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FORWARD-LOOKING STATEMENTS
This report contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These statements represent our good faith judgment with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially. Such statements can be identified by the use of words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “intends,” “likely,” “plans,” “predicts,” “projects,” “should,” “will,” or variations of such words, and similar expressions. Forward-looking statements, by their nature, address matters that are, to varying degrees, uncertain. Therefore, the reader is cautioned that these forward-looking statements are subject to a number of risks, uncertainties or other factors that may cause actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include, but are not limited to, the risk factors described under Item 1A, “Risk Factors,” of our Annual Report on Form 10-K for the year ended December 31, 2025, filed on March 13, 2026, which information is incorporated herein by reference. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
GENERAL
We design, market, and distribute quality and innovative footwear principally for men, but also for women and children, under a portfolio of well-recognized brand names including: Florsheim, Nunn Bush, Stacy Adams, and BOGS. Inventory is purchased from third-party overseas manufacturers. Almost all of these foreign-sourced purchases are denominated in U.S. dollars.
We have two reportable segments, North American wholesale operations (“Wholesale”) and North American retail operations (“Retail”). In the Wholesale segment, our products are sold to leading footwear, department, and specialty stores, as well as e-commerce retailers, primarily in the United States and Canada. We also have licensing agreements with third parties who sell our branded apparel, accessories, and specialty footwear in the United States, as well as our footwear in Mexico and certain markets overseas. Licensing revenues are included in our Wholesale segment. Our Retail segment consists of e-commerce businesses and four brick-and-mortar retail stores in the United States. We made the strategic decision to close our four U.S brick and mortar retail stores at the end of their lease terms. The first store closed at the end of June, and the remaining three are planned to close over the next seven months. Retail sales are made directly to consumers on our websites, or by our employees in our stores. Our “other” operations include our retail and wholesale businesses in Australia and South Africa (collectively, “Florsheim Australia”). The majority of our operations are in the United States, and our results are primarily affected by the economic conditions and the retail environment in the United States.
Incremental Tariff Status
In early 2025, the U.S. imposed tariffs on certain imported goods under the International Emergency Economic Powers Act (“IEEPA”). During 2025 and the first quarter of 2026, we paid approximately $19.8 million in IEEPA tariffs. In February 2026, the U.S. Supreme Court invalidated IEEPA tariffs, and in April 2026, U.S. Customs and Border Protection (“CBP”) commenced a phased process for accepting refund claims. Accordingly, in April, we submitted refund claims for our Phase 1 entries totaling $18.6 million, substantially all of which were approved during the second quarter. As a result, during the quarter we recognized: $15.3 million in tariff refunds as a reduction to cost of sales ($14.3 million in the Wholesale segment and $1.0 million in the Retail segment), $3.3 million as a reduction of inventory, and $0.7 million of interest income.
Our remaining entries, totaling $1.2 million (now classified as Phase 3 entries), have not yet been assigned a claim submission timeline. No refunds related to our Phase 3 entries have been recognized, as the timing and amount of these recoveries remain uncertain and subject to execution by CBP.
Following the U.S. Supreme Court's ruling in February, the Administration imposed a 10% incremental tariff under a separate statutory authority, which remained in effect throughout the second quarter. On July 24, 2026, the Administration increased the incremental tariff on imports from China, Dominican Republic, and Vietnam to 12.5%. U.S. trade policies continue to evolve and remain unpredictable, creating near term gross margin uncertainty. We have mitigation strategies in place and will continue to adjust, as appropriate, in response to future policy developments.
EXECUTIVE OVERVIEW
We are pleased with the growth of our wholesale business in the second quarter. While the categories in which we compete remain under pressure, we delivered growth in three of our four major brands, resulting in a 7% increase in wholesale sales. It remains a challenging environment for discretionary consumer goods, including footwear, and we believe our company is executing well despite these market conditions.
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Sales of our combined legacy business, comprised of the Florsheim, Stacy Adams, and Nunn Bush brands, increased 6% in the second quarter.
Florsheim’s sales increased 12%, driven by strong sales of traditional dress shoes and growth in both hybrid and casual footwear.
Stacy Adams sales increased 4% compared to last year’s second quarter. The Stacy Adams dress shoe business continues to generate strong retail sell-through, and our focus is on translating that success into increased demand for our casual lifestyle products.
Nunn Bush sales declined 3% for the quarter. As an opening-price brand, Nunn Bush competes in a highly competitive segment of the market against private-label offerings and lower-priced licensed brands. Our strategy is to differentiate the brand by investing in comfort technology and higher-quality materials. We believe we are well positioned with strong products currently at retail and in the pipeline that distinguishes the brand on quality.
BOGS sales increased 10% for the quarter, and the brand is well positioned for a strong second half. In a market with many rubber boot options, BOGS' Seamless construction provides a meaningful point of differentiation. It is lighter and more durable than the traditional vulcanized construction used by many competing brands. We are continuing to educate both retailers and consumers about the advantages of Seamless construction, and we are seeing solid growth across this product line. While we believe we are still in the early stages of a BOGS turnaround, we are encouraged by the brand's performance this quarter.
Our retail segment increased 4% for the quarter, driven by strong Florsheim e-commerce sales. We continue to invest in our direct-to-consumer platform and are encouraged by our growth in the U.S. market so far this year.
Florsheim Australia's net sales increased 10% for the quarter but declined 1% in local currency, reflecting the favorable impact of foreign exchange. Despite a challenging economic environment, our Florsheim Australia team continues to execute well by maximizing sales opportunities in a difficult retail market while maintaining disciplined expense control.
Second Quarter Highlights
Consolidated net sales were $62.2 million, up 7% compared to the second quarter of 2025. Consolidated gross earnings were 70.4% of net sales compared to 43.3% of net sales in last year’s second quarter, mainly impacted by tariff refunds. Earnings from operations totaled $17.0 million for the quarter, up from $3.9 million last year. Second quarter net earnings were $13.3 million, or $1.39 per diluted share, in 2026, compared to $2.3 million, or $0.24 per diluted share, in 2025.
Year-To-Date Highlights
Consolidated net sales for the first half of 2026 were $130.2 million, up 3% from $126.3 million in 2025. Consolidated gross earnings were 56.7% of net sales in the first six months of 2026 versus 44.0% of net sales in the same period one year ago, mainly impacted by tariff refunds. Year-to-date earnings from operations totaled $24.5 million, up from $10.9 million in 2025, mainly impacted by tariff refunds. Net earnings were $19.4 million, or $2.04 per diluted share, in the first six months of 2026, up from $7.8 million, or $0.81 per diluted share, last year.
Financial Position Highlights
At June 30, 2026, our cash and marketable securities totaled $98.1 million, and we had no debt outstanding on our $40.0 million revolving line of credit. During the first six months of 2026, we generated $25.2 million in cash from operations and used funds to pay $26.6 million in dividends. We also had $1.5 million of capital expenditures.
CONSOLIDATED RESULTS OF OPERATIONS
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 % Change 2026 2025 % Change
(Dollars in thousands)
Net sales $ 62,216 $ 58,221 7% $ 130,221 $ 126,251 3%
Cost of sales 18,432 32,998 (44)% 56,371 70,653 (20)%
Gross earnings 43,784 25,223 74% 73,850 55,598 33%
Selling and administrative expenses 26,764 21,330 25% 49,326 44,674 10%
Earnings from operations 17,020 3,893 337% 24,524 10,924 124%
Interest income 1,519 785 94% 2,204 1,419 55%
Interest expense — (1) NM (4) (2) NM
Other income (expense), net 51 (59) NM 208 (186) 212%
Earnings before provision for income taxes 18,590 4,618 303% 26,932 12,155 122%
Provision for income taxes 5,275 2,362 123% 7,496 4,356 72%
Net earnings $ 13,315 $ 2,256 490% $ 19,436 $ 7,799 149%
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NM – Not meaningful
Consolidated net sales for the second quarter and first half of 2026 were up 7% and 3%, respectively, compared to the same periods last year. The increases were mainly due to higher sales in our Wholesale segment.
Consolidated gross earnings as a percent of net sales were 70.4% and 43.3% in the second quarters of 2026 and 2025, respectively. For the year-to-date period, consolidated gross earnings were 56.7% in 2026 and 44.0% in 2025. The increases in 2026 were primarily due to tariff refunds recognized in the second quarter. Our cost of sales does not include distribution costs (e.g., receiving, inspection, warehousing, shipping, and handling costs) which are included in selling and administrative expenses. Consolidated distribution costs totaled $4.6 million and $4.3 million in the second quarters of 2026 and 2025, respectively. For the six months ended June 30, consolidated distribution costs were $9.1 million in 2026 and $9.3 million in 2025.
Consolidated selling and administrative expenses as a percent of net sales were 43% and 37% in the second quarters of 2026 and 2025, respectively. For the first six months of 2026, selling and administrative expenses totaled 38% of net sales compared to 35% of net sales in the same period of 2025. This year’s percentage increases were mainly due to higher employee costs in our Wholesale segment.
Consolidated earnings from operations for the three and six months ended June 30, 2026, increased $13.1 million and $13.6 million, respectively, compared to the same period one year ago, with the increases mainly driven by the tariff refunds recognized in the second quarter.
Interest income for the second quarter and year-to-date periods increased $0.7 million and $0.8 million, respectively, due mainly to interest income on tariff refunds recognized in the second quarter.
Other income (expense), net, primarily includes the non-service cost components of pension (benefit) expense and net gains and losses on foreign currency transactions. The income/expense category improved in the second quarter due mainly to lower pension expense. For the year-to-date period, the category improved due to decreased pension expense and gains on favorable foreign exchange contracts.
Our effective tax rates for the three months ended June 30, 2026 and 2025 were 28.4% and 51.1%, respectively. For the six months ended June 30, our effective tax rates were 27.8% in 2026 and 35.8% in 2025. The higher effective tax rates in 2025 were primarily due to the establishment of a $1.1 million valuation allowance against deferred tax assets at Florsheim Australia. See Note 10 to the Condensed Consolidated Financial Statements for additional information on income taxes.
Consolidated net earnings for the three months ended June 30, 2026, were $13.3 million, up $11.1 million compared to the same period one year ago. For the six months ended June 30, net earnings totaled $19.4 million in 2026, up from $7.8 million in 2025. The increases compared to last year were mainly a result of the tariff refunds.
SEGMENT ANALYSIS
Net sales and earnings from operations for our reportable segments and the “other” category for the three and six months ended June 30, 2026 and 2025, were as follows:
Three Months Ended June 30, % Six Months Ended June 30, %
2026 2025 Change 2026 2025 Change
(Dollars in thousands)
Net Sales
North American Wholesale $ 48,816 45,630 7 % $ 102,392 99,903 2 %
North American Retail 7,020 6,773 4 % 15,836 15,439 3 %
Other 6,380 5,818 10 % 11,993 10,909 10 %
Total $ 62,216 $ 58,221 7 % $ 130,221 $ 126,251 3 %
Earnings from Operations
North American Wholesale $ 16,048 4,063 295 % $ 23,001 10,699 115 %
North American Retail 1,001 65 1,440 % 1,761 687 156 %
Other (29) (235) 88 % (238) (462) 48 %
Total $ 17,020 $ 3,893 337 % $ 24,524 $ 10,924 124 %
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North American Wholesale Segment
Net Sales
Net sales in our Wholesale segment for the three and six months ended June 30, 2026 and 2025, were as follows:
Three Months Ended June 30, % Six Months Ended June 30, %
2026 2025 Change 2026 2025 Change
(Dollars in thousands)
North American Wholesale Net Sales
Stacy Adams $ 10,958 10,586 4 % $ 22,615 23,357 (3) %
Nunn Bush 10,936 11,280 (3) % 21,517 21,891 (2) %
Florsheim 23,553 20,953 12 % 48,731 44,871 9 %
BOGS 2,813 2,553 10 % 8,405 8,855 (5) %
Forsake 19 101 (81) % 144 278 (48) %
Total North American Wholesale $ 48,279 $ 45,473 6 % $ 101,412 $ 99,252 2 %
Licensing 537 157 242 % 980 651 51 %
Total North American Wholesale Segment $ 48,816 $ 45,630 7 % $ 102,392 $ 99,903 2 %
Wholesale net sales were $48.8 million for the quarter, up 7% from $45.6 million in the second quarter of 2025. Sales of our Florsheim brand were up 12%, due to its continued growth in the dress shoe category. BOGS sales were up 10% for the quarter, driven by increased sales volumes across most major channels. Sales of our Stacy Adams brand increased 4% for the quarter, primarily due to favorable pricing. Nunn Bush sales were down 3% for the quarter. For the six months ended June 30, 2026, Wholesale net sales were up 2% compared to the first six months of 2025. The increases were due to higher sales of the Florsheim brand, offset by decreases in sales of Stacy Adams, Nunn Bush and BOGS branded products, primarily a result of lower first quarter demand. Licensing revenues for the three and six months ended June 30, 2026 were up $0.4 million and $0.3 million, respectively. Last year’s licensing revenues were down due to decreased sales of licensed products.
Earnings from Operations
Wholesale gross earnings as a percent of net sales were 70.0% and 37.6% in the second quarters of 2026 and 2025, respectively. For the year-to-date period, gross earnings as a percent of net sales were 53.6% in 2026 and 38.6% in 2025. The increases were primarily due to the recognition of $14.3 million in tariff refunds, as well as the benefit of selling price increases implemented in the second half of 2025. Wholesale selling and administrative expenses totaled $18.1 million, or 37% of net sales, for the quarter versus $13.1 million, or 29% of net sales, last year. For the year-to-date period, Wholesale selling and administrative expenses totaled $31.9 million, or 31% of net sales, versus $27.9 million, or 28% of net sales, last year. The increases in 2026 selling and administrative expenses were primarily due to higher employee costs incurred in the second quarter.
Wholesale operating earnings for the second quarter and first half of 2026 increased $12.0 million and $12.3 million, respectively, over the prior year comparative periods, due mainly to tariff refunds partially offset by higher employee costs.
North American Retail Segment
Net Sales
Net sales in our Retail segment, which were generated mainly by our e-commerce websites, were $7.0 million for the quarter, up 4% from 2025. The increase was driven mainly by higher sales on the Florsheim website. For the six months ended June 30, Retail net sales were $15.8 million, up 3% from 2025. The year-to-date sales increase was mainly due to higher sales on the Florsheim website, partially offset by lower sales on BOGS and Nunn Bush websites.
Earnings from Operations
Retail gross earnings were 79.2% of net sales for the quarter and 66.6% in last year’s second quarter. For the six months ended June 30, retail gross earnings were 71.9% and 66.6% in 2026 and 2025, respectively. The margin improvements were driven by tariff refunds, which decreased Retail cost of sales by $1.0 million in the second quarter.
Selling and administrative expenses for the Retail segment consist primarily of freight, advertising expense, employee costs, rent and occupancy costs. Retail selling and administrative expenses were $4.6 million and $4.4 million in the second quarters of 2026 and 2025, respectively. For the six months ended June 30, Retail selling and administrative expenses were flat at $9.6 million in both 2026 and 2025. As a percent of net sales, retail selling and administrative expenses were 65% and 66% in the second quarters of 2026 and 2025, respectively, and were 61% and 62% in the first half of 2026 and 2025, respectively.
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Retail operating earnings increased $0.9 million for the quarter, compared to the last year’s second quarter. For the six months ended June 30, Retail operating earnings increased $1.1 million in 2026, compared to the same period of 2025. The increases for both the quarter and year-to-date periods were due to the tariff refunds.
Other
Other operations consist of our retail and wholesale businesses in Australia and South Africa (collectively, “Florsheim Australia”).
Net sales of Florsheim Australia for the second quarter of 2026 increased $0.6 million, or 10%, over last year’s second quarter. For the year-to-date period, its net sales increased $1.1 million, or 10%, compared to the same period one year ago. The increases were due to the appreciation of the Australian dollar relative to the U.S. dollar, as Florsheim Australia’s net sales in local currency were down 1% for both periods.
Florsheim Australia’s gross earnings as a percent of net sales were 63.1% and 60.9% in the second quarters of 2026 and 2025, respectively, and its quarterly operating losses were break-even in 2026 compared to losses of $0.2 million in 2025. For the six months ended June 30, 2026 and 2025, Florsheim Australia’s gross earnings as a percent of net sales were 63.0% and 61.7%, respectively, and its six-month operating losses were $0.2 million in 2026 compared to $0.5 million in 2025. The year-to-date operating losses were down due to improved performance in Florsheim Australia’s wholesale businesses.
Other income and expense
Interest income totaled $1.5 million in the second quarter of 2026 compared to $0.8 million in last year’s second quarter. For the six months ended June 30, interest income was $2.2 million in 2026 and $1.4 million in 2025. The increases were due primarily to $0.7 million of interest income on tariff refunds recognized in the second quarter.
Other income (expense), net, primarily includes the non-service cost components of pension (benefit) expense and net gains and losses on foreign currency transactions. The income/expense category improved in the second quarter due mainly to lower pension expense. For the year-to-date period, the category improved due to decreased pension expense and gains on favorable foreign exchange contracts.
Our effective tax rates for the three months ended June 30, 2026 and 2025 were 28.4% and 51.1%, respectively. For the six months ended June 30, our effective tax rates were 27.8% in 2026 and 35.8% in 2025. The higher effective tax rates in 2025 were primarily due to the establishment of a $1.1 million valuation allowance against Florsheim Australia’s deferred tax assets. See Note 10 to the Condensed Consolidated Financial Statements for additional information on income taxes.
LIQUIDITY AND CAPITAL RESOURCES
Our primary sources of liquidity are cash, short-term marketable securities and our revolving line of credit. The following discussion focuses on information included in the accompanying Condensed Consolidated Statements of Cash Flows.
Operating Activities
Net cash provided by operating activities totaled $25.2 million for the first six months of 2026, up from $14.4 million in the same period last year. The increase was primarily due to changes in operating assets and liabilities, principally inventory. The decrease in inventory was mainly due to timing, and a $3.3 million reduction in inventory costs resulting from the tariff refunds. We have planned our inventories to rise over the next several months to about $70 million by the end of the year.
Proceeds for our Phase 1 tariff refund entries totaled $19.3 million. We received $1.8 million of these proceeds during the second quarter and the remaining $17.5 million in July. Accordingly, $17.5 million was reflected as a receivable on the Condensed Consolidated Balance Sheets as of June 30, 2026.
Investing Activities
Net cash used in investing activities totaled $1.0 million for the six months ended June 30, 2026, compared to $0.7 million in the same period of 2025. We anticipate total capital expenditures for the full year 2026 to range between $2.0 million and $3.0 million.
Financing Activities
Net cash used for financing activities totaled $26.6 million and $8.2 million in the first six months of 2026 and 2025, respectively. The increase was largely driven by a timing difference in our fourth-quarter and special dividend payments. The 2025 fourth-quarter and
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special dividend, totaling $21.4 million, was funded in January 2026 while the 2024 fourth-quarter and special dividend totaling $21.6 million was pre-funded in December 2024.
Cash dividends paid in the first half of 2026 totaled $26.6 million and included three dividend payments: our regular fourth-quarter and special dividend that was declared in 2025 and paid in 2026, and two dividend payments that were both declared and paid in the first half of 2026. Cash dividends paid in the first half of 2025 totaled $5.0 million and included two dividend payments that were both declared and paid in the first half of 2025.
On August 4, 2026, our Board of Directors declared a cash dividend of $0.28 per share to all shareholders of record on August 18, 2026, payable September 30, 2026.
We repurchase our common stock under our share repurchase program when we believe market conditions are favorable. During the first six months of 2026, we repurchased 1,149 shares for a total cost of approximately $34,000, all of which were repurchased in the first quarter. As of June 30, 2026, there were 671,076 authorized shares available for repurchase under the program.
At June 30, 2026, we had a $40.0 million revolving line of credit with a bank that is secured by a lien against our general business assets and expires on September 25, 2026. Outstanding advances on the line of credit bear interest at the one-month term SOFR plus 110 basis points. Our line of credit agreement contains representations, warranties and covenants (including a minimum tangible net worth financial covenant) that are customary for a facility of this type. At June 30, 2026 and December 31, 2025, there were no outstanding borrowings on the line of credit, and we were in compliance with all financial covenants.
Financing Activities – Non-cash
Our regular fourth-quarter 2024 and special dividend totaling $21.6 million were prefunded in December 2024 and paid to shareholders in January 2025. This dividend payment was reflected as a non-cash financing activity in the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025.
Other
As of June 30, 2026, approximately $5.3 million of cash and cash equivalents was held by our foreign subsidiaries.
We continue to evaluate the best uses for our available liquidity, including, among other uses, capital expenditures, continued stock repurchases and acquisitions. We believe that available cash, marketable securities, and cash provided by operations will provide adequate support for the cash needs of the business for at least one year, although there can be no assurances.