# Steven Madden, LTD.: Form 10-Q for the period ended Mar 31, 2025

- Company: [Steven Madden, LTD.](/companies/shoo.md) (CIK 913241)
- Form: 10-Q
- Filed: 2025-05-09
- Accepted by EDGAR: May 9, 2025, 16:50 ET
- Period: 2025-03-31
- Accession: 0001628280-25-024142
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/913241/000162828025024142/shoo-20250331.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/913241/000162828025024142/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2025-03-31.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2025-01-01 to 2025-03-31 | $551.4m | us-gaap:RevenueFromContractWithCustomerExcludingAssessedTax |
| Cost of revenue | 3 months, 2025-01-01 to 2025-03-31 | $327.3m | us-gaap:CostOfGoodsAndServicesSold |
| Gross profit | 3 months, 2025-01-01 to 2025-03-31 | $226.3m | us-gaap:GrossProfit |
| Operating income | 3 months, 2025-01-01 to 2025-03-31 | $53.5m | us-gaap:OperatingIncomeLoss |
| Income tax | 3 months, 2025-01-01 to 2025-03-31 | $13.1m | us-gaap:IncomeTaxExpenseBenefit |
| Diluted EPS | 3 months, 2025-01-01 to 2025-03-31 | $0.57 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2025-01-01 to 2025-03-31 | $0.57 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2025-01-01 to 2025-03-31 | 71,055,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2025-01-01 to 2025-03-31 | −$18.8m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2025-01-01 to 2025-03-31 | $9.8m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Dividends paid | 3 months, 2025-01-01 to 2025-03-31 | $15.2m | us-gaap:PaymentsOfDividends |
| Share repurchases | 3 months, 2025-01-01 to 2025-03-31 | $7.8m | us-gaap:PaymentsForRepurchaseOfCommonStock |
| Cash and equivalents | at 2025-03-31 | $144.8m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2025-03-31 | $886.0m | us-gaap:AssetsCurrent |
| Total assets | at 2025-03-31 | $1.43bn | us-gaap:Assets |
| Current liabilities | at 2025-03-31 | $394.6m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2025-03-31 | $523.5m | us-gaap:Liabilities |
| Shareholders' equity | at 2025-03-31 | $875.3m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 40,713 characters.

The following discussion of our financial condition and results of operations for the three months ended March 31, 2025 should be read in conjunction with the unaudited Condensed Consolidated Financial Statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q.

All references in this Quarterly Report to “we,” “our,” “us,” and the “Company” refer to Steven Madden, Ltd. and its subsidiaries unless the context indicates otherwise.

This Quarterly Report contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Examples of forward-looking statements include, among others, statements regarding revenue and earnings guidance, plans, strategies, objectives, expectations, and intentions. You can identify forward-looking statements by words such as: “may,” “will,” “expect,” “believe,” “should,” “anticipate,” “project,” “predict,” “plan,” “intend,” or “estimate,” and similar expressions, or the negative of these expressions. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they represent our current beliefs, expectations, and assumptions regarding anticipated events and trends affecting our business, and industry based on information available as of the time such statements are made. We caution investors that such forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy, and some of which may be outside of our control. Our actual results and financial condition may differ materially from those indicated in these forward-looking statements. As such, investors should not rely upon them. Important risk factors include:

- our ability to navigate changes in global trade policies and tariffs imposed by the United States government and the governments of other nations in which we manufacture and sell products;
- geopolitical tensions in the regions in which we operate and any related challenging macroeconomic conditions globally that may materially and adversely affect our customers, vendors, and partners, and the duration and extent to which these factors may impact our future business and operations, results of operations, and financial condition;
- our ability to navigate shifting macro-economic environments including but not limited to inflation and the potential for recessionary conditions;
- our ability to accurately anticipate fashion trends and promptly respond to consumer demand;
- our ability to compete effectively in a highly competitive market;
- our ability to adapt our business model to rapid changes in the retail industry;
- supply chain disruptions to product delivery systems and logistics, and our ability to properly manage inventory;
- our reliance on independent manufacturers to produce and deliver products in a timely manner, especially when faced with adversities such as work stoppages, transportation delays, public health emergencies, social unrest, changes in local economic conditions, and political upheavals as well as their ability to meet our quality standards;
- our dependence on the hiring and retention of key personnel;
- our ability to successfully implement growth strategies and integrate acquired businesses;
- our ability to adequately protect our trademarks and other intellectual property rights;
- our ability to maintain adequate liquidity when negatively impacted by unforeseen events such as an epidemic or a pandemic, which may cause disruption to our business operations for an indeterminable period of time;
- legal, regulatory, political, and economic risks that may affect our sales in international markets;
- changes in U.S. and foreign tax laws that could have an adverse effect on our financial results;
- additional tax liabilities resulting from audits by various taxing authorities;
- cybersecurity risks and costs of defending against, mitigating, and responding to data security threats and breaches impacting the Company;
- our ability to achieve operating results that are consistent with prior financial guidance; and
- other risks and uncertainties indicated from time to time in our filings with the Securities and Exchange Commission.

These risks and uncertainties, along with the risk factors discussed under Part II, Item 1A “Risk Factors” in this Quarterly Report on Form 10-Q and, in Part I, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2024, should be considered in evaluating any forward-looking statements contained in this report. We do not undertake any obligation to publicly update any forward-looking statement, including without limitation, any guidance regarding revenue or earnings, whether as a result of new information, future developments, or otherwise.

### Business Overview

#### ($ in thousands, except for store count and per share data)

Steven Madden, Ltd. and its subsidiaries designs, sources, and markets fashion-forward branded and private label footwear, accessories, and apparel. We distribute our products through the wholesale channel to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe. Additionally, we operate in other international markets through its joint ventures in South Africa, the Middle East, Israel, various countries in Europe, Latin America, and certain countries in Asia, and through special distribution arrangements in various European countries, North Africa, South and Central America, and various countries within the Asia-Pacific region. We also distribute our products through our direct-to-consumer channel, which includes company-operated retail stores and e-commerce websites, in the United States, Canada, Mexico, South Africa, the Middle East, Israel, various countries in Europe, Latin America, and the Asia-Pacific region.

Our product offerings include a diverse range of contemporary styles, designed to establish or capitalize on market trends, complemented by core product offerings. We are recognized for our design creativity and ability to deliver trend-right products with high quality at accessible price points, efficiently and within short lead times.

The Company’s reportable operating segments consist of the following:

- ***Wholesale Footwear.*** This segment designs, sources, and markets our brands and sells our products to department stores, mass merchants, off-price retailers, shoe chains, online retailers, national chains, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe, and through our joint ventures and international distributor network.
- ***Wholesale Accessories/Apparel.*** This segment designs, sources, and markets our brands and sells our products, primarily consisting of handbags and apparel, to department stores, mass merchants, off-price retailers, online retailers, specialty retailers, independent stores, and clubs throughout the United States, Canada, Mexico, and Europe, and through our joint ventures and international distributor network.
- ***Direct-to-Consumer.*** This segment engages in the sale of footwear, handbags, apparel, and other accessories through Steve Madden and Dolce Vita full-price retail stores, Steve Madden outlet stores, directly-operated concessions in international markets, and directly-operated e-commerce websites. We operate retail locations in regional malls and shopping centers, as well as high streets in various cities across the United States, Canada, Mexico, and Europe, as well as through our joint ventures in international markets.
- ***Licensing.*** This segment engages in the licensing of the Steve Madden® and Betsey Johnson® trademarks for use in the sale of select apparel, accessories, and home categories as well as various other non-core products.

Corporate does not constitute a reportable segment and includes costs not directly attributable to the reportable operating segments. These expenses are primarily related to corporate executives, corporate finance, corporate social responsibility, legal, human resources, information technology, cybersecurity, and other shared services.

### Recent Developments

***Australia Joint Venture.*** In January 2025, we entered into a joint venture agreement with GFN Two Pty Ltd., a leading distributor of luxury and retail goods in Australia and New Zealand. We acquired a 50.1% controlling financial interest in the newly formed entity, SM Fashion Australia Pty Ltd., through a capital contribution of $1,899. The acquisition resulted in the recognition of goodwill of $1,393. This joint venture was formed to expand the distribution of our products across Australia and New Zealand through wholesale and direct-to-consumer channels. The results of this joint venture are included within the Wholesale Footwear, Wholesale Accessories/Apparel, and Direct-to-Consumer segments.

***Malaysia Joint Venture.*** In January 2025, we entered into an agreement with Envico Enterprise Sdn. Bhd., a leading distributor of luxury and retail goods in Southeast Asia, to acquire an additional 2.0% equity interest in SM Distribution Malaysia Sdn. Bhd. for cash consideration of $5. This joint venture was originally formed in July 2022, at which time we held a 49.0% non-controlling interest. With the acquisition of the additional 2.0% interest, we hold a 51.0% controlling financial interest and has consolidated the joint venture’s financial results beginning in the first quarter of 2025 in this Quarterly Report. The acquisition resulted in the recognition of goodwill of $1,829. This joint venture engages in the distribution of our products across Malaysia through the direct-to-consumer channel. The results of this joint venture are included within the Direct-to-Consumer segment.

***Acquisition of Kurt Geiger.*** On May 6, 2025, we completed our previously-announced acquisition of UK-based Kurt Geiger from a group led by international private equity firm Cinven for an enterprise value of approximately £289,000 in cash. For the twelve months ended February 1, 2025, Kurt Geiger had revenue of approximately £400,000. In connection with the acquisition, we entered into a new credit agreement which provides for a $300,000 term loan facility and a $250,000 revolving credit facility. We funded the acquisition and acquisition-related costs with borrowings under the amended and restated credit agreement and cash on hand.

### Macroeconomic Conditions and Industry Trends

The global economy and retail landscape continue to face significant challenges that affect business operations and consumer behavior. Recent tariff announcements across nearly all jurisdictions have introduced significant volatility and heightened uncertainty in global markets. The lack of clarity surrounding future trade policy developments has made global sourcing and supply chain planning increasingly complex, further complicating the operating environment for multinational businesses. Additionally, and although inflation has moderated in certain markets, it remains elevated relative to historical norms. Interest rates in the United States and key international markets remain high, contributing to tighter credit conditions and pressuring consumer discretionary spending. Furthermore, ongoing foreign currency volatility, lingering concerns about economic slowdown, and geopolitical tensions continue to impact consumer sentiment.

In response to the headwinds from the evolving global trade environment and implementation of tariffs across key sourcing regions, many companies, including ours, were prompted to re-evaluate sourcing strategies, assess supplier diversification, and consider selective pricing actions to mitigate cost pressures. These efforts are part of the broader focus on maintaining operational agility in an increasingly uncertain macroeconomic and regulatory landscape. These actions have also intensified competitive dynamics within the industry.

The department store sector continues to experience structural change, with continued consolidations, restructurings, bankruptcies, and store closures. Meanwhile, shifting consumer preferences toward digital and omnichannel experiences are reshaping traditional retail models. These trends present both opportunities and risks as we continue to evolve our go-to-market strategies.

The geopolitical environment remains unstable. New administrations, including in the United States and in key international markets, such as Canada and Mexico, ongoing military conflicts in Ukraine and the Middle East, and increased tensions with China have contributed to economic uncertainty, market volatility, inflationary pressures, unfavorable foreign currency impacts, disruptions in global supply chains, deteriorating trade relations, and declining consumer confidence. These factors could create headwinds for our global business performance.

While navigating the challenging macroeconomic environment, we remain highly focused on executing the following key strategic initiatives which are aimed at driving long-term growth and creating shareholder value:

- ***Win with product.*** Utilizing our proven model – which combines talented design teams, a test-and react strategy, and industry-leading speed-to-market capability – to create trend-right product assortments across footwear, accessories, and apparel categories that resonate with our consumers.
- ***Invest in marketing.*** Continue investing in full-funnel marketing to deepen our connection with consumers.
- ***Expand in international markets.*** Expanding our international businesses in the Americas (ex. U.S.), EMEA, and APAC regions remains our largest long-term growth initiative.
- ***Grow non-footwear categories.*** Expanding our product offerings across various categories outside of footwear, including handbags, accessories, and apparel.
- ***Expand Direct-to-Consumer led by digital.*** Expanding our direct-to-consumer business with a focus on growing our digital business, including optimizing site functionality, personalization, and digital marketing, to enhance our consumers overall shopping experience.
- ***Operational Efficiency.*** Streamlining operations, tightly managing costs, and maintaining a disciplined inventory management approach are ongoing and aimed at enhancing overall profitability.
- ***Sustainability Focus.*** Committing to our corporate social responsibility initiatives, as we work to minimize the negative impacts we have on the environment and maximize the positive impacts we have on our people and our communities.

### Tariffs

Throughout the first quarter of 2025, continued developments in global trade policies have led to the implementation of new tariffs across key jurisdictions where we source our products, including China, Cambodia, Vietnam, Brazil, India, Bangladesh, and various other countries. These ever-evolving trade dynamics have increased uncertainty and introduced additional cost pressures to our global supply chain. In response, we are actively assessing our sourcing strategies, evaluating opportunities for supplier diversification, and considering pricing and other cost-mitigation measures. While we are diligently taking steps to manage the impact of tariffs and trade restrictions, the full effect of these changes remains uncertain and could materially and adversely affect our business, financial condition, and results of operations. For further discussion of related risks, see Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024.

### Inflation

Although inflation has eased in some regions, elevated input costs – particularly for labor, raw materials, and freight – as well as increased macroeconomic, geopolitical, and regulatory uncertainties continue to pressure margins. These inflationary trends have affected both our wholesale and direct-to-consumer businesses and may persist despite central bank efforts globally to stabilize prices. We have historically mitigated inflationary impacts through price increases, supplier negotiations, cost containment, and operational efficiencies. However, continued inflation could negatively impact demand for our products or impair our ability to sustain historical margin levels, adversely impacting our profitability and overall financial performance.

### Dividends

On May 6, 2025, our Board of Directors approved a quarterly dividend of $0.21 per share payable on June 20, 2025 to stockholders of record as of the close of business on June 9, 2025.

### Key Highlights

Total revenue for the quarter ended March 31, 2025 increased 0.2% to $553,534, compared to $552,381 in the same period of last year. Net income attributable to Steven Madden, Ltd. was $40,423 in the first quarter of 2025, compared to $43,934 in the same period of last year. Our effective tax rate for the first quarter of 2025 was 24.1%, compared to 23.6% in the first quarter of last year. Diluted earnings per share were $0.57 per share on 71,055 diluted weighted average shares outstanding, compared to diluted earnings per share of $0.60 per share on 72,865 diluted weighted average shares outstanding in the first quarter of last year.

Our inventory turnover (calculated on a trailing four quarter average) for the quarter ended March 31, 2025 was 5.3 times, compared to 5.7 times at March 31, 2024. Our total Company accounts receivable average collection days increased to 73 days in the first quarter of 2025, compared to 68 days in the first quarter of 2024. As of March 31, 2025, we had $147,242 in cash, cash equivalents, and short-term investments, no debt, and total stockholders’ equity of $903,676. Working capital was $491,459 as of March 31, 2025, compared to $474,782 as of March 31, 2024.

Amid a dynamic operating environment, we remain focused on executing our strategic priorities: delivering trend-right product, deepening connections with our consumers, expanding our international businesses, growing our non-footwear categories, expanding our direct-to-consumer business led by digital, strengthening our core U.S. wholesale business, and efficiently managing our inventory and expenses. At the same time, we are advancing our corporate social responsibility initiatives to create long-term value for our stakeholders, minimize the negative impacts on the environment, and maximize the positive impacts on our people and our communities.

### Results of Operations

The following tables set forth information on operations for the periods indicated:

*(in thousands, except for number of stores)*

| CONSOLIDATED: | Three Months Ended March 31, 2025 |  | 2024 |  |
| --- | ---: | ---: | ---: | ---: |
| Net sales | **$551,382** | **99.6%** | $550,567 | 99.7% |
| Licensing income | **2,152** | **0.4%** | 1,814 | 0.3% |
| Total revenue | **553,534** | **100.0%** | 552,381 | 100.0% |
| Cost of sales (exclusive of depreciation and amortization) | **327,267** | **59.1%** | 327,566 | 59.3% |
| Gross profit | **226,267** | **40.9%** | 224,815 | 40.7% |
| Operating expenses | **177,263** | **32.0%** | 164,719 | 29.8% |
| Change in valuation of contingent payment liability | **(4,495)** | **(0.8%)** | 1,650 | 0.3% |
| Impairment of intangibles | **—** | **—%** | 1,700 | 0.3% |
| Income from operations | **53,499** | **9.7%** | 56,746 | 10.3% |
| Interest and other income – net | **829** | **0.1%** | 1,555 | 0.3% |
| Income before provision for income taxes | **$54,328** | **9.8%** | $58,301 | 10.6% |
| Net income attributable to Steven Madden, Ltd. | **$40,423** | **7.3%** | $43,934 | 8.0% |
| **BY SEGMENT:** |  |  |  |  |
| **WHOLESALE FOOTWEAR SEGMENT:** |  |  |  |  |
| Total revenue | **$296,145** | **100.0%** | $295,660 | 100.0% |
| Cost of sales (exclusive of depreciation and amortization) | **187,454** | **63.3%** | 187,363 | 63.4% |
| Gross profit | **108,691** | **36.7%** | 108,297 | 36.6% |
| Operating expenses | **45,603** | **15.4%** | 45,182 | 15.3% |
| Income from operations | **$63,088** | **21.3%** | $63,115 | 21.3% |
| **WHOLESALE ACCESSORIES/APPAREL SEGMENT:** |  |  |  |  |
| Total revenue | **$143,173** | **100.0%** | $142,576 | 100.0% |
| Cost of sales (exclusive of depreciation and amortization) | **95,124** | **66.4%** | 97,426 | 68.3% |
| Gross profit | **48,049** | **33.6%** | 45,150 | 31.7% |
| Operating expenses | **30,132** | **21.0%** | 25,329 | 17.8% |
| Change in valuation of contingent payment liability | **(4,495)** | **(3.1%)** | 1,650 | 1.2% |
| Income from operations | **$22,412** | **15.7%** | $18,171 | 12.7% |
| **DIRECT-TO-CONSUMER SEGMENT:** |  |  |  |  |
| Total revenue | **$112,064** | **100.0%** | $112,331 | 100.0% |
| Cost of sales (exclusive of depreciation and amortization) | **44,689** | **39.9%** | 42,777 | 38.1% |
| Gross profit | **67,375** | **60.1%** | 69,554 | 61.9% |
| Operating expenses | **73,603** | **65.7%** | 70,079 | 62.4% |
| Impairment of intangible | **—** | **—%** | 1,700 | 1.5% |
| (Loss) from operations | **$(6,228)** | **(5.6%)** | $(2,225) | (2.0%) |
| Number of stores | **319** |  | 258 |  |
| **LICENSING SEGMENT:** |  |  |  |  |
| Licensing income | **$2,152** | **100.0%** | $1,814 | 100.0% |
| Gross profit | **2,152** | **100.0%** | 1,814 | 100.0% |
| Operating expenses | **327** | **15.2%** | 500 | 27.6% |
| Income from operations | **$1,825** | **84.8%** | $1,314 | 72.4% |
| **CORPORATE:** |  |  |  |  |
| Operating expenses | **27,598** | **—%** | $23,629 | —% |
| Loss from operations | **$(27,598)** | **—%** | $(23,629) | —% |

28

### Three Months Ended March 31, 2025 Compared to Three Months Ended March 31, 2024

### Consolidated

Total revenue for the three months ended March 31, 2025 increased 0.2% to $553,534, compared to $552,381 in the comparable period in the prior year, primarily driven by increases in the Wholesale Footwear, Wholesale Accessories/Apparel, and Licensing segments, partially offset by a decline in the Direct-to-Consumer segment.

Gross profit for the three months ended March 31, 2025 was $226,267, or 40.9% of total revenue, compared to $224,815, or 40.7% of total revenue, in the comparable period in the prior year. The increase in gross profit as a percentage of total revenue was driven by gross margin expansion in both our Wholesale Footwear and Wholesale Accessories/Apparel segments. Gross profit in both periods included $280 and $208, respectively, related to the purchase accounting fair value adjustment of inventory from acquired businesses.

Operating expenses for the three months ended March 31, 2025 were $177,263, or 32.0% of total revenue, compared to $164,719, or 29.8% of total revenue, in the comparable period in the prior year. The increase in operating expenses as a percentage of total revenue was primarily attributable to our continued investment in marketing and advertising, and higher information technology related expenses. The current-year period also included $3,187 of acquisition costs related to acquisitions and the formation of new international joint ventures, $2,421 related to certain severances and termination benefits, and $1,188 related to legal costs as a result of litigation settlements. The current-year period also included a benefit of $4,495 related to the change in valuation of contingent payment liabilities. The comparable period in the prior year included a charge of $1,650 related to the change in valuation of a contingent payment liability and a charge of $1,700 related to the impairment of an intangible.

Income from operations for the three months ended March 31, 2025 increased to $53,499, or 9.7% of total revenue, compared to income from operations of $56,746, or 10.3% of total revenue, in the comparable period in the prior year. The effective tax rate for the three months ended March 31, 2025 was 24.1%, compared to 23.6% in the comparable period in the prior year.

Net income attributable to Steven Madden, Ltd. for the three months ended March 31, 2025 was $40,423, compared to $43,934 in the comparable prior-year period.

### Wholesale Footwear Segment

Revenue from the Wholesale Footwear segment for the three months ended March 31, 2025 was $296,145, or 53.5% of total revenue, compared to $295,660, or 53.5% of total revenue, in the comparable period in the prior year. The increase of 0.2% was primarily driven by growth in our branded business, partially offset by a decline in our private label business.

Gross profit for the three months ended March 31, 2025 was $108,691, or 36.7% of Wholesale Footwear revenue, compared to $108,297, or 36.6% of Wholesale Footwear revenue, in the comparable period in the prior year. The increase in gross profit as a percentage of revenue was primarily attributable to a favorable mix of our branded business.

Operating expenses for the three months ended March 31, 2025 were $45,603, or 15.4% of Wholesale Footwear revenue, compared to $45,182, or 15.3% of Wholesale Footwear revenue, in the comparable period in the prior year. The current-year period included $644 related to certain severances and termination benefits, and $72 of acquisition costs related to the formation of new international joint ventures.

Income from operations for the three months ended March 31, 2025 totaled $63,088, or 21.3% of Wholesale Footwear revenue, compared to $63,115, or 21.3% of Wholesale Footwear revenue, in the comparable period in the prior year.

### Wholesale Accessories/Apparel Segment

Revenue from the Wholesale Accessories/Apparel segment for the three months ended March 31, 2025 was $143,173, or 25.9% of total revenue, compared to $142,576, or 25.8% of total revenue, in the comparable period in the prior year. The increase of 0.4% was primarily driven by growth in our branded business, partially offset by a decline in our private label business.

Gross profit for the three months ended March 31, 2025 was $48,049, or 33.6% of Wholesale Accessories/Apparel revenue, compared to $45,150, or 31.7% of Wholesale Accessories/Apparel revenue, in the comparable period in the prior year.

The increase in gross profit as a percentage of revenue was primarily attributable to a favorable mix of our branded business. Gross profit in both periods included $280 and $208, respectively, related to the purchase accounting fair value adjustment of inventory from acquired businesses.

Operating expenses for the three months ended March 31, 2025 were $30,132, or 21.0% of Wholesale Accessories/Apparel revenue, compared to $25,329, or 17.8% of Wholesale Accessories/Apparel revenue, in the comparable period in the prior year. The increase in operating expenses as a percentage of Wholesale Accessories/Apparel revenue was primarily attributable to our continued investment in marketing and advertising, and higher payroll related expenses. The current-year period also included $743 related to certain severances and termination benefits, and $549 related to legal costs as a result of an earnout-related litigation. The current-year period also includes a benefit of $4,495 related to the change in valuation of contingent payment liabilities. The comparable period in the prior year included a charge of $1,650 related to the change in valuation of a contingent payment liability.

Income from operations for the Wholesale Accessories/Apparel segment for the three months ended March 31, 2025 was $22,412, or 15.7% of Wholesale Accessories/Apparel revenue, compared to $18,171, or 12.7% of Wholesale Accessories/Apparel revenue, in the comparable period in the prior year.

### Direct-to-Consumer Segment

Revenue from the Direct-to-Consumer segment for the three months ended March 31, 2025 was $112,064, or 20.2% of total revenue, compared to $112,331, or 20.3% of total revenue, in the comparable period in the prior year. The decrease of 0.2% was driven by a decline in revenue in our brick-and-mortar stores, partially offset by an increase in our digital business. As of March 31, 2025, we operated 314 brick-and-mortar stores, five e-commerce websites, and 61 concessions in international markets, compared to 253 brick-and-mortar stores, five e-commerce websites, and 25 concessions in international markets as of March 31, 2024.

Gross profit for the three months ended March 31, 2025 was $67,375, or 60.1% of Direct-to-Consumer revenue, compared to $69,554, or 61.9% of Direct-to-Consumer revenue, in the comparable period in the prior year. The decrease in gross profit as a percentage of revenue was primarily due to an increase in promotional activity.

Operating expenses for the three months ended March 31, 2025 were $73,603, or 65.7% of Direct-to-Consumer revenue, compared to $70,079, or 62.4% of Direct-to-Consumer revenue, in the comparable period in the prior year. The increase in operating expenses as a percentage of revenue was attributable to our continued investment in marketing and advertising, and higher occupancy-related costs. The current-year period also included $639 related to legal costs as a result of litigation settlements, $469 of acquisition costs related to the formation of new international joint ventures, and $301 related to certain severances and termination benefits. The comparable period in the prior year included a charge of $1,700 related to the impairment of an intangible.

Loss from operations for the three months ended March 31, 2025 was $6,228, or 5.6% of Direct-to-Consumer revenue, compared to a loss from operations of $2,225, or 2.0% of Direct-to-Consumer revenue, in the comparable period in the prior year.

### Licensing Segment

Royalty income from the Licensing segment for the three months ended March 31, 2025 was $2,152, or 0.4% of total revenue, compared to $1,814, or 0.3% of total revenue, in the comparable period in the prior year. Operating expenses for the three months ended March 31, 2025 were $327, compared to $500 in the comparable period in the prior year. Income from operations for the three months ended March 31, 2025 was $1,825, compared to $1,314 in the comparable period in the prior year.

### Corporate

Corporate does not constitute a reportable segment and includes costs not directly attributable to the segments. These expenses primarily related to corporate executives, corporate finance, corporate social responsibility, legal, human resources, information technology, cyber security, and other shared services. Corporate operating expenses for the three months ended March 31, 2025 were $27,598 or 5.0% of total revenue, compared to $23,629 or 4.3% of total revenue, in the comparable period in the prior year.

### Liquidity and Capital Resources

Our primary sources of liquidity are cash flows from operations, cash, cash equivalents, and short-term investments. Cash, cash equivalents, and short-term investments totaled $147,242 and $203,408 at March 31, 2025 and December 31, 2024, respectively, and of the total cash, cash equivalents, and short-term investments as of March 31, 2025, $83,171, or approximately 56%, was held in our foreign subsidiaries, and of the total cash, cash equivalents, and short-term investments as of December 31, 2024, $119,569, or approximately 59%, was held in our foreign subsidiaries.

On July 22, 2020, we entered into a $150,000, five-year, asset-based revolving credit facility with various lenders and Citizens Bank (the “Credit Agreement”). On March 25, 2022, we entered into an amendment to the Credit Agreement, which replaced the London Interbank Offering Rate (“LIBOR”) with the Bloomberg Short-Term Bank Yield Index (“BSBY”) as the interest rate benchmark, among other changes. On April 3, 2023, we entered into a second amendment to the Credit Agreement, which reflects CIT Group/Commercial Services, Inc. (“CIT”) as an additional receivables collection agent for us and certain guarantors. Further, on October 23, 2023, we entered into a third amendment to the Credit Agreement in order to accommodate certain changes made to our existing factoring arrangement with CIT.

As of March 31, 2025, we had working capital of $491,459, cash and cash equivalents of $144,762, short-term investments of $2,480, no cash borrowing, and $829 in letters of credits outstanding.

We believe that based on our current financial position and available cash, cash equivalents, and short-term investments, we will meet all our financial commitments and operating needs for at least the next twelve months. In addition, our $150,000 asset-based revolving credit facility provides us with additional liquidity and flexibility on a long-term basis.

### Acquisition of Kurt Geiger and Amended and Restated Credit Agreement

On May 6, 2025, Steven Madden, Ltd. completed the previously-announced acquisition of the entire issued share capital of Mercury Acquisitions Topco Limited, a private limited company incorporated under the laws of Jersey and the holding company for the Kurt Geiger business (the “Target”), pursuant to the terms of that certain sale and purchase deed (the “Purchase Agreement”) by and among SML UK Holding Ltd., an English limited company and indirect, wholly-owned subsidiary of Steven Madden, Ltd. (the “Purchaser”), various entities comprising the Fifth Cinven Fund (the “Cinven Sellers”), Bain & Company, Inc. (“Bain”), Squam Lake Investors X LP (BGPI) (“Squam Lake”, and together with the Cinven Sellers and Bain, the “Institutional Sellers”), certain individuals (the “Individual Sellers” and together with the Institutional Sellers, the “Sellers”), and Steven Madden, Ltd., as guarantor.

Pursuant to the terms of the Purchase Agreement, the Purchaser purchased the entire issued share capital of the Target at an enterprise value of approximately £289,000 pursuant to a “locked box” arrangement that resulted in the payment of £202,000 in net equity value at closing, repayment of specified third party debt in the Target business, and redemption of the loan notes outstanding from Mercury Midco 1 Limited, a private limited company incorporated under the laws of England and Wales and a wholly-owned subsidiary of the Target (“Midco 1”), which were payable to certain Sellers (the “Transaction”).

We funded the cash consideration and the payment of Transaction-related expenses through borrowings under the Amended and Restated Credit Agreement (the “A&R Credit Agreement”) and cash on hand.

On May 6, 2025, we entered into the A&R Credit Agreement with various lenders and Citizens Bank, as administrative agent, which provides for a term loan facility in the amount of $300,000 and a revolving credit facility in the amount of $250,000. The A&R Credit Agreement amends and restates the original Credit Agreement in its entirety. Steven Madden, Ltd. funded the Transaction and the Transaction-related expenses with borrowings under the new A&R Credit Agreement and cash on hand. Steven Madden, Ltd. intends to use the revolving credit facility for general corporate purposes.

The A&R Credit Agreement provides for a term loan facility and a revolving credit facility scheduled to mature on May 6, 2030. We may from time to time increase the revolving commitments and/or request incremental term loans in an aggregate principal amount of up to $275,000 if certain conditions are satisfied, including (i) the absence of any default under the A&R Credit Agreement, and (ii) obtaining the consent of the lenders participating in each such increase.

### Cash Flows

A summary of our cash used in operating, investing, and financing activities was as follows:

### Operating Activities

Cash used in operating activities was $18,832 for the three months ended March 31, 2025, compared to $15,705 in the same period of the prior year. The increase in cash used in operations was primarily driven by a decline in net income.

### Investing Activities

Cash used in investing activities was $1,005 for the three months ended March 31, 2025, which primarily consisted of capital expenditures of $9,847 for leasehold improvements, new stores, and systems enhancements and $2,196 related to the acquisitions of joint ventures. This was partially offset by $11,038 related to proceeds from the sales of short-term investments.

### Financing Activities

Cash used in financing activities was $25,902 for the three months ended March 31, 2025, which primarily consisted of net settlements of stock awards of $7,770 and dividends paid of $15,186.

### Contractual and Other Obligations

### Firm Commitments

Our contractual obligations as of March 31, 2025 were as follows:

| Contractual Obligations | Payment due by period Total | Remainder of 2025 | 2026-2027 | 2028-2029 | 2030 and after |
| --- | ---: | ---: | ---: | ---: | ---: |
| Operating lease obligations(1) | **$188,084** | **$40,472** | **$79,826** | **$39,945** | **$27,841** |
| Purchase obligations(2) | **295,976** | **295,976** | **—** | **—** | **—** |
| Future minimum royalty and advertising payments(3) | **10,500** | **4,500** | **6,000** | **—** | **—** |
| Employment Agreements(4) | **57,647** | **7,679** | **17,985** | **16,491** | **15,492** |
| **Total** | **$552,207** | **$348,627** | **$103,811** | **$56,436** | **$43,333** |

(1) Refer to Note 6 – Leases to the Condensed Consolidated Financial Statements included in this Quarterly Report for further information.

(2) Substantially all our products are produced by independent manufacturers at overseas locations, the majority of which are located in China, with a growing percentage located in Cambodia, Vietnam, Mexico, Brazil, India, Bangladesh, and various other countries in Asia, Europe, and Africa. We have not entered into any long-term manufacturing or supply contracts with any of these foreign manufacturers. We believe that a sufficient number of alternative sources exist outside of the United States for the manufacture of our products. Purchases are made primarily in United States dollars.

(3) Future minimum royalty and advertising payments represent our obligation in connection with our licenses agreement. Refer to Note 13 – Commitments, Contingencies, and Other to the Condensed Consolidated Financial Statements included in this Quarterly Report for further information.

(4) We have employment agreements with our Founder and Creative and Design Chief, Steven Madden, and certain executive officers, which provide for the payment of compensation. In addition, some of these employment agreements provide for incentive compensation based on various performance criteria and some provide for discretionary bonuses as well as other benefits, including stock-based compensation.

### Off-Balance Sheet Arrangements

In addition to the commitments included in the Contractual Obligations table above, we have outstanding letters of credit of $829 outstanding as of March 31, 2025 related to the purchase of inventory and lease obligations. These letters of credit expire at various dates through 2032.

In connection with and concurrently with the acquisition of Kurt Geiger (the "Transaction"), we have entered into a new credit agreement on May 6, 2025, with various lenders and Citizens Bank, as administrative agent, pursuant to which, among other things, to provide debt financing for the Transaction and further strengthen and enhance the Company’s liquidity.

We do not maintain any other off-balance sheet arrangements, transactions, obligations, or other relationships with unconsolidated entities that would be expected to have a material current or future effect on our consolidated financial statements. Refer to Note 13 – Commitments, Contingencies, and Other to the Condensed Consolidated Financial Statements included in this Quarterly Report for further information.

### Dividends

On May 6, 2025, our Board of Directors approved a quarterly cash dividend. The quarterly dividend of $0.21 per share is payable on June 20, 2025 to stockholders of record as of the close of business on June 9, 2025.

Future quarterly cash dividend payments are subject to the discretion of our Board of Directors and contingent upon future earnings, our financial condition, capital requirements, general business conditions, and other factors. Therefore, we can give no assurance that dividends will be paid to holders of our common stock in the future.

### Critical Accounting Policies and the Use of Estimates

There have been no material changes to our critical accounting policies and the use of estimates from the disclosures reported in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and Exchange Commission on March 3, 2025.

## Market risk

As filed, 3,806 characters.

#### ($ in thousands)

### Interest Rate Risk

We do not engage in the trading of market risk sensitive instruments in the normal course of business. Our financing arrangements are subject to variable interest rates, primarily based on the prime rate and the BSBY. The terms of our $150,000 asset-based revolving credit agreement (the “Credit Facility”) and our collection agency agreements with Rosenthal & Rosenthal, Inc. and CIT Group/Commercial Services, Inc. can be found in the Liquidity and Capital Resources section of Item 2 and in Note 15 – Credit Agreement and Note 16 – Factoring Agreements, respectively, to the Condensed Consolidated Financial Statements included in this Quarterly Report. Because we had no cash borrowings under the Credit Facility as of March 31, 2025, a 10% change in interest rates, with all other variables held constant, would have an immaterial effect on our reported interest expense.

As of March 31, 2025, we held short-term investments valued at $2,480, which consist of time deposits. We have the ability to hold these investments until maturity.

### Foreign Currency Exchange Rate Risk

We face market risk to the extent that our U.S. or foreign operations involve the transaction of business in foreign currencies. In addition, our inventory purchases are primarily done in foreign jurisdictions and inventory purchases may be impacted by fluctuations in the exchange rates between the U.S. dollar and the local currencies of our contract manufacturers, which could have the effect of increasing the cost of goods sold in the future. We manage these risks primarily by denominating these purchases in U.S. dollars. To mitigate the risk of purchases that are denominated in foreign currencies, we may enter into forward foreign exchange contracts for terms of no more than two years. A description of our accounting policies for derivative financial instruments is included in Note 12 – Derivative Instruments to the Condensed Consolidated Financial Statements.

As of March 31, 2025, we had entered into forward foreign exchange contracts with notional amounts totaling $282,122. We performed a sensitivity analysis based on a model that measures the impact of a hypothetical change in foreign currency exchange rates to determine the effects that market risk exposures may have on the fair values of our forward foreign exchange contracts that were outstanding as of March 31, 2025. As of March 31, 2025, a 10% increase or decrease of the U.S. dollar against the exchange rates for foreign currencies under forward foreign exchange contracts, with all other variables held constant, would result in a net increase or decrease in the fair value of our derivatives portfolio of approximately $478, which is immaterial to the Condensed Consolidated Financial Statements.

In addition, we are exposed to translation risk in connection with our foreign operations because our subsidiaries and joint ventures in these international markets utilize the local currency as their functional currency, and those financial results are translated into U.S. dollars. Therefore, currency exchange rates may affect the comparability of financial results between reporting periods and fiscal years.

### Inflation Risk

Inflationary factors generally affect us by reducing consumer spending, increasing our labor and overhead costs, and negatively impacting our direct sales to end consumers and our sales to our wholesale customers, which may adversely affect our results of operations, and financial position. We have historically been able to minimize the impacts of inflation by raising prices, renegotiating costs, changing suppliers, and improving operating efficiencies. However, no assurance can be given that we will be able to offset such inflationary impacts in the future.

## Controls and procedures

As filed, 1,528 characters.

### Disclosure Controls and Procedures

As required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter covered by this Quarterly Report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) were, as of the end of the fiscal quarter covered by this Quarterly Report, 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 in the SEC’s rules and forms and is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

### Changes in Internal Control Over Financial Reporting

As required by Rule 13a-15(d) under the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated our internal controls over financial reporting to determine whether any changes occurred during the quarter covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 2,786 characters.

You are encouraged to review the discussion of Forward-Looking Statements and Risk Factors appearing in this report at Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Other than the following risk factor, there have been no material developments with respect to the information previously reported under Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on March 3, 2025.

***Additional tariffs on product imported to the United States, retaliatory trade actions taken by other countries, and resulting trade wars may have a material adverse impact on our business.***

The Company’s business is subject to risks related to tariffs and other trade policies put in place by the United States or other countries. In 2025, the U.S. government announced the imposition of additional tariffs and reciprocal tariffs on most goods imported into the United States. Multiple nations, including China, responded with reciprocal tariffs and other trade actions, which triggered the U.S. government to increase the reciprocal tariffs on countries that retaliated against the U.S. enacted trade policy. The U.S. accounted for 81.4% of our global sales in fiscal year 2024, with a substantial amount of our products imported to the United States primarily sourced from China, Vietnam, Cambodia, and other Asian countries impacted by reciprocal tariffs.

The recent enactment of tariffs by the government of the United States, along with the unpredictability of the tariff rates, poses a significant risk to our business operations and may materially increase our costs and reduce our margins. The tariffs may also lead to order cancellations, higher pricing for our products, potentially reducing consumer demand and impacting our sales volume. We are actively monitoring the impact of any tariffs that become effective, as well as potential retaliatory tariffs imposed by other countries. We are currently analyzing strategies that can be taken to moderate or minimize the effects of these trade actions, including evaluating the country of origin for sourcing product into the United States and diversifying our supply chain, negotiating with suppliers, and adjusting our pricing strategies. However, there can be no assurance that these measures will be successful, or that they will offset the negative impact of the tariffs on our business.

Given the uncertainty regarding scope and duration of the current and potential tariffs, as well as the potential for additional trade actions by the United States or other countries, the specific impact to our business, results of operations, cash flows, and financial condition is uncertain but could be material.

Filed May 9, 2025.
Source: SEC EDGAR, the filing index for accession 0001628280-25-024142. Last ingested by Listed: Oct 24, 2026, 15:00 ET. No prices; not investment advice.