
Refer to Note 10 - “Debt Obligations” in the accompanying financial statements and Note 13 - “Debt Obligations” in our Fiscal 2026 Annual Report on Form 10-K for detailed information relating to our credit facilities and debt obligations.
Share Repurchase Program
The following table presents our treasury share repurchases during the six months ended September 26, 2026 and September 27, 2025 (dollars in millions):
Six Months Ended
September 26,
2026
September 27,
2025
Cost of shares repurchased under share repurchase program$200 $— 
Fair value of shares withheld to cover tax obligations for vested restricted share awards4 2 
Total cost of treasury shares repurchased$204 $2 
Shares repurchased under share repurchase program12,894,844 — 
Shares withheld to cover tax withholding obligations202,942 98,081 
13,097,786 98,081 
On November 4, 2025, we announced the Board of Directors approved a three-year share repurchase program of up to $1.0 billion of our outstanding ordinary shares, which was implemented during the fourth quarter of Fiscal 2026. Share repurchases may be made in open market or privately negotiated transactions and/or pursuant to Rule 10b5-1 trading plans, subject to market conditions, applicable legal requirements, trading restrictions under our insider trading policy and other relevant factors. The program may be suspended or discontinued at any time.
During the six months ended September 26, 2026, we repurchased 12,894,844 shares through open market transactions with a fair value of $200 million as part of this program. As of September 26, 2026, the remaining availability under this share repurchase program was $721 million. No share repurchase program was in effect during the six months ended September 27, 2025.
Refer to Note 14 - “Shareholders’ Equity” to the accompanying consolidated financial statements for additional information.
Contractual Obligations and Commercial Commitments
Please refer to the “Contractual Obligations and Commercial Commitments” disclosure within the “Liquidity and Capital Resources” section of our Fiscal 2026 Form 10-K for a detailed disclosure of our other contractual obligations and commitments as of March 28, 2026.
Off-Balance Sheet Arrangements
We have not created, and are not party to, any special-purpose entities or off-balance sheet arrangements for the purpose of raising capital, incurring debt or operating our business. Our off-balance sheet commitments relating to our outstanding letters of credit were $25 million at September 26, 2026, including $24 million in letters of credit issued outside of the 2026 Revolving Credit Facility. In addition, as of September 26, 2026, bank guarantees of approximately $29 million were supported by our various credit facilities. We do not have any other off-balance sheet arrangements or relationships with entities that are not consolidated into our financial statements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.
48


Recent Accounting Pronouncements
Refer to Note 2 - “Summary of Significant Accounting Policies” to the accompanying interim consolidated financial statements for recently issued accounting standards, which may have an impact on our financial statements and/or disclosures upon adoption.
49


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are exposed to certain market risks during the normal course of business, such as risk arising from fluctuations in foreign currency exchange rates, as well as fluctuations in interest rates. In order to manage these risks, we employ certain strategies to mitigate the effect of these fluctuations, which include entering into foreign currency forward contracts, net investment hedges and interest rate swaps.
Foreign Currency Exchange Risk
We manage our exposure to changes in foreign currency exchange rates using various derivative instruments. Refer to Note 13 - “Derivative Financial Instruments” to the accompanying consolidated financial statements for a summary of the notional and fair value amounts of outstanding derivative instruments, as well as the impact on earnings and accumulated other comprehensive loss of such instruments as of September 26, 2026.
We perform a sensitivity analysis related to our derivative instruments to determine the effects of fluctuations in foreign currency exchange rates. For this sensitivity analysis, we assume a hypothetical change in the United States dollar against the applicable foreign currency exchange rates.
Forward Foreign Currency Exchange Contracts
We are exposed to risks on certain purchase commitments to foreign suppliers based on the value of our purchasing subsidiaries’ local currency relative to the currency requirement of the supplier on the date of the commitment. As such, we may enter into forward foreign currency exchange contracts that generally mature in 12 months or less and are consistent with the related purchase commitments to manage our exposure to the changes in the value of the Euro.
Based on the forward foreign currency exchange contracts outstanding as of September 26, 2026, a 10% appreciation or devaluation of the United States dollar compared to the Euro would result in a net increase or decrease in the fair value of these contracts of approximately $5 million.
Net Investment Hedges
We utilize cross currency swap agreements to hedge our net investments in foreign operations against future volatility in the exchange rates between the United States dollar and foreign functional currencies in CHF and Euro. Based on the net investment hedges outstanding as of September 26, 2026, a 10% appreciation or devaluation of the United States dollar compared to CHF and Euro would result in a net increase or decrease in the fair value of these contracts of approximately $382 million and $242 million, respectively.
Interest Rate Risk
We are exposed to interest rate risk related to borrowings outstanding under our 2026 Revolving Credit Facility. Our 2026 Revolving Credit Facility bears interest at prime rates and other institutional lending rates (depending on the particular origination of borrowing), as further described in Note 10 - “Debt Obligations” to the accompanying consolidated financial statements. Our Hong Kong Credit Facility bears interest at the Hong Kong Interbank Offered Rate. Our China Credit Facility bears interest at the People’s Bank of China’s Benchmark lending rate. Our Japan Credit Facility bears interest at the Tokyo Interbank Offered Rate (“TIBOR”) plus 60 basis points two business days prior to the date of borrowing or the date of interest renewal. Therefore, our consolidated statements of operations and comprehensive income (loss) and cash flows are exposed to changes in those interest rates. At September 26, 2026, we had $440 million of borrowings outstanding under our 2026 Revolving Credit Facility and no borrowings outstanding under all other credit facilities, as further described in Note 10 - “Debt Obligations” to the accompanying consolidated financial statements.
At March 28, 2026, we had $340 million of borrowings outstanding under our 2025 Credit Facilities and no borrowings outstanding under all other credit facilities.
These balances are not indicative of future balances that may be outstanding under our credit facilities that may be subject to fluctuations in interest rates. Any increases in the applicable interest rates would cause an increase to the interest expense relative to any outstanding balance at that date.
50


ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
An evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), our principal executive officer and principal financial officer, respectively, of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15(d)-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of September 26, 2026. This evaluation was performed based on the criteria set forth in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), the 2013 Framework. Based on the evaluation, the CEO and CFO concluded that disclosure controls and procedures as of September 26, 2026 are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the Securities and Exchange Commission’s rules and forms, and is accumulated and communicated to our management, including our CEO and CFO, to allow timely decisions regarding required disclosures.
Changes in Internal Control over Financial Reporting
There have been no changes in our internal control over financial reporting during the three months ended September 26, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Ordinary Course Litigation
We are involved in various routine legal proceedings incident to the ordinary course of our business. We believe that the outcome of all pending, routine legal proceedings, in the aggregate, will not have a material adverse effect on our business, results of operations and financial condition.
Litigation Related to Terminated Merger
On December 23, 2024 and January 28, 2025, two purported shareholders of Capri filed putative class action complaints in the United States District Court for the District of Delaware against Capri, Tapestry, Inc. and certain of their officers (including John D. Idol, our Chairman and Chief Executive Officer, and Thomas J. Edwards, Jr., our former Chief Financial and Chief Operating Officer) alleging violations of the federal securities laws based on certain statements by defendants concerning the previously proposed merger between Capri and Tapestry, Inc. and the FTC’s action to enjoin the merger. The Court appointed the lead plaintiff on March 7, 2025, and on May 15, 2025, the lead plaintiff filed the Consolidated Securities Law Complaint. The Consolidated Securities Law Complaint sought to bring federal securities claims on behalf of a class of all persons who purchased Capri stock or sold Capri puts between August 10, 2023 and October 24, 2024. On March 31, 2026, the Court granted our motion to dismiss the Consolidated Securities Law Complaint without prejudice. On April 30, 2026, plaintiffs filed the First Amended Complaint and we filed a motion to dismiss the First Amended Complaint on June 15, 2026. This litigation remains pending and we cannot predict the outcome or timing of this matter. Defending this litigation, even where claims are ultimately resolved in our favor, is costly and time‑consuming and an adverse outcome in this matter could result in substantial monetary damages, which may not be fully covered by available insurance.

ITEM 1A. RISK FACTORS
There are no material changes from the risk factors previously disclosed in Part I, Item 1A. Risk Factors, in our Annual Report on Form 10-K for the year ended March 28, 2026.
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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(c) Issuer Purchases of Equity Securities
On November 4, 2025, we announced the Board of Directors approved a three-year share repurchase program of up to $1.0 billion of our outstanding ordinary shares, which commenced during the fourth quarter of Fiscal 2026. Share repurchases may be made in open market or privately negotiated transactions and/or pursuant to Rule 10b5-1 trading plans, subject to market conditions, applicable legal requirements, trading restrictions under our insider trading policy and other relevant factors. The program may be suspended or discontinued at any time.
The following table provides information of our ordinary shares repurchased or withheld during the three months ended September 26, 2026:
Total Number
of Shares (1)
Average Price per Share
Total Number of
Shares
Purchased as Part of
Publicly Announced
Programs (2)
Remaining Dollar Value of Shares That May Be Purchased Under the Programs (in millions)
June 28 - July 25— $— — $871 
July 26 - August 226,538,709 $15.34 6,518,373 $771 
August 23 - September 263,786,969 $13.20 3,786,969 $721 
10,325,678 10,305,342 
(1)Includes shares pursuant to the $1.0 billion share repurchase program and shares related to our “withhold to cover” repurchase program, which allows us to withhold ordinary shares from certain employees and directors to satisfy minimum tax withholding obligations relating to the vesting of their restricted share awards.
(2)Pursuant to the $1.0 billion share repurchase program announced on November 4, 2025 that expires on March 31, 2029.

ITEM 5. OTHER INFORMATION
Rule 10b5-1 Trading Arrangements
During the quarterly period ended September 26, 2026, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
ITEM 6. EXHIBITS
a. Exhibits
Please refer to the accompanying Exhibit Index included after the signature page of this report for a list of exhibits filed or furnished with this report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on October 30, 2026.
CAPRI HOLDINGS LIMITED
By:/s/ John D. Idol
Name:John D. Idol
Title:Chairman & Chief Executive Officer
By:/s/ Tyler Reddien
Name:Tyler Reddien
Title:Executive Vice President, Chief Financial Officer and Chief Operating Officer

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INDEX TO EXHIBITS
Exhibit No.Description
101.1 
The following financial information from the Company’s Quarterly Report on Form 10-Q for the period ended September 26, 2026 formatted in Inline eXtensible Business Reporting Language: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income (Loss), (iii) Consolidated Statements of Shareholders’ Equity, (iv) Consolidated Statements of Cash Flows, and (v) Notes to Consolidated Financial Statements.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*Schedules and Exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule to the Securities and Exchange Commission upon request; provided, however, that the Company may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedules so furnished.
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ATTACHMENTS / EXHIBITS

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