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Form 8-K

sec.gov

8-K — LANDS' END, INC.

Accession: 0001193125-26-380961

Filed: 2026-09-03

Period: 2026-09-03

CIK: 0000799288

SIC: 5651 (RETAIL-FAMILY CLOTHING STORES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — le-20260903.htm (Primary)

EX-99.1 (le-ex99_1.htm)

GRAPHIC (img48865868_0.gif)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: le-20260903.htm · Sequence: 1

8-K

false0000799288September 3, 202600007992882026-09-032026-09-03

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 3, 2026

LANDS’ END, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-09769

36-2512786

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

5 Lands’ End Lane

Dodgeville, Wisconsin

53595

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (608) 935-9341

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

LE

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On September 3, 2026, Lands’ End, Inc. (the “Company”) announced its financial results for its second quarter ended July 31, 2026. A copy of the Company’s press release containing this information is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information contained herein and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

Description

99.1

Press Release of Lands’ End, Inc. dated September 3, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LANDS’ END, INC.

Date:

September 3, 2026

By:

/s/ Bernard McCracken

Name:

Title:

Bernard McCracken

Chief Financial Officer and Treasurer

EX-99.1

EX-99.1

Filename: le-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Lands’ End Announces Second Quarter Fiscal 2026 Results

DODGEVILLE, Wis., September 3, 2026 (GLOBE NEWSWIRE) – Lands’ End, Inc. (NASDAQ: LE) today announced financial results for the second quarter ended July 31, 2026.

Charlie Cole, Chief Executive Officer, stated, “Since joining Lands’ End, I have been energized by what I see ahead for this iconic American company. What excites me most is the clear runway we have to utilize our stellar brand strength and deep customer loyalty to further strengthen our customer engagement, expand our digital capabilities, and more effectively reach and convert new customers. Our focus now is on excellence in execution to ensure we have the right infrastructure, technology, and customer acquisition capabilities in place as we head into the holiday season. I am confident we are well positioned, and I look forward to sharing more in the months ahead.”

Second Quarter Financial Highlights

Net revenue was $302.0 million for the second quarter of 2026, an increase of $7.9 million or 2.7% from $294.1 million during the second quarter of 2025.

U.S. Digital Segment Net revenue was $268.9 million for the second quarter of 2026, an increase of $13.6 million or 5.3% from $255.3 million in the second quarter of 2025.

U.S. eCommerce Net revenue was $182.4 million for the second quarter of 2026, an increase of $15.1 million or 9.0% from $167.3 million in the second quarter of 2025. The increase was primarily driven by carryover shipments from the temporary disruption associated with the rollout of the new warehouse management system in the first quarter of 2026.

Outfitters Net revenue was $69.3 million for the second quarter of 2026, an increase of $2.9 million or 4.4% from $66.4 million in the second quarter of 2025. The increase was driven by enterprise accounts which more than offset the impact of warehouse management system challenges affecting the processing of value-added service products in our school uniform business.

Third Party Net revenue was $17.2 million, for the second quarter of 2026, a decrease of $4.4 million or 20.4% from $21.6 million during the second quarter of 2025. The decrease was primarily due to prioritizing profitable high-quality sales and brand quality over lower-value promotional volume.

Europe eCommerce Net revenue was $19.7 million for the second quarter of 2026, an increase of $0.1 million or 0.5%, from $19.6 million during the second quarter of 2025. The increase was primarily due to a strategic shift to a franchise-first assortment simplifying the business and improving product margins.

Gross profit was $157.0 million for the second quarter of 2026, an increase of $13.6 million or 9.5% from $143.4 million during the second quarter of 2025. Gross margin increased approximately 320 basis points to 52.0% in the second quarter of 2026, compared with 48.8% in the second quarter of 2025. The gross margin increase was primarily driven by the IEEPA tariff refunds, partially offset by the new royalty structure associated with the JV, and temporary costs associated with our new warehouse management system.

Selling and administrative expenses increased $5.9 million to $135.3 million or 44.8% of Net revenue in the second quarter of 2026, compared with $129.4 million or 44.0% of Net revenue in the second quarter of 2025. The approximately 80 basis point increase was driven by investment in digital marketing focused on new customer acquisition and operational inefficiencies from the temporary disruption of the new warehouse management system partially offset by leverage from higher net revenue.

Net income was $3.5 million, and $0.11 earnings per diluted share in the second quarter of 2026 compared to Net loss of $3.7 million and $0.12 loss per diluted share in the second quarter of 2025.

Adjusted net income was $2.7 million and Adjusted diluted earnings per share was $0.09 in the second quarter of 2026, compared to Adjusted net loss of $1.1 million and Adjusted diluted loss per share of $0.04 in the second quarter of 2025.

Adjusted EBITDA was $11.3 million in the second quarter of 2026, a decrease of 25% compared to $15.1 million in the second quarter of 2025.

Balance Sheet and Cash Flow Highlights

Cash and cash equivalents were $16.1 million as of July 31, 2026, compared to $21.3 million as of August 1, 2025.

Inventories were $342.0 million as of July 31, 2026, and $301.8 million as of August 1, 2025, representing a 13% year over year increase. That increase primarily reflects inventory levels consistent with the Company’s normal seasonal build and support its current revenue projections compared to the intentionally lean inventory position the Company held a year ago amid tariff uncertainty.

Net cash used in operating activities was $86.5 million for the 26 weeks ended July 31, 2026, compared to net cash provided by operating activities of $0.5 million for the 26 weeks ended August 1, 2025. The increase in net cash used in operating activities was primarily due to the impact of the closing of the WHP Global transaction and the seasonal build of inventory to support the fall and holiday selling seasons.

As previously announced, the Company used the majority of the $300 million in cash proceeds from the WHP Global transaction to fully repay its term loan.

As of July 31, 2026, the Company had $60.0 million of borrowings outstanding and $89.3 million of availability under its ABL Facility, compared to $35.0 million of borrowings and $87.6 million of availability as of August 1, 2025.

During the second quarter of 2026, the Company repurchased $10.5 million of the Company’s common stock under the share repurchase program announced on April 1, 2026. As of July 31, 2026, additional purchases of up to $89.2 million could be made under the current program through March 31, 2029.

Outlook

Bernie McCracken, Chief Financial Officer, stated, "We made meaningful progress during the second quarter, moving beyond the distribution center challenges that affected our operations earlier in the year. Our core U.S. eCommerce operations normalized during the quarter and Outfitters has now returned to normal operating levels. We also repurchased approximately 3% of our outstanding shares, reflecting our disciplined approach to capital allocation and our confidence in the long-term value of Lands’ End. Combined with our significantly reduced debt and interest expense, these developments provide a stronger foundation for executing through the holiday season and creating long-term value."

The Company’s guidance reflects current conditions, including tariffs at currently implemented rates and prevailing macroeconomic factors.

For Third Quarter fiscal 2026 the Company expects:

Net revenue to be between $300.0 million and $330.0 million.

Net loss to be between $1.0 million and net income of $3.0 million and diluted loss per share to be between $0.03 and diluted earnings per share of $0.10.

Adjusted net income to be between $2.0 million and $6.0 million and Adjusted diluted earnings per share to be between $0.07 and $0.20.

Adjusted EBITDA in the range of $14.0 million to $18.0 million.

For fiscal 2026 the Company now expects:

Net revenue to be between $1.30 billion and $1.35 billion.

Net income to be between $317.0 million and $325.0 million and diluted earnings per share to be between $10.87 and $11.14.

Adjusted net income to be between $13.0 million and $21.0 million and Adjusted diluted earnings per share to be between $0.44 and $0.72.

Adjusted EBITDA in the range of $62.0 million to $70.0 million.

For the full year, the Company’s guidance includes approximately $40.0 million of capital expenditures.

Conference Call

The Company will host a conference call on Thursday, September 3, 2026, at 8:30 a.m. ET to review its second quarter financial results. The call may be accessed through the Investor Relations section of the Company’s website at http://investors.landsend.com.

About Lands’ End, Inc.

Lands’ End, Inc. (NASDAQ:LE) is a leading digital retailer of solution-based apparel, swimwear, outerwear, accessories, footwear, home products and uniforms. Lands’ End offers products online at www.landsend.com, through third-party distribution channels and our own Company Operated stores. Lands’ End also offers products to businesses and schools, for their employees and students, through the Outfitters distribution channel. Lands’ End is a classic American lifestyle brand that creates solutions for life’s every journey.

Forward-Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties, including statements regarding the future of the Company, brand strength, customer loyalty, customer engagement, digital capabilities and new customers; ensuring the right infrastructure, technology and customer acquisition capabilities, and the Company’s positioning; expectations regarding inventory, revenue and tariffs; the share repurchase program and its anticipated scale and impact; distribution center operations; confidence in the long-term value of the Company; execution through the holiday season and long-term value creation; and the Company’s Q3 and full fiscal year 2026 outlook and expectations as to Net revenue, Net income (loss), Adjusted net income, diluted earnings (loss) per share, Adjusted EBITDA and capital expenditures. The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in these forward-looking statements: the stock repurchase program may not be executed to the full extent within its duration, due to business or market conditions; risks associated with the Company’s license agreement relating to the Lands’ End brand; failure to protect or preserve the image of the Company’s brands, reputation or intellectual property rights; the ability of the Company’s principal stockholders to exert substantial influence over the Company; risks associated with the implementation, stabilization and performance of the Company's warehouse management system and distribution center operations; the Company’s results may be materially impacted if tariffs on imports to the United States increase and it is unable to offset the increased costs from current or future tariffs through pricing negotiations with its vendor base, moving production out of countries impacted by the tariffs, passing through a portion of the cost increases to the customer, or other savings opportunities; global supply chain challenges and their impact on inbound transportation costs and delays in receiving product; disruption in the Company’s supply chain, including with respect to its distribution centers, third-party manufacturing partners and logistics partners, caused by limits in freight capacity, increases in transportation costs, port congestion, other logistics constraints, and closure of certain manufacturing facilities and production lines due to public health crises and other global economic conditions; the impact of global economic conditions, including inflation, on consumer discretionary spending; the impact of public health crises on operations, customer demand and the Company’s supply chain, as well as its consolidated results of operation, financial position and cash flows; the Company’s ability to offer merchandise and services that customers want to purchase; changes in customer preference from the Company’s branded merchandise; customers’ use of the Company’s digital platform, including customer acceptance of its efforts to enhance its eCommerce websites, including the Outfitters website; customer response to the Company’s marketing efforts across all types of media; the Company’s maintenance of a robust customer list; the Company’s retail store strategy may be unsuccessful; the Company’s Third Party channel may not develop as planned or have its desired impact; the Company’s dependence on information technology; failure of information technology systems, including with respect to its eCommerce operations, or an inability to upgrade or adapt its systems; failure to adequately protect against cybersecurity threats or maintain the security and privacy of customer, employee or company information and the impact of cybersecurity events on the Company; fluctuations and increases in costs of raw materials as well as fluctuations in other production and distribution-related costs; impairment of the Company’s relationships with its vendors; the Company’s failure to compete effectively in the apparel industry; legal, regulatory, economic and political risks associated with international trade and those markets in which the Company conducts business and sources its merchandise; increases in postage, paper and printing costs; failure by third parties who provide the Company with services in connection with certain aspects of its business to perform their obligations; the Company’s failure to timely and effectively obtain shipments of products from its vendors and deliver merchandise to its customers; reliance on promotions and markdowns to encourage customer purchases; the Company’s failure to efficiently manage inventory levels; unseasonal or severe weather conditions; natural disasters, political crises or other catastrophic events; the adverse effect on the Company’s reputation if its independent vendors or licensees do not use ethical business practices or comply with contractual obligations, applicable laws and regulations; assessments for additional state taxes; incurrence of charges due to impairment of other intangible assets and long-lived assets; the impact on the Company’s business of adverse worldwide economic and market conditions, including inflation and other economic factors that negatively impact consumer spending on discretionary items; global economic, political, legislative, regulatory and market conditions (including competitive pressures), evolving legal, regulatory and tax regimes, including the effects of tariffs, inflation and foreign currency exchange rate fluctuations around the world, the challenging consumer retail market in the United States and around the world and the impact of war and other conflicts around the world; and other risks, uncertainties and factors discussed in the “Risk Factors” sections of the Company’s Annual Report on Form 10-K for the fiscal year ended January 30, 2026 as updated by the Company’s Quarterly Reports on Form 10-Q. The Company intends the forward-looking statements to speak only as of the time made and does not undertake to update or revise them as more information becomes available, except as required by law.

CONTACTS

Lands’ End, Inc.

Bernard McCracken

Chief Financial Officer

(608) 935-4100

Investor Relations:

ICR, Inc.

Tom Filandro

(646) 277-1235

Tom.Filandro@icrinc.com

-Financial Tables Follow-

LANDS’ END, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except per share data)

July 31, 2026

August 1, 2025

January 30,

2026*

ASSETS

Current assets

Cash and cash equivalents

$

16,113

$

21,255

$

17,694

Restricted cash

590

2,291

589

Accounts receivable, net

38,329

39,028

41,265

Inventories

342,040

301,797

268,803

Prepaid expenses

30,243

30,400

27,856

Other current assets

452

10,291

4,798

Total current assets

427,767

405,062

361,005

Property and equipment, net

128,576

117,205

115,701

Operating lease right-of-use asset

13,995

18,856

15,680

Equity method investment

377,589

Intangible asset

257,000

Asset held for sale

257,000

Other assets

1,639

2,518

1,680

TOTAL ASSETS

$

949,566

$

800,641

$

751,066

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities

Current portion of long-term debt

$

$

13,000

$

13,000

Accounts payable

162,346

147,846

115,436

Lease liability – current

4,540

4,609

4,434

Accrued expenses and other current liabilities

103,985

85,084

91,068

Total current liabilities

270,871

250,539

223,938

Long-term borrowings under ABL Facility

60,000

35,000

Long-term debt, net

219,550

214,211

Lease liability – long-term

12,128

17,986

14,264

Deferred tax liabilities

109,339

50,319

52,392

Other liabilities

4,358

2,123

1,966

TOTAL LIABILITIES

456,696

575,517

506,771

STOCKHOLDERS’ EQUITY

Common stock, par value $0.01 authorized: 480,000 shares;

issued and outstanding: 30,023, 30,517 and 30,575, respectively

301

306

306

Additional paid-in capital

338,876

346,841

349,429

Retained earnings (accumulated deficit)

170,095

(106,287

)

(88,850

)

Accumulated other comprehensive loss

(16,402

)

(15,736

)

(16,590

)

TOTAL STOCKHOLDERS’ EQUITY

492,870

225,124

244,295

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

$

949,566

$

800,641

$

751,066

* Derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 30, 2026.

LANDS’ END, INC.

Condensed Consolidated Statements of Operations

(Unaudited)

13 Weeks Ended

26 Weeks Ended

(in thousands, except per share data)

July 31,

2026

August 1,

2025

July 31,

2026

August 1, 2025

Net revenue

$

302,038

$

294,079

$

540,954

$

555,287

Cost of sales (exclusive of depreciation and amortization)

145,023

150,661

272,427

279,143

Gross profit

157,015

143,418

268,527

276,144

Selling and administrative

135,250

129,356

261,702

252,818

Depreciation and amortization

6,147

7,656

12,247

15,947

Equity method investment income

(4,243

)

(4,439

)

Other operating expense, net

11,674

2,423

34,938

5,766

Operating income (loss)

8,187

3,983

(35,921

)

1,613

Interest expense

1,021

9,262

6,535

18,527

Gain on WHP Transaction

(491,622

)

Loss on extinguishment of debt

9,172

Other income, net

(1,051

)

(3

)

(915

)

(14

)

Income (loss) before income taxes

8,217

(5,276

)

440,909

(16,900

)

Income tax expense (benefit)

4,766

(1,609

)

106,765

(4,971

)

NET INCOME (LOSS)

$

3,451

$

(3,667

)

$

334,144

$

(11,929

)

Earnings (loss) per common share

Basic

$

0.12

$

(0.12

)

$

11.12

$

(0.39

)

Diluted

$

0.11

$

(0.12

)

$

10.96

$

(0.39

)

Weighted average common shares outstanding

Basic

29,902

30,743

30,052

30,721

Diluted

30,108

30,743

30,498

30,721

Definitions, Reconciliations and Uses of Non-GAAP Financial Measures

In addition to our Net income (loss) determined in accordance with GAAP, for purposes of evaluating operating performance, we report the following non-GAAP measures: Adjusted net income (loss) and Adjusted EBITDA. Adjusted net income (loss) is also expressed on a diluted per share basis.

We believe presenting non-GAAP financial measures provides useful information to investors, allowing them to assess how the business performed excluding the effects of significant non-recurring or non-operational amounts. We believe the use of the non-GAAP financial measures facilitates comparing the results being reported against past and future results by eliminating amounts that we believe are not comparable between periods and assists investors in evaluating the effectiveness of our operations and underlying business trends in a manner that is consistent with management’s own methods for evaluating business performance.

Our management uses Adjusted net income (loss) and Adjusted EBITDA to evaluate the operating performance of our business for comparable periods and to discuss our business with our Board of Directors, institutional investors and other market participants. Adjusted EBITDA is also used as the basis for a performance measure used in executive incentive compensation.

The methods we use to calculate our non-GAAP financial measures may differ significantly from methods other companies use to compute similar measures. As a result, any non-GAAP financial measures presented herein may not be comparable to similar measures provided by other companies. Adjusted net income (loss) and Adjusted EBITDA should not be used by investors or other third parties as the sole basis for formulating investment decisions as these measures may exclude a number of important cash and non-cash recurring items.

Adjusted net income (loss) is defined as net income (loss) excluding significant non-recurring or non-operational items as set forth below. Adjusted net income (loss) is also presented on a diluted per share basis. While Adjusted net income (loss) is a non-GAAP measurement, management believes that it is an important indicator of operating performance and useful to investors.

Other significant non-recurring or non-operational items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, which affects comparability of results and are described below:

o

Corporate restructuring and other – composed of costs related to the strategic alternative process and completion and severance and benefit costs for the 13 and 26 weeks ended July 31, 2026 and August 1, 2025 as well as costs related to the transition of executive leadership for the 13 and 26 weeks ended July 31, 2026.

o

Unmitigated tariff costs – unmitigated incremental product costs, net of the impact of vendor negotiations, incurred pursuant to International Emergency Economic Powers Act (“IEEPA”) tariffs that were subsequently ruled unlawful by the Supreme Court of the United States on February 20, 2026 for the 13 and 26 weeks ended July 31, 2026 and August 1, 2025.

o

JV intangible asset amortization – Lands’ End’s proportionate share of intangible asset amortization expense recorded within the JV’s financial results for the 13 and 26 weeks ended July 31, 2026.

o

Unmitigated tariff recovery – unmitigated incremental product costs, net of the impact of vendor negotiations, incurred pursuant to International Emergency Economic Powers Act (“IEEPA”) tariffs that were subsequently ruled unlawful by the Supreme Court of the United States on February 20, 2026 recovered for the 13 and 26 weeks ended July 31, 2026.

o

Loss on extinguishment of debt – prepayment premium associated with the repayment of the Term Loan Facility before the scheduled maturity date and the write off of related unamortized debt issuance costs of the Term Loan Facility for the 26 weeks ended July 31, 2026.

o

Exit costs – charges associated to exit kids and footwear lines of business including inventory excess and obsolescence reserves, inventory discounts and operational charges recorded in the 26 weeks ended August 1, 2025 in conjunction with our licensing arrangements commencing in Fiscal 2024.

o

Gain on WHP Transaction – Gain recognized in conjunction with the transfer of the Lands’ End intellectual property to the JV, and immediately thereafter, sale of a 50% controlling ownership stake in the JV to WHP Global for the 26 weeks ended July 31, 2026.

The following table sets forth, for the periods indicated, a reconciliation of Net income (loss) to Adjusted net income (loss) and Adjusted diluted earnings (loss) per share:

Unaudited

13 Weeks Ended

(in thousands, except per share amounts)

July 31, 2026

August 1, 2025

Net income (loss)

$

3,451

$

(3,667

)

Corporate restructuring and other

11,677

2,434

Unmitigated tariff costs (1)

5,100

1,000

JV intangible asset amortization

5,090

Unmitigated tariff recovery

(24,900

)

Tax effects on adjustments (2)

2,261

(873

)

ADJUSTED NET INCOME (LOSS)

$

2,679

$

(1,106

)

ADJUSTED DILUTED EARNINGS (LOSS) PER SHARE

$

0.09

$

(0.04

)

Diluted weighted average common shares outstanding

30,108

30,743

(1) Beginning in Fourth Quarter 2025, the Company adjusts for unmitigated tariff costs. Prior-period amounts have been recast on a comparable basis to reflect this adjustment.

(2) The tax impact of adjustments is calculated at the applicable U.S. and non-U.S. Federal and State statutory rates.

Unaudited

26 Weeks Ended

(in thousands, except per share amounts)

July 31, 2026

August 1, 2025

Net income (loss)

$

334,144

$

(11,929

)

Corporate restructuring and other

34,967

5,766

Unmitigated tariff costs (1)

11,900

1,000

Loss on extinguishment of debt

9,172

JV intangible asset amortization

6,787

Unmitigated tariff recovery

(24,900

)

Gain on WHP Transaction

(491,622

)

Exit costs

257

Tax effects on adjustments (2)

118,721

(1,619

)

ADJUSTED NET LOSS

$

(831

)

$

(6,525

)

ADJUSTED DILUTED LOSS PER SHARE

$

(0.03

)

$

(0.21

)

Diluted weighted average common shares outstanding

30,498

30,721

(1) Beginning in Fourth Quarter 2025, the Company adjusts for unmitigated tariff costs. Prior-period amounts have been recast on a comparable basis to reflect this adjustment.

(2) The tax impact of adjustments is calculated at the applicable U.S. and non-U.S. Federal and State statutory rates.

While Adjusted EBITDA is a non-GAAP measurement, management believes that it is an important indicator of operating performance, and is useful to investors, because EBITDA excludes the effects of financings, investing activities and tax structure by eliminating the effects of interest, depreciation and income tax.

Other significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, which affects comparability of results and are described below:

o

Corporate restructuring and other – composed of costs related to the strategic alternative process and completion and severance and benefit costs for the 13 and 26 weeks ended July 31, 2026 and August 1, 2025 as well as costs related to the transition of executive leadership for the 13 and 26 weeks ended July 31, 2026.

o

Unmitigated tariff costs – unmitigated incremental product costs, net of the impact of vendor negotiations, incurred pursuant to International Emergency Economic Powers Act (“IEEPA”) tariffs that

were subsequently ruled unlawful by the Supreme Court of the United States on February 20, 2026 for the 13 and 26 weeks ended July 31, 2026 and August 1, 2025.

o

JV intangible asset amortization – Lands’ End’s proportionate share of intangible asset amortization expense recorded within the JV’s financial results for the 13 and 26 weeks ended July 31, 2026.

o

Unmitigated tariff recovery – unmitigated incremental product costs, net of the impact of vendor negotiations, incurred pursuant to International Emergency Economic Powers Act (“IEEPA”) tariffs that were subsequently ruled unlawful by the Supreme Court of the United States on February 20, 2026 recovered for the 13 and 26 weeks ended July 31, 2026.

o

Net gain on disposal of property and equipment – disposal of property and equipment for the 13 and 26 weeks ended July 31, 2026 and August 1, 2025.

o

Exit costs - charges associated to exit kids and footwear lines of business including inventory excess and obsolescence reserves, inventory discounts and operational charges recorded in the 26 weeks ended August 1, 2025 in conjunction with our licensing arrangements commencing in Fiscal 2024.

The following table sets forth, for the periods indicated, selected income statement data, both in dollars and as a percentage of Net revenue and a reconciliation of Net income (loss) to Adjusted EBITDA:

Unaudited

13 Weeks Ended

(in thousands)

July 31, 2026

August 1, 2025

Net income (loss)

$

3,451

1.1

%

$

(3,667

)

(1.2

)%

Income tax expense (benefit)

4,766

1.6

%

(1,609

)

(0.5

)%

Interest expense

1,021

0.3

%

9,262

3.1

%

Other income, net

(1,051

)

(0.3

)%

(3

)

(0.0

)%

Operating income

8,187

2.7

%

3,983

1.4

%

Depreciation and amortization

6,147

2.0

%

7,656

2.6

%

Corporate restructuring and other

11,677

3.9

%

2,434

0.8

%

Unmitigated tariff costs (1)

5,100

1.7

%

1,000

0.3

%

JV intangible asset amortization

5,090

1.7

%

%

Unmitigated tariff recovery

(24,900

)

(8.2

)%

%

Gain on disposal of property and equipment

(3

)

(0.0

)%

(11

)

(0.0

)%

Adjusted EBITDA

$

11,298

3.7

%

$

15,062

5.1

%

(1)

Beginning in Fourth Quarter 2025, the Company adjusts for unmitigated tariff costs. Prior-period amounts have been recast on a comparable basis to reflect this adjustment.

Unaudited

26 Weeks Ended

(in thousands)

July 31, 2026

August 1, 2025

Net income (loss)

$

334,144

61.8

%

$

(11,929

)

(2.1

)%

Income tax expense (benefit)

106,765

19.7

%

(4,971

)

(0.9

)%

Interest expense

6,535

1.2

%

18,527

3.3

%

Loss on extinguishment of debt

9,172

1.7

%

%

Gain on WHP Transaction

(491,622

)

(90.9

)%

%

Other income, net

(915

)

(0.2

)%

(14

)

(0.0

)%

Operating (loss) income

(35,921

)

(6.6

)%

1,613

0.3

%

Depreciation and amortization

12,247

2.3

%

15,947

2.9

%

Corporate restructuring and other

34,967

6.5

%

5,766

1.0

%

Unmitigated tariff costs (1)

11,900

2.2

%

1,000

0.2

%

JV intangible asset amortization

6,787

1.3

%

%

Unmitigated tariff recovery

(24,900

)

(4.6

)%

%

Exit costs

%

257

0.0

%

Gain on disposal of property and equipment

(28

)

(0.0

)%

%

Adjusted EBITDA

$

5,052

0.9

%

$

24,583

4.4

%

(1)

Beginning in Fourth Quarter 2025, the Company adjusts for unmitigated tariff costs. Prior-period amounts have been recast on a comparable basis to reflect this adjustment.

Third Quarter Fiscal 2026 Guidance Adjusted EBITDA

13 Weeks Ended

(in millions)

October 30, 2026

Net (loss) income

$

(1.0

)

$

3.0

Depreciation, interest, other income, taxes and other significant items

15.0

15.0

Adjusted EBITDA

$

14.0

$

18.0

Third Quarter Fiscal 2026 Guidance Adjusted Net Income and Adjusted Diluted Earnings per Share

13 Weeks Ended

(in millions)

October 30, 2026

Net (loss) income

$

(1.0

)

$

3.0

Restructuring and other significant items

3.0

3.0

Adjusted net income

$

2.0

$

6.0

Adjusted diluted earnings per share

$

0.07

$

0.20

Fiscal 2026 Guidance Adjusted EBITDA

52 Weeks Ended

(in millions)

January 29, 2027

Net income

$

317.0

$

325.0

Depreciation, interest, other income, taxes and other significant items

(255.0

)

(255.0

)

Adjusted EBITDA

$

62.0

$

70.0

Fiscal 2026 Guidance Adjusted Net Income and Adjusted Diluted Earnings per Share

52 Weeks Ended

(in millions)

January 29, 2027

Net income

$

317.0

$

325.0

Restructuring and other significant items

(304.0

)

(304.0

)

Adjusted net income

$

13.0

$

21.0

Adjusted diluted earnings per share

$

0.44

$

0.72

LANDS’ END, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

26 Weeks Ended

(in thousands)

July 31, 2026

August 1, 2025

CASH FLOWS FROM OPERATING ACTIVITIES

Net income (loss)

$

334,144

$

(11,929

)

Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:

Depreciation and amortization

12,247

15,947

Amortization of debt issuance costs

424

1,391

Gain on disposal of property and equipment

(28

)

Equity method investment income

(4,439

)

Distributions received from equity method investment

2,411

Gain on WHP Transaction

(491,622

)

Loss on extinguishment of debt

9,172

Stock-based compensation

2,867

2,250

Deferred income taxes

57,073

(1,182

)

Other

(346

)

(422

)

Change in operating assets and liabilities:

Accounts receivable, net

2,745

9,363

Inventories

(73,930

)

(35,420

)

Accounts payable

45,790

36,250

Other operating assets

3,387

(1,343

)

Other operating liabilities

13,624

(14,436

)

Net cash (used in) provided by operating activities

(86,481

)

469

CASH FLOWS FROM INVESTING ACTIVITIES

Sales of property and equipment

43

11

Proceeds from WHP Transaction

300,000

Cash contribution to JV

(1,250

)

Purchases of property and equipment

(24,013

)

(17,163

)

Net cash provided by (used in) investing activities

274,780

(17,152

)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from borrowings under ABL Facility

142,000

68,000

Payments of borrowings under ABL Facility

(82,000

)

(33,000

)

Payments on term loan

(234,000

)

(6,500

)

Payments on debt extinguishment

(2,437

)

Payments of debt issuance costs

(1,103

)

Proceeds from exercise of stock options

908

Payments for taxes related to net share settlement of equity awards

(4,313

)

(810

)

Purchases and retirement of common stock, including excise tax paid

(10,848

)

(4,513

)

Net cash (used in) provided by financing activities

(190,690

)

22,074

Effects of exchange rate changes on cash, cash equivalents and restricted cash

811

(657

)

NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND

RESTRICTED CASH

(1,580

)

4,734

CASH, CASH EQUIVALENTS AND RESTRICTED CASH,

BEGINNING OF PERIOD

18,283

18,812

CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD

$

16,703

$

23,546

SUPPLEMENTAL CASH FLOW DATA

Unpaid liability to acquire property and equipment

$

4,085

$

1,725

Income taxes paid (refunded)

25,988

(153

)

Interest paid

6,710

17,172

Operating lease right-of-use-assets obtained in exchange for lease liabilities

148

386

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