Signet Jewelers Limited
The world's largest retailer of diamond jewelry, Signet Jewelers runs well-known brands like Kay Jewelers, Zales, and Jared across the US, Canada, UK, and Ireland. The company began in 1949 as a single London shop opened by Leslie Ratner, growing through acquisitions into a global chain. Its name comes from the signet ring, a seal used to stamp documents — adopted in 1993 after the company rebranded from the Ratners Group following its CEO's infamous joke calling his own products "total crap."
10-Q · Quarter ended May 2, 2026 · SEC filing ↗
The original filing sections are available below.
The discussion and analysis in this Item 2 is intended to provide the reader with information that will assist in understanding the significant factors affecting the Company’s condensed consolidated operating results, financial condition, liquidity and capital resources. This di…
The discussion and analysis in this Item 2 is intended to provide the reader with information that will assist in understanding the significant factors affecting the Company’s condensed consolidated operating results, financial condition, liquidity and capital resources. This discussion should be read in conjunction with our condensed consolidated financial statements and the notes to the condensed consolidated financial statements included in Item 1 of this Quarterly Report on Form 10-Q, as well as the financial and other information included in Signet’s Fiscal 2026 Annual Report on Form 10-K filed with the SEC on March 19, 2026. This management's discussion and analysis provides comparisons of material changes in the condensed consolidated financial statements for the 13 weeks ended May 2, 2026 and May 3, 2025. FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains statements which are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based upon management's beliefs and expectations as well as on assumptions made by and data currently available to management, appear in a number of places throughout this document and include statements regarding, among other things, results of operations, financial condition, liquidity, prospects, growth, strategies and the industry in which we operate. The use of the words “guidance,” “expects,” “continue,” “intends,” “anticipates,” “enhance,” “estimates,” “predicts,” “believes,” “should,” “potential,” “may,” “preliminary,” “forecast,” “objective,” “opportunity,” “plan,” “progress,” “strategy,” “target,” or “will” and other similar expressions are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to a number of risks and uncertainties which could cause the actual results to not be realized, including, but not limited to: executing or optimizing major business or strategic initiatives, such as expansion of the services business or realizing the benefits of our restructuring plans or transformation strategies, including those that the Company may develop in the future; attracting and retaining key executive talent during periods of leadership transition, such as the recent changes in our senior leadership from the reorganization under our Grow Brand Love strategy; the failure to adequately mitigate the impact of existing tariffs and/or the imposition of additional duties, tariffs, taxes and other charges or other barriers to trade or impacts from trade relations; impacts of US government shutdowns on consumer spending; difficulty or delay in executing or integrating an acquisition; the impact of the conflicts in the Middle East on financial markets and consumer spending, such as from the impact of higher oil and gas prices, as well as on our operations of our quality control and technology centers in Israel; the negative impacts that public health crisis, disease outbreak, epidemic or pandemic has had, and could have in the future, on our business, financial condition, profitability and cash flows; risks relating to shifts in consumer spending away from the jewelry category or away from the cultural customs of expressing commitments through engagements and weddings; trends toward more experiential purchases such as travel; general economic or market conditions, including impacts of inflation or other pricing environment factors on our merchandise costs or other operating costs; a prolonged slowdown in the growth of the jewelry market or a recession in the overall economy; financial market risks; a decline in consumer discretionary spending or deterioration in consumer financial position; disruptions in our supply chain; our ability to attract and retain labor; changes to regulations relating to customer credit; disruption in the availability of credit for customers and customer inability to meet credit payment obligations, which has occurred and may continue to deteriorate; our ability to achieve the benefits related to the outsourcing of the credit portfolio, including due to technology disruptions and/or disruptions arising from changes to or termination of the relevant outsourcing agreements, as well as a potential increase in credit costs due to the current interest rate environment; deterioration in the performance of individual businesses or of the Company’s market value relative to its book value, resulting in further impairments of long-lived assets or intangible assets or other adverse financial consequences; the volatility of our stock price; the impact of financial covenants, credit ratings or interest volatility on our ability to borrow; our ability to maintain adequate levels of liquidity for our cash needs, including debt obligations, payment of dividends, planned share repurchases (including execution of accelerated share repurchases and the payment of related excise taxes) and capital expenditures as well as the ability of our customers, suppliers and lenders to access sources of liquidity to provide for their own cash needs; potential regulatory changes; future legislative and regulatory requirements in the US and globally relating to climate change, including any new climate related disclosure or compliance requirements, such as those issued in the state of California; exchange rate fluctuations; the cost, availability of and demand for diamonds, gold and other precious metals, including any impact on the global market supply of diamonds due to the ongoing conflicts in the Middle East, the potential sale or divestiture of the De Beers Diamond Company and its natural diamond mining operations by parent company Anglo-American plc, and the ongoing Russia-Ukraine conflict or related sanctions; stakeholder reactions to disclosure regarding the source and use of certain minerals; scrutiny or detention of goods produced in certain territories resulting from trade restrictions; seasonality of our business; the merchandising, pricing and inventory policies followed by us and our ability to manage inventory levels; our relationships with suppliers including the ability to continue to utilize extended payment terms and the ability to obtain merchandise that customers wish to purchase; the level of competition and promotional activity in the jewelry sector; our ability to optimize our multi-year strategy to gain market share, expand and improve existing services, innovate and achieve sustainable, long-term growth; the maintenance and continued innovation of our OmniChannel retailing and ability to increase digital sales, as well as management of digital marketing costs; failure to anticipate and keep pace with changing fashion trends; changes in the costs, retail prices, supply and consumer acceptance of, and demand for gem quality lab-grown diamonds and adequate identification of the use of substitute products in our jewelry; ability to execute successful marketing programs and manage social media; the ability to optimize our real estate footprint, including operating in attractive trade areas and effectively monitoring changes in consumer traffic in mall locations; the performance of and ability to recruit, train, motivate and retain qualified team members - particularly store associates in regions experiencing low unemployment rates; management of social, ethical and environmental risks; ability to deliver on our corporate sustainability goals or our environmental, social and governance goals; the reputation of Signet and its brands; inadequacy in and disruptions to internal controls and systems, including related to the migration to new information technology systems which impact 22 Table of Contents financial reporting; risks associated with the Company’s and its third-party service providers’ use of artificial intelligence; security breaches and other disruptions to our or our third-party providers’ information technology infrastructure and databases; an adverse development in legal or regulatory proceedings or tax matters, including any new claims or litigation brought by employees, suppliers, consumers or shareholders, regulatory initiatives or investigations, assessments or penalties levied by tax authorities, and ongoing compliance with regulations and any consent orders or other legal or regulatory decisions; failure to comply with labor regulations; collective bargaining activity; changes in corporate taxation rates, laws, rules or practices in the US and other jurisdictions in which our subsidiaries are incorporated, including developments related to the tax treatment of companies engaged in internet commerce or deductions associated with payments to foreign related parties that are subject to a low effective tax rate; risks related to international laws and Signet being domiciled in Bermuda; risks relating to the outcome of pending litigation; our ability to protect our intellectual property or assets including cash which could be affected by failure of a financial institution or conditions affecting the banking system and financial markets as a whole; changes in assumptions used in making accounting estimates relating to items such as extended service plans or asset impairments; or the impact of weather-related incidents, natural disasters, organized crime or theft, increased security costs, strikes, protests, riots or terrorism, or acts of war (including the ongoing Russia-Ukraine and conflicts in the Middle East). For a discussion of these and other risks and uncertainties which could cause actual results to differ materially from those expressed in any forward looking statement, see the “Risk Factors” and “Forward-Looking Statements” sections of Signet’s Fiscal 2026 Annual Report on Form 10-K filed with the SEC on March 19, 2026, and quarterly reports on Form 10-Q and the “Safe Harbor Statements” in current reports on Form 8-K filed with the SEC. Signet undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances, except as required by law. OVERVIEW Signet Jewelers Limited (“Signet” or the “Company”) is a specialty jewelry retailer incorporated in Bermuda. The Company operated 2,559 retail locations as of May 2, 2026, which when combined with the Company’s digital capabilities, provides customers the opportunity to use both online and in-store experiences as part of their shopping journey. Signet manages its business by geography, a description of which follows: •The North America reportable segment operates seven brands, with the majority operating through both online and brick and mortar retail operations. As previously announced, the James Allen brand transitioned to a proprietary collection within the Blue Nile website during May 2026. The segment had 2,217 locations in the US and 91 locations in Canada as of May 2, 2026. ◦In the US, the segment primarily operates under the following brands: Kay (Kay Jewelers and Kay Outlet); Zales (Zales Jewelers and Zales Outlet); Jared (Jared Jewelers and Jared Vault); Blue Nile; Diamonds Direct; and Banter by Piercing Pagoda. ◦In Canada, the segment operates under the Peoples brand (Peoples Jewellers). •The International reportable segment had 251 locations in the UK and Republic of Ireland as of May 2, 2026, and maintains an online retail presence for its brands, H.Samuel and Ernest Jones. Certain Company activities are managed in the “Other” reportable segment for financial reporting purposes, primarily the Company’s diamond sourcing operation and diamond polishing factory in Botswana. See Note 4 of Item 1 for additional information regarding the Company’s reportable segments and see Item 1 of Signet’s Fiscal 2026 Annual Report on Form 10-K for further background and description of the Company’s business. Grow Brand Love strategy In Fiscal 2026, the Company launched its transformative Grow Brand Love strategy, which focuses on driving sustainable growth and builds on a strong core foundation to create shareholder value. In addition, this strategy emphasizes style and product innovation, captivating customer experiences, and brand loyalty while harnessing centralized core capabilities. In Fiscal 2027, we will be applying the learnings from year one to refine each of the strategy’s imperatives. The three strategic imperatives of the Grow Brand Love framework have evolved in Fiscal 2027 into: brand distinction; unlocking portfolio value; and strengthening our operating model. The Grow Brand Love strategy is further described in the Purpose and Strategy section within Item 1 of Signet’s Fiscal 2026 Annual Report on Form 10-K filed with the SEC on March 19, 2026. Overall performance - First quarter Fiscal 2027 Signet’s total sales increased by 0.8% during the first quarter of Fiscal 2027 compared to the same period in Fiscal 2026. The Company saw positive same stores sales growth of 1.8% during the quarter, with low single-digit growth in bridal and fashion, and stronger growth in watches and services. This growth was impacted by a one point drag from the James Allen brand. Merchandise average unit retail (“AUR”) grew across all categories as well, particularly in bridal. During the first quarter of Fiscal 2027, AUR was up 5.1% in the North America reportable segment and up 3.4% in the International reportable segment compared to the first quarter of Fiscal 2026. Same store sales in the International reportable segment were up 5.6% in the first quarter. Refer to the “Results of Operations” section below for additional information on performance during the first quarter of Fiscal 2027. 23 Table of Contents Fiscal 2027 Outlook The Company anticipates same store sales in the range of down 0.75% to up 2.5% for Fiscal 2027. This range is driven by the performance during the first quarter and momentum thus far in the second quarter, despite a low single-digit decline in square footage due to anticipated store closures. The Company will also exclude the James Allen and Blue Nile brands from this estimate of same store sales beginning in the second quarter of Fiscal 2027, following the transition and repositioning of the James Allen brand into Blue Nile in May. The Company believes that it can build on its imperatives under the Grow Brand Love strategy in year two by shaping distinct and coveted brands, unlocking additional portfolio value and further strengthening its operating model. The Company is sharpening its go-to-market strategy for each of its four largest brands, and we will be taking actions to improve the customer experience, both in-store and online. This includes website redesigns to define brand identities, shifting toward social-first storytelling to better connect with younger and more diverse audiences and improving the efficiency of its media investments. The Company is also continuing to make progress in unlocking portfolio value with the transition of James Allen within Blue Nile, the centralization of diamond sourcing across all North America brands and further back office integrations. The Company continues to closely monitor ongoing activities related to changes to US economic policy, including impacts from both taxes and tariffs. The second quarter of Fiscal 2026 saw significant activity on new tariff announcements on countries such as India and Italy, where the Company purchases significant amounts of merchandise and diamonds. We were able to mitigate the majority of the higher tariffs through strategic sourcing initiatives by working with vendors to maximize production timing and country of origin, as well as by value engineering merchandise at the right price points. In February 2026, the US Supreme Court struck down certain tariffs implemented in April 2025 under the International Emergency Economic Powers Act (“IEEPA”). While U.S. Customs and Border Protection has been actively reviewing and processing refund requests following the Supreme Court ruling, management has not currently forecasted any significant impacts from potential refunds of tariffs paid under IEEPA or alternative tariff structures that may be implemented by the current administration, as the timing and amount of such impacts remain uncertain. The Company also continues to evaluate other macroeconomic factors on its business, such as inflation and potential impacts of the conflicts in the Middle East, including from higher oil and gas prices. As previously discussed, Signet operates quality control and technology centers in Israel, and to date, these operations have not been impacted by the geopolitical conflicts in the Middle East. While the Company currently does not expect disruptions to its operations in Israel to have a material impact on the Company’s results of operations, the Company will continue to closely monitor this conflict and any impacts on its business, as well as its team members in Israel. Uncertainties exist that could impact the Company’s results of operations or cash flows in the future, such as competitive pricing pressure, including on lab-grown diamonds, impacts of the US government shut down on consumer spending, continued inflationary impacts (including, but not limited to, materials, labor, fulfillment and advertising costs), adverse shifts in consumer discretionary spending, deterioration of consumer credit, supply chain disruptions to the Company’s business, the Company’s ability to recruit and retain qualified team members, and organized retail crime and its impact to mall traffic. See “Forward-Looking Statements” above as well as the “Risk Factors” section within Item 1A of Signet’s Fiscal 2026 Annual Report on Form 10-K. 24 Table of Contents RESULTS OF OPERATIONS Comparison of First Quarter Fiscal 2027 to First Quarter Fiscal 2026 First Quarter Fiscal 2027 Fiscal 2026 (in millions) $ % of sales $ % of sales Merchandise sales $ 1,352.4 87.0 % $ 1,350.3 87.6 % Service sales 201.2 13.0 191.3 12.4 Total sales 1,553.6 100.0 1,541.6 100.0 Cost of sales (997.1) (64.2) (942.8) (61.2) Gross margin 556.5 35.8 598.8 38.8 Selling, general and administrative expenses (509.6) (32.8) (526.0) (34.1) Other operating expense, net (10.0) (0.6) (24.7) (1.6) Operating income 36.9 2.4 48.1 3.1 Interest income, net 3.6 0.2 0.8 0.1 Other non-operating income (expense), net 0.3 — (3.3) (0.2) Income before income taxes 40.8 2.6 45.6 3.0 Income taxes (9.1) (0.6) (12.1) (0.8) Net income $ 31.7 2.0 % $ 33.5 2.2 % Same store sales calculation methodology revision Beginning in Fiscal 2027, the Company has revised its method for determining same store sales. Same store sales is calculated by comparison of sales in stores that were open in both the current and the prior fiscal year, excluding the impacts of changes in foreign exchanges rates. Sales from stores that have been open for less than 12 months are excluded from the comparison until their 12-month anniversary. Sales after the 12-month anniversary are compared against the equivalent prior period sales within the comparable store sales comparison. Stores closed in the current financial period are included up to the date of closure and the comparative period is correspondingly adjusted. Prior to Fiscal 2027, the Company included accounting adjustments related to the deferral of revenue from the Company’s extended service plans. In the revised calculation, the sale of extended service plans will be fully included in the period of customer purchase. This aligns with the way management internally evaluates sales from extended service plans and provides a more representative indicator of trends in sales of these plans period over period. The table below presents the quarterly and year-to-date same store sales results for Fiscal 2026 calculated in the same manner as same store sales will be calculated for Fiscal 2027. Such figures will be reflected as the Company’s historical same store sales results in the future. This change does not affect the same store sales calculation for the International reportable segment. North America reportable segment Total Signet Fiscal 2026 As Reported As Revised As Reported As Revised 13 weeks ended May 3, 2025 2.3 % 2.7 % 2.5 % 2.7 % 13 weeks ended August 2, 2025 2.0 % 2.5 % 2.0 % 2.4 % 26 weeks ended August 2, 2025 2.2 % 2.6 % 2.2 % 2.6 % 13 weeks ended November 1, 2025 3.0 % 3.3 % 3.0 % 3.4 % 39 weeks ended November 1, 2025 2.4 % 2.8 % 2.5 % 2.8 % 13 weeks ended January 31, 2026 (0.9) % (0.7) % (0.7) % (0.5) % 52 weeks ended January 31, 2026 1.2 % 1.5 % 1.3 % 1.6 % 25 Table of Contents First quarter sales Signet's total sales increased 0.8% year over year to $1.55 billion in the 13 weeks ended May 2, 2026. Same store sales increased 1.8% compared to the prior year first quarter. These increases reflect sales growth across all categories and the majority of brands and growth in offered collections. AUR grew 4.5% compared to the prior year first quarter partially attributable to strength in the higher-end consumer and better performance at higher price points. These increases were negatively impacted by underperformance in the James Allen brand. E-commerce sales in the first quarter of Fiscal 2027 were $322.1 million, down $16.6 million or 4.9%, compared to $338.7 million in the prior year first quarter. This decrease was primarily due to the underperformance of the James Allen brand. E-commerce sales accounted for 20.7% of first quarter sales, a decrease compared to 22.0% of total sales in the prior year first quarter. Brick and mortar same store sales increased 3.8% from the prior year first quarter. The breakdown of the first quarter sales performance by reportable segment is set out in the table below: Change from previous year First Quarter of Fiscal 2027 Same store sales Non-same store sales, net Total sales at constant exchange rate Exchange translation impact Total sales as reported Total reported sales (in millions) North America reportable segment 1.6 % (0.8) % 0.8 % 0.1 % 0.9 % $ 1,463.0 International reportable segment 5.6 % (0.8) % 4.8 % 4.4 % 9.2 % 87.5 Other reportable segment (1) nm nm nm nm nm 3.1 Signet 1.8 % (1.3) % 0.5 % 0.3 % 0.8 % $ 1,553.6 (1) Includes sales from Signet’s diamond sourcing operation. nm Not meaningful. North America sales The North America reportable segment’s total sales were $1.46 billion compared to $1.45 billion in the prior year quarter, or an increase of 0.9%. Same store sales increased 1.6% compared to the prior year first quarter. These increases reflect the focus on the four largest brands across all categories, as well as growth in services. The improved assortment across the bridal and fashion categories drove strong AUR growth of 5.1% compared to the prior year first quarter. The number of units sold decreased 4.5% year over year. The overall increase was negatively impacted by the underperformance of the James Allen brand as noted above. International sales The International reportable segment’s total sales increased 9.2%, or 4.8% at constant exchange rates, to $87.5 million compared to $80.1 million in the prior year quarter. The number of units sold increased 1.5% and AUR increased 3.4% year over year. Same store sales increased 5.6% compared to the prior year first quarter. The increase in total sales at constant exchange rates was slightly lower than the increase in same store sales due to store closures. Gross margin In the first quarter of Fiscal 2027, gross margin was $556.5 million, or 35.8% of sales, compared to $598.8 million, or 38.8% of sales, in the prior year quarter. Gross margin decreased in total dollars and as a percentage of sales for the 13 weeks ended May 2, 2026 primarily reflecting merchandise margin decline due to increases in gold prices, accelerated melt particularly from trade-in and clearance product, as well as inventory write-down charges of $32.7 million related to the decommissioning of the James Allen and Rocksbox websites. Selling, general and administrative expenses (“SG&A”) In the first quarter of Fiscal 2027, SG&A was $509.6 million, or 32.8% of sales, compared to $526.0 million, or 34.1% of sales, in the prior year quarter. The decrease in SG&A as a percentage of sales was driven by the previous year’s reorganization of the operating model and ongoing spend discipline. Other operating expense, net In the first quarter of Fiscal 2027, other operating expense was $10.0 million, compared to $24.7 million in the prior year quarter. The 13 weeks ended May 2, 2026 primarily included restructuring and asset impairment charges of $9.0 million related to the actions under the Company’s Grow Brand Love strategy. The 13 weeks ended May 3, 2025 primarily included restructuring and asset impairment charges of $22.2 million. See Note 15 and Note 16 for additional information. Operating income For the first quarter of Fiscal 2027, operating income was $36.9 million, or 2.4% of sales, compared to $48.1 million, or 3.1% of sales, in the prior year quarter. The decrease in operating income was primarily driven by inventory write-down charges, accelerated scrap and lower merchandise margins, partially offset by stronger sales performance. 26 Table of Contents North America operating income In the first quarter, operating income in the North America reportable segment was $60.4 million, or 4.1% of segment sales, and includes $39.5 million of restructuring and related charges, including inventory write-down charges of $32.7 million, and $1.5 million of asset impairment charges related to long-lived assets. In the prior year quarter, operating income in the North America reportable segment was $83.0 million, or 5.7% of segment sales, and included $10.9 million of restructuring and related charges and $3.2 million of asset impairment charges related to long-lived assets. International operating income In the first quarter, operating loss in the International reportable segment was $6.6 million, or (7.5)% of segment sales. In the prior year quarter, operating loss in the International reportable segment was $7.0 million, or (8.7)% of segment sales. Corporate and unallocated expenses In the first quarter, corporate and unallocated expenses were $13.5 million, compared to $24.0 million in the prior year quarter. The decrease was driven primarily by lower restructuring and related charges in the current year quarter. Corporate and unallocated expenses included restructuring and related charges of $0.7 million in the first quarter of Fiscal 2027, compared to $8.1 million in the prior year quarter. Interest income, net In the first quarter of Fiscal 2027, net interest income was $3.6 million compared to $0.8 million in the prior year quarter. The increase in net interest income for the current year quarter was the result of higher invested cash balances generating interest when compared with the prior year quarter. Income taxes In the first quarter of Fiscal 2027, income tax expense was $9.1 million, with an effective tax rate (“ETR”) of 22.3%, compared to income tax expense of $12.1 million, with an ETR of 26.5%, in the prior year comparable period. The ETR for the first quarter of Fiscal 2027 was higher than the Bermuda corporate income tax rate, primarily as a result of the unfavorable impact of foreign rate differences (primarily in the US). The ETR for the first quarter of Fiscal 2026 was higher than the Bermuda corporate income tax rate primarily as a result of the unfavorable impact of foreign rate differences (primarily in the US) and unfavorable discrete tax items recognized in the 13 weeks ended May 3, 2025, including the tax shortfall for share-based compensation which vested during the year of $0.8 million. Refer to Note 8 for additional information. NON-GAAP MEASURES The discussion and analysis of Signet’s results of operations, financial condition and liquidity contained in this Quarterly Report on Form 10-Q are based upon the condensed consolidated financial statements of Signet which are prepared in accordance with GAAP and should be read in conjunction with Signet’s condensed consolidated financial statements and the related notes included in Item 1. Signet provides certain non-GAAP information in reporting its financial results to give investors additional data to evaluate its operations. The Company believes that non-GAAP financial measures, when reviewed in conjunction with GAAP financial measures, can provide more information to assist investors in evaluating historical trends and current period performance and liquidity. For these reasons, internal management reporting also includes these non-GAAP measures. These non-GAAP financial measures should be considered in addition to, and not superior to or as a substitute for the GAAP financial measures presented in the Company’s condensed consolidated financial statements and other publicly filed reports. In addition, our non-GAAP financial measures may not be the same as or comparable to similar non-GAAP measures presented by other companies. 1. Net cash Net cash is a non-GAAP measure defined as the total of cash and cash equivalents less debt. Management considers this metric to be helpful to understand the total indebtedness of the Company after consideration of cash balances on-hand. (in millions) May 2, 2026 January 31, 2026 May 3, 2025 Cash and cash equivalents $ 602.8 $ 874.8 $ 264.1 Less: Long-term debt — — — Net cash $ 602.8 $ 874.8 $ 264.1 27 Table of Contents 2. Free cash flow Free cash flow is a non-GAAP measure defined as the net cash used in operating activities less capital expenditures. Management considers this metric to be helpful in understanding how the business is generating cash from its operating and investing activities that can be used to meet the financing needs of the business. Free cash flow is an indicator frequently used by management to measure the efficiency of converting operating income to cash, as well as evaluate its overall liquidity needs and determine appropriate capital allocation strategies. Free cash flow does not represent the residual cash flow available for discretionary purposes. 13 weeks ended (in millions) May 2, 2026 May 3, 2025 Net cash used in operating activities $ (144.7) $ (175.3) Capital expenditures (24.5) (36.6) Free cash flow $ (169.2) $ (211.9) 3. Earnings before interest, income taxes, depreciation and amortization (“EBITDA”) and adjusted EBITDA EBITDA is a non-GAAP measure defined as earnings before interest, income taxes, depreciation and amortization. EBITDA is an important indicator of operating performance as it excludes the effects of financing and investing activities by eliminating the effects of interest, income taxes, depreciation and amortization costs. Adjusted EBITDA is a non-GAAP measure, defined as earnings before interest, income taxes, depreciation and amortization, share-based compensation expense, non-operating expense, net and certain non-GAAP accounting adjustments. Reviewed in conjunction with net income and operating income, management believes that EBITDA and adjusted EBITDA help enhance management’s and investors’ ability to evaluate and analyze trends regarding Signet’s business and performance based on its current operations. These measures are also inputs into the Company’s leverage ratios, which are non-GAAP measures disclosed periodically in investor materials and other Company filings with the SEC, including annually in the Company’s Form 10-K. 13 weeks ended (in millions) May 2, 2026 May 3, 2025 Net income $ 31.7 $ 33.5 Income taxes 9.1 12.1 Interest income, net (3.6) (0.8) Depreciation and amortization 34.7 37.0 Amortization of unfavorable contracts — (0.5) EBITDA $ 71.9 $ 81.3 Other non-operating (income) expense, net (0.3) 3.3 Share-based compensation 7.5 7.0 Other accounting adjustments Restructuring and related charges (1) 40.2 19.0 Asset impairments (1) 1.5 3.2 Adjusted EBITDA $ 120.8 $ 113.8 (1) Restructuring and related charges and asset impairment charges during the 13 weeks ended May 2, 2026 and May 3, 2025 were incurred primarily as a result of the Company’s Grow Brand Love strategy initiatives. Restructuring and related charges during the 13 weeks ended May 2, 2026 include $32.7 million of inventory write-downs related to the planned disposal of inventory in connection with the discontinuance of James Allen and Rocksbox as separately operated brands and the decommissioning of their respective websites. See Note 16 for additional information. 4. Adjusted operating income and adjusted operating margin Adjusted operating income is a non-GAAP measure defined as operating income excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period. Management finds the information useful when analyzing operating results to appropriately evaluate the performance of the business without the impact of these certain items. Management believes the consideration of measures that exclude such items can assist in the comparison of operational performance in different periods which may or may not include such items. Management also utilizes adjusted operating margin, defined as adjusted operating income as a percentage of total sales, to further evaluate the effectiveness and efficiency of the Company’s flexible operating model. 28 Table of Contents 13 weeks ended (in millions) May 2, 2026 May 3, 2025 Operating income $ 36.9 $ 48.1 Restructuring and related charges (1) 40.2 19.0 Asset impairments (1) 1.5 3.2 Adjusted operating income $ 78.6 $ 70.3 Operating margin 2.4 % 3.1 % Adjusted operating margin 5.1 % 4.6 % (1) Restructuring and related charges and asset impairment charges during the 13 weeks ended May 2, 2026 and May 3, 2025 were incurred primarily as a result of the Company’s Grow Brand Love strategy initiatives. Restructuring and related charges during the 13 weeks ended May 2, 2026 includes $32.7 million of inventory write-downs related to the planned disposal of inventory in connection with the discontinuance of James Allen and Rocksbox as separately operated brands and the decommissioning of their respective websites. See Note 16 for additional information. 5. Adjusted diluted EPS Adjusted diluted EPS is a non-GAAP measure defined as diluted EPS excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period. Management finds the information useful when analyzing financial results in order to appropriately evaluate the performance of the business without the impact of these certain items. In particular, management believes the consideration of measures that exclude such items can assist in the comparison of performance in different periods which may or may not include such items. The Company estimates the tax effect of all non-GAAP adjustments by applying the relevant statutory tax rate to each item. The income tax items represent the discrete amount that affected the diluted EPS during the period. 13 weeks ended May 2, 2026 May 3, 2025 Diluted EPS $ 0.78 $ 0.78 Restructuring and related charges (1) 1.00 0.46 Asset impairments (1) 0.04 0.07 Tax impact of items above (0.26) (0.13) Adjusted diluted EPS $ 1.56 $ 1.18 (1) Restructuring and related charges and asset impairment charges during the 13 weeks ended May 2, 2026 and May 3, 2025 were incurred primarily as a result of the Company’s Grow Brand Love strategy initiatives. See Note 16 for additional information. LIQUIDITY AND CAPITAL RESOURCES Overview The Company’s primary sources of liquidity are cash on hand, cash provided by operations and availability under its senior secured asset-based revolving credit facility (the “ABL”). As of May 2, 2026, the Company had $602.8 million of cash and cash equivalents and no outstanding borrowings on the ABL. The available borrowing capacity on the ABL was $1.1 billion as of May 2, 2026. The Company maintains a disciplined approach to capital allocation, utilizing the following priorities: 1) invest in organic growth; 2) maintain a conservative balance sheet; and 3) return capital to shareholders through share repurchases and dividends. Invest in organic growth The strategic imperatives of the Company’s Grow Brand Love transformation strategy have been designed to drive sustainable growth by building on a strong core foundation to create shareholder value and coveted brands. In order to achieve these goals, the Company has reorganized strategic areas of our business such as marketing and sourcing to streamline operations, increase efficiencies, improve accountability and reduce costs. This reorganization has already begun to enable our go-to-market strategies and contribute towards our efforts to strengthen our brand portfolio, and builds a strong foundation as we go into year two of Grow Brand Love to take actions to improve the customer experience and further transform our approach to marketing. We are also continuing to optimize our real estate footprint to support the positioning of our brands and modernizing our stores through capital improvements. These real estate initiatives will include the closure of underperforming stores, repositioning stores out of declining venues, renovation of stores and an increased focus on transference from closed locations to capitalize on brand equity across the portfolio. The Company invested $153.5 million for capital expenditures in Fiscal 2026 and has planned for capital expenditures of up to $180 million in Fiscal 2027, reflecting primarily investments in new stores and renovations as described above, as well as additional digital and technology advancements. 29 Table of Contents Maintain conservative balance sheet The Company had no outstanding debt as of May 2, 2026 or May 3, 2025. The Company has the $1.2 billion ABL, expiring in August 2029, with the option to increase the size of the ABL by up to an additional $600 million. There were no borrowings under the ABL during the 13 weeks ended May 2, 2026 and May 3, 2025. Available borrowing capacity under the ABL was $1.1 billion as of May 2, 2026. Cash and cash equivalents at May 2, 2026 were $602.8 million compared to $264.1 million as of May 3, 2025. The increase year over year was primarily driven by cash flow from operations, resulting from stronger performance and working capital efficiency during the past year. Signet holds cash and cash equivalents at a number of large, highly-rated financial institutions. The amount held at each financial institution takes into account the credit rating and size of the financial institution and is held for short-term durations. The Company uses leverage ratios to assess the effectiveness of its capital allocation strategy. The Company maintained a 1.1x adjusted leverage ratio through the end of Fiscal 2026 (see non-GAAP measures as defined in Item 7 of the Signet’s Fiscal 2026 Annual Report on Form 10-K). Returning capital to shareholders The Company remains committed to its goal of returning capital to shareholders, which includes being a dividend growth company. For the fifth year in a row Signet has increased its quarterly common dividend, from $0.32 per share in Fiscal 2026 to $0.35 per share beginning in Fiscal 2027. The Company also remains focused on common share repurchases under its 2017 Share Repurchase Program. The Company has repurchased $82.7 million of common shares to date in Fiscal 2027, with $435.2 million of shares authorized for repurchase remaining as of May 2, 2026. See Note 5 for additional information related to the common share repurchases. The Company believes that cash on hand, cash flows from operations and available borrowings under the ABL will be sufficient to meet its ongoing business requirements for at least the 12 months following the date of this report, including funding working capital needs, projected investments in the business (including capital expenditures), and returns to shareholders through dividends and common share repurchases. As of May 2, 2026, January 31, 2026 and May 3, 2025, the Company was in compliance with all debt covenants. Primary sources and uses of operating cash flows Operating activities provide the primary source of cash for the Company and are influenced by a number of factors, the most significant of which are operating income and changes in working capital items, such as: •changes in the level of inventory as a result of sales and other strategic initiatives; and •changes and timing of accounts payable and accrued expenses, including variable compensation. Signet derives most of its operating cash flows through the sale of merchandise and extended service plans. As a retail business, Signet receives cash when it makes a sale to a customer or when the payment has been processed by Signet or the relevant bank if the payment is made by third-party credit or debit card. The Company has outsourced its entire credit card portfolio, and it receives cash from its outsourced financing partners (net of applicable fees) generally within two to five days of the customer sale. Offsetting these receipts, the Company’s largest operating expenses are the purchase of inventory, payroll and payroll-related benefits, store occupancy costs (including rent) and advertising. Summary cash flow The following table provides a summary of Signet’s cash flow activity for Fiscal 2027 and Fiscal 2026: 13 weeks ended (in millions) May 2, 2026 May 3, 2025 Net cash used in operating activities $ (144.7) $ (175.3) Net cash used in investing activities (23.9) (36.6) Net cash used in financing activities (102.6) (137.3) Decrease in cash and cash equivalents $ (271.2) $ (349.2) Cash and cash equivalents at beginning of period $ 874.8 $ 604.0 Decrease in cash and cash equivalents (271.2) (349.2) Effect of exchange rate changes on cash and cash equivalents (0.8) 9.3 Cash and cash equivalents at end of period $ 602.8 $ 264.1 30 Table of Contents Operating activities Net cash used in operating activities was $144.7 million during the 13 weeks ended May 2, 2026 compared to $175.3 million in the prior year comparable period. The change in operating cash flows compared to prior year was primarily driven by better working capital efficiency in the current year partially offset by higher payments for income taxes and incentive compensation. The significant movements in operating cash flows are further described below: •Net income was $31.7 million compared to net income of $33.5 million in the prior year period, a decrease of $1.8 million. This slight decrease was a result of lower gross merchandise margins partially offset by lower SG&A and restructuring charges compared to prior year. •The change in current income taxes was a use of $34.3 million in the current period compared to a use of $7.5 million in the prior year. The current year use was primarily the result of net income tax payments of $44.7 million, compared to net income tax payments of $16.2 million in the prior year period. •Cash used by inventory was $41.6 million, compared to a use of $56.1 million in the prior year, reflecting seasonal replenishment of inventories following the fourth quarter of both fiscal years, and showed improvement year over year due to lower inventory levels, despite increases in gold prices and tariffs. •Cash used by accounts payable was $79.8 million compared to a use of $187.5 million in the prior year period. Accounts payable is historically a use of cash in the first quarter, as the Company pays down invoices due from prior Holiday Season and Valentine’s Day merchandise purchases. The lower use in the current year is due to timing of purchases and payments compared to the prior year. •Cash used by accrued expenses and other liabilities was $64.0 million, compared to a use of $5.4 million in the prior year period. The difference compared to the prior year comparable period is primarily due to payments for incentive compensation. Investing activities Net cash used in investing activities for the 13 weeks ended May 2, 2026 was $23.9 million compared to a use of $36.6 million in the prior year period. Cash used in Fiscal 2027 was primarily related to capital expenditures of $24.5 million, compared to $36.6 million in Fiscal 2026. Capital expenditures are associated with new stores, remodels of existing stores, and capital investments in digital and information technology. Signet has planned Fiscal 2027 capital expenditures of up to $180 million. Stores opened and closed in the 13 weeks ended May 2, 2026: January 31, 2026 Openings Closures May 2, 2026 North America segment (1) 2,329 — (21) 2,308 International segment (1) 253 — (2) 251 Signet 2,582 — (23) 2,559 (1) The net change in selling square footage for Fiscal 2027 for the North America and International segments was (0.4%) and (0.7%), respectively. Financing activities Net cash used in financing activities for the 13 weeks ended May 2, 2026 was $102.6 million, consisting of the repurchase of $82.7 million of common shares, common share dividends paid of $13.0 million and payments for withholding taxes related to the settlement of the Company’s share-based compensation awards of $6.9 million. Net cash used in financing activities for the 13 weeks ended May 3, 2025 was $137.3 million, primarily consisting of the repurchase of $117.4 million of common shares, common share dividends paid of $12.6 million and payments for withholding taxes related to the settlement of the Company’s share-based compensation awards of $7.3 million. SEASONALITY Signet’s business is seasonal, with the fourth quarter historically accounting for approximately 35-40% of annual sales as well as for a substantial portion of the annual operating income and cash flows. The “Holiday Season” consists of results for the months of November and December, with December being the highest volume month of the year. CRITICAL ACCOUNTING ESTIMATES The preparation of these condensed consolidated financial statements, in conformity with US GAAP and SEC regulations for interim reporting, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenues and expenses during the reported periods. On an ongoing basis, management evaluates its accounting policies, estimates and judgments. Estimates and assumptions are primarily made in relation to the valuation of inventories, deferred revenue, employee compensation, 31 Table of Contents income taxes, contingencies, leases, asset impairments for goodwill, indefinite-lived intangible and long-lived assets and the depreciation and amortization of long-lived assets. Management bases the estimates and judgments on historical experience and various other factors believed to be reasonable under the circumstances. Actual results may differ from these estimates. While there have been no material changes to the critical accounting policies and estimates disclosed in Signet’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 filed with the SEC on March 19, 2026, the Company continues to monitor the risk of impairment related to the Diamonds Direct reporting unit as well as the Blue Nile, James Allen, Diamonds Direct and Piercing Pagoda trade names. During Fiscal 2026, the Company determined that quantitative assessments were required for these reporting units and indefinite-lived intangible assets. Based on the most recent quantitative assessments, the fair value of the Diamonds Direct reporting unit and the Piercing Pagoda and Blue Nile trade names exceeded their carrying values by approximately 17%, 10% and 16%, respectively, while the James Allen and Diamonds Direct trade names approximate their estimated fair values of $2 million and $104 million, respectively. The impairment charge related to the James Allen trade name was driven primarily by the decline in long-term cash flow projections of the James Allen brand due to continued challenges with assortment and its competitive position in the market. Management also determined an increase in discount rates was required to reflect the current interest rate environment at the valuation date. The impairment charges related to the Diamonds Direct trade name were driven primarily by reevaluated sales growth projections which negatively affected the fair value estimates compared to previous valuations. Management noted uncertainties exist related to the macroeconomic environment in the US and abroad, including energy prices, tariffs, oil and gas prices, economic and tax policy, affordability and interest rates. These factors could unfavorably impact the cost of the Company’s products, consumer confidence and discretionary spending, and thus may impact the key assumptions used to estimate fair value, such as sales trends, margin trends, long-term growth rates and discount rates. These factors could also negatively affect the share price of the Company’s common stock. An increase in the discount rate and/or a further softening of sales and operating income trends for any of the Company’s reporting units or related trade names, particularly during peak selling seasons, could result in a decline in the estimated fair values of the indefinite-lived intangible assets, including goodwill, which could result in future material impairment charges. For example, an increase in the discount rate of 0.5% to the Diamonds Direct trade name, assuming no other changes to assumptions, would have resulted in additional impairment charges of approximately $5 million in Fiscal 2026. The Company will continue to monitor events or circumstances that could trigger the need for an interim impairment test. The Company believes that the estimates and assumptions related to sales and operating income trends, discount rates, royalty rates and other assumptions are reasonable, but they are subject to change from period to period. Future economic conditions or operating performance, such as declines in sales or increases in discount rates, could differ from those projected by management in its most recent impairment tests for indefinite-lived intangible assets, including goodwill. This could impact our estimates of fair values and may result in future material impairment charges. See Note 11 of Item 1 for additional information.
Signet is exposed to market risk arising from fluctuations in foreign currency exchange rates, interest rates and precious metal prices, which could affect its consolidated financial position, earnings and cash flows. Signet monitors and manages these market exposures as a funda…
Signet is exposed to market risk arising from fluctuations in foreign currency exchange rates, interest rates and precious metal prices, which could affect its consolidated financial position, earnings and cash flows. Signet monitors and manages these market exposures as a fundamental part of its overall risk management program, which recognizes the volatility of financial markets and seeks to reduce the potentially adverse effects of this volatility on Signet’s operating results. Signet manages its exposure to market risk through its regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. Signet uses derivative financial instruments as risk management tools and not for trading purposes. As a portion of the International reportable segment’s purchases are denominated in US dollars and its net cash flows are in British pounds, Signet’s policy is to enter into forward foreign currency exchange contracts and foreign currency swaps to manage the exposure to the US dollar. Signet also enters into derivative transactions to hedge a portion of forecasted merchandise purchases using commodity forward purchase contracts or options. Additionally, the North America reportable segment enters into forward foreign currency exchange contracts to manage the currency fluctuations associated with the Company’s Canadian operations. All derivative contracts are entered into with large, reputable financial institutions, thereby minimizing the credit exposure from the Company’s counterparties. Signet has significant amounts of cash and cash equivalents held at several financial institutions. The amounts held at each financial institution takes into account the long-term credit rating and size of the financial institution. The interest rates earned on cash and cash equivalents will fluctuate in line with short-term interest rates. Signet’s market risk profile as of May 2, 2026 has not materially changed since January 31, 2026. The market risk profile as of January 31, 2026 is disclosed in Signet’s Annual Report on Form 10-K, filed with the SEC on March 19, 2026. 32 Table of Contents
Read original filing text →Information regarding legal proceedings is incorporated by reference from Note 18 of the Condensed Consolidated Financial Statements set forth in Part I of this Quarterly Report on Form 10-Q.
Information regarding legal proceedings is incorporated by reference from Note 18 of the Condensed Consolidated Financial Statements set forth in Part I of this Quarterly Report on Form 10-Q.
Read original filing text →There have been no material changes to the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 that was filed with the SEC on March 19, 2026.
There have been no material changes to the risk factors previously disclosed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 that was filed with the SEC on March 19, 2026.
Read original filing text →