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0001610250false00016102502025-10-292025-10-29

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): October 29, 2025

Boot Barn Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-36711

90-0776290

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(I.R.S. Employer
Identification No.)

17100 Laguna Canyon Road, Irvine, California

92618

(Address of principal executive offices)

(Zip Code)

(949) 453-4400

(Registrant’s telephone number, including area code)

Not Applicable

(Former Address)

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:

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

Name of each exchange on which registered

Common Stock, $0.0001 par value

BOOT

New York Stock Exchange

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 October 29, 2025, Boot Barn Holdings, Inc. (the “Company”) issued a press release announcing certain financial results for its fiscal second quarter ended September 27, 2025. The press release is attached hereto as Exhibit 99.1 and incorporated into this Item 2.02 by reference.

The information provided in this Item 2.02, including Exhibit 99.1, is intended to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 7.01     Regulation FD Disclosure.

The Company is furnishing this Current Report on Form 8-K in connection with the disclosure of information contained in a supplemental financial presentation (the “Presentation”) to be used by the Company at various meetings with institutional investors and analysts. This information may be amended or updated at any time and from time to time through another Current Report on Form 8-K or other means. A copy of the Presentation is furnished herewith as Exhibit 99.2 and is incorporated into this Item 7.01 by reference.

The information furnished in this Item 7.01, including Exhibit 99.2, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

The Company expressly disclaims any obligation to update or revise any of the information contained in the Presentation.

The Presentation is available on the Company’s investor relations website located at investor.bootbarn.com, although the Company reserves the right to discontinue that availability at any time. The website address included herein is an inactive textual reference only. The information contained on such website is not incorporated into this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

Exhibit Number

Description

Exhibit 99.1

Press release dated October 29, 2025.

Exhibit 99.2

Supplemental Financial Presentation dated October 29, 2025.

Exhibit 104

The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.

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.

BOOT BARN HOLDINGS, INC.

Date: October 29, 2025

By:

/s/ James M. Watkins

Name: James M. Watkins

Title: Chief Financial Officer and Secretary

EX-99.1 2 boot-20251029xex99d1.htm EX-99.1

Exhibit 99.1

Graphic

Boot Barn Holdings, Inc. Announces:

Second Quarter Fiscal Year 2026 Financial Results

Increased Store Count Potential of 1,200 Stores

IRVINE, California – October 29, 2025 – Boot Barn Holdings, Inc. (NYSE: BOOT) (the “Company”) today announced its financial results for the second fiscal quarter ended September 27, 2025. A Supplemental Financial Presentation is available at investor.bootbarn.com.

For the quarter ended September 27, 2025 compared to the quarter ended September 28, 2024:

Net sales increased 18.7% over the prior-year period to $505.4 million.
Same store sales increased 8.4%, with retail store same store sales increasing 7.8% and e-commerce same store sales increasing 14.4%.
Net income was $42.2 million, or $1.37 per diluted share, compared to $29.4 million, or $0.95 per diluted share, in the prior-year period.
The Company opened 16 new stores, bringing its total store count to 489 as of the quarter end.

John Hazen, Chief Executive Officer, commented, "We delivered another strong quarter with high single-digit consolidated same-store sales growth and 19% total sales growth, demonstrating the continued resilience and broad appeal of our brand. This strength was evident across all major merchandise categories and geographies, with both our retail stores and e-commerce channels performing well. Importantly, we expanded our merchandise margin by 80 basis points, while maintaining disciplined expense control, which drove a 41% improvement in operating income and a 180 basis-point increase in operating margin to 11.2%. These results underscore the effectiveness of our strategic initiatives and our team's ability to execute in a dynamic retail environment.”

Hazen further commented, “Following collaborative work with a third party, we are excited to announce that our updated market analysis reveals a significantly expanded Total Addressable Market (“TAM”) and store count potential. Our TAM is now estimated to be approximately $58 billion, with market growth across all categories. We now also believe we can operate 1,200 stores across the United States, an increase from our prior estimate of 900, which is more than double our current footprint. We are confident in our ability to capitalize on this expanded market opportunity while continuing to deliver strong returns for our stockholders."

Operating Results for the Second Quarter Ended September 27, 2025 Compared to the Second Quarter Ended September 28, 2024

Net sales increased 18.7% to $505.4 million from $425.8 million in the prior-year period. Consolidated same store sales increased 8.4%, with retail store same store sales increasing 7.8% and e-commerce same store sales increasing 14.4%. The increase in net sales was the result of incremental sales from new stores and the increase in consolidated same store sales.
Gross profit was $184.1 million, or 36.4% of net sales, compared to $152.9 million, or 35.9% of net sales, in the prior-year period. The increase in gross profit was primarily due to an increase in sales and merchandise margin, partially offset by the occupancy costs of new stores. The 50 basis-point increase in gross profit rate was driven primarily by an 80 basis-point increase in merchandise margin rate, partially offset by 30 basis points of deleverage in buying, occupancy and distribution center costs. The increase in merchandise margin rate was primarily the result of better buying economies of scale and growth in exclusive brand penetration, partially offset by higher freight

1


expense. The deleverage in buying, occupancy and distribution center costs was primarily driven by the occupancy costs of new stores.
Selling, general and administrative (“SG&A”) expenses were $127.7 million, or 25.3% of net sales, compared to $112.9 million, or 26.5% of net sales, in the prior-year period. The increase in SG&A expenses compared to the prior-year period was primarily the result of higher store payroll and store-related expenses associated with operating more stores and marketing expenses in the current-year period. SG&A expenses as a percentage of net sales decreased by 120 basis points primarily as a result of lower corporate general and administrative expenses and legal expenses in the current-year period.
Income from operations increased $16.4 million to $56.4 million, or 11.2% of net sales, compared to $40.0 million, or 9.4% of net sales, in the prior-year period, primarily due to the factors noted above.
Income tax expense was $14.7 million, or a 25.8% effective tax rate, compared to $11.1 million, or a 27.4% effective tax rate, in the prior-year period. The decrease in the effective tax rate was primarily due to reductions in nondeductible expenses in the current-year period.
Net income was $42.2 million, or $1.37 per diluted share, compared to $29.4 million, or $0.95 per diluted share, in the prior-year period. The increase in net income was primarily attributable to the factors noted above.

Operating Results for the Six Months Ended September 27, 2025 Compared to the Six Months Ended September 28, 2024

Net sales increased 18.9% to $1.009 billion from $849.2 million in the prior-year period. Consolidated same store sales increased 8.9%, with retail store same store sales increasing 8.6% and e-commerce same store sales increasing 11.8%. The increase in net sales was the result of incremental sales from new stores and the increase in consolidated same store sales.
Gross profit was $381.4 million, or 37.8% of net sales, compared to $309.6 million, or 36.5% of net sales, in the prior-year period. The increase in gross profit was primarily due to an increase in sales and merchandise margin, partially offset by the occupancy costs of new stores. The increase in gross profit rate was driven primarily by a 130 basis-point increase in merchandise margin rate. The increase in merchandise margin rate was primarily the result of better buying economies of scale and growth in exclusive brand penetration.
SG&A expenses were $254.2 million, or 25.2% of net sales, compared to $219.4 million, or 25.8% of net sales, in the prior-year period. The increase in SG&A expenses compared to the prior-year period was primarily the result of higher store payroll and store-related expenses associated with operating more stores, marketing expenses, and corporate general and administrative expenses in the current-year period. SG&A expenses as a percentage of net sales decreased by 70 basis points primarily as a result of lower corporate general and administrative expenses and legal expenses in the current-year period.
Income from operations increased $36.9 million to $127.1 million, or 12.6% of net sales, compared to $90.2 million, or 10.6% of net sales, in the prior-year period, primarily due to the factors noted above.
Income tax expense was $32.6 million, or a 25.4% effective tax rate, compared to $22.7 million, or a 24.9% effective tax rate, in the prior-year period. The increase in the effective tax rate was primarily due to a lower income tax benefit from income tax accounting for stock-based compensation in the current-year period.
Net income was $95.6 million, or $3.11 per diluted share, compared to $68.3 million, or $2.21 per diluted share, in the prior-year period. The increase in net income was primarily attributable to the factors noted above.

2


Sales by Channel

The following table includes total net sales growth, same store sales (“SSS”) growth and e-commerce as a percentage of net sales for the periods indicated below.

    

Thirteen Weeks

    

    

    

    

    

    

Preliminary

    

Ended

Four Weeks

Four Weeks

Five Weeks

Four Weeks

September 27, 2025

Fiscal July

Fiscal August

Fiscal September

Fiscal October

Total Net Sales Growth

 

18.7

%  

21.2

%  

19.3

%  

16.4

%  

20.2

%  

Retail Stores SSS

 

7.8

%  

11.2

%  

7.9

%  

5.1

%  

7.6

%  

E-commerce SSS

 

14.4

%  

12.5

%  

16.1

%  

14.3

%  

24.1

%  

Consolidated SSS

 

8.4

%  

11.3

%  

8.7

%  

6.1

%  

9.3

%  

E-commerce as a % of Net Sales

 

9.3

%  

8.6

%  

9.3

%  

9.8

%  

9.9

%  

Balance Sheet Highlights as of September 27, 2025

Cash of $65 million.
The Company repurchased 72,794 and 150,753 shares of its common stock during the thirteen and twenty-six weeks ended September 27, 2025, respectively, for an aggregate purchase price of $12.5 million and $25 million, respectively, under its $200 million authorized repurchase program.
Average inventory per store increased approximately 1.0% on a same-store basis compared to the quarter ended September 28, 2024.
Zero drawn under the $250 million revolving credit facility.

Fiscal Year 2026 Outlook

The Company is providing updated guidance for the fiscal year ending March 28, 2026, which supersedes in its entirety the previous guidance issued in its first quarter earnings report on July 31, 2025. For the fiscal year ending March 28, 2026, the Company now expects:

To open 70 new stores.
Total sales of $2.197 billion to $2.235 billion, representing growth of 15% to 17% over fiscal year 2025.
Same store sales growth of 4.0% to 6.0%, with retail store same store sales growth of 3.3% to 5.3% and e-commerce same store sales growth of 11.0% to 13.0%.
Merchandise margin between $1.106 billion and $1.130 billion, or approximately 50.3% to 50.6% of sales.
Gross profit between $818 million and $842 million, or approximately 37.2% to 37.7% of sales.
SG&A expenses between $541 million and $548 million, or approximately 24.6% to 24.5% of sales.
Income from operations between $277 million and $294 million, or approximately 12.6% to 13.2% of sales.
Net income of $207.2 million to $219.6 million.
Net income per diluted share of $6.75 to $7.15, based on 30.7 million weighted average diluted shares outstanding.
Effective tax rate of 26.0% for the remaining six months of the fiscal year.
Capital expenditures between $125.0 million and $130.0 million, which is net of estimated landlord tenant allowances of $39.4 million.

For the third fiscal quarter ending December 27, 2025, the Company expects:

Total sales of $688 million to $700 million, representing growth of 13% to 15% over the prior-year period.

3


Same store sales growth of 2.5% to 4.5%, with retail store same store sales growth of 1.0% to 3.0% and e-commerce same store sales growth of 13.0% to 15.0%.
Merchandise margin between $342 million and $348 million, or approximately 49.7% of sales.
Gross profit between $265 million and $272 million, or approximately 38.6% to 38.8% of sales.
Selling, general and administrative expenses between $163 million and $164 million, or approximately 23.8% to 23.5% of sales.
Income from operations between $102 million and $107 million, or approximately 14.8% to 15.3% of sales.
Net income per diluted share of $2.47 to $2.59, based on 30.7 million weighted average diluted shares outstanding.

Conference Call Information

A conference call to discuss the financial results for the second fiscal quarter ended September 27, 2025, is scheduled for today, October 29, 2025, at 4:30 p.m. ET (1:30 p.m. PT). Investors and analysts interested in participating in the call are invited to dial (844) 825-9789. The conference call will also be available to interested parties through a live webcast at investor.bootbarn.com. Please visit the website and select the “Events and Presentations” link at least 15 minutes prior to the start of the call to register and download any necessary software. A Supplemental Financial Presentation is also available on the investor relations section of the Company’s website. A telephone replay of the call will be available until November 27, 2025, by dialing (844) 512-2921 (domestic) or (412) 317-6671 (international) and entering the conference identification number: 10204148. Please note participants must enter the conference identification number in order to access the replay.

About Boot Barn

Boot Barn is the nation’s leading lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company offers its loyal customer base a wide selection of work and lifestyle brands. As of the date of this release, Boot Barn operates 498 stores in 49 states, in addition to an e-commerce channel www.bootbarn.com. The Company also operates www.sheplers.com, the nation’s leading pure play online western and work retailer and www.countryoutfitter.com, an e-commerce site selling to customers who live a country lifestyle. For more information, call 888-Boot-Barn or visit www.bootbarn.com.

Forward Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this press release are forward-looking statements. Forward-looking statements refer to the Company’s current expectations and projections relating to, by way of example and without limitation, the Company’s financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business, and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate”, “estimate”, “expect”, “project”, “plan“, “intend”, “believe”, “may”, “might”, “will”, “could”, “should”, “can have”, “likely”, “outlook”, and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors that they believe are appropriate under the circumstances. As you consider this press release, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties, and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions, or changes in consumer preferences; the impact that import tariffs and other trade restrictions imposed by the U.S., China, or other countries have had, and may continue to have, on our product costs and changes to U.S.

4


or other countries’ trade policies and tariff and import/export regulations, including, without limitation, uncertainty with respect to the U.S. – China tariff deal; the Company’s ability to effectively execute on its growth strategy; and the Company’s failure to maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings. The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this press release after the date of this press release.

Investor Contact:
ICR, Inc.

Brendon Frey, 203-682-8216

BootBarnIR@icrinc.com

or

Company Contact:
Boot Barn Holdings, Inc.

Mark Dedovesh, 949-453-4489

Senior Vice President, Investor Relations & Financial Planning

BootBarnIRMedia@bootbarn.com

5


Boot Barn Holdings, Inc.

Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

    

September 27,

    

March 29,

2025

    

2025

Assets

 

  

 

  

Current assets:

 

  

 

  

Cash and cash equivalents

$

64,728

$

69,770

Accounts receivable, net

 

10,098

 

10,263

Inventories

 

855,100

 

747,191

Prepaid expenses and other current assets

 

37,345

 

36,736

Total current assets

 

967,271

 

863,960

Property and equipment, net

 

466,275

 

422,079

Right-of-use assets, net

 

559,595

469,461

Goodwill

 

197,502

 

197,502

Intangible assets, net

 

58,981

 

58,677

Other assets

 

6,885

 

6,342

Total assets

$

2,256,509

$

2,018,021

Liabilities and stockholders’ equity

 

Current liabilities:

 

Accounts payable

$

175,444

$

134,450

Accrued expenses and other current liabilities

 

160,118

 

146,038

Short-term lease liabilities

 

76,856

72,861

Total current liabilities

 

412,418

 

353,349

Deferred taxes

 

42,579

 

39,317

Long-term lease liabilities

 

591,094

490,182

Other liabilities

 

5,188

 

4,116

Total liabilities

 

1,051,279

886,964

Stockholders’ equity:

 

Common stock, $0.0001 par value; September 27, 2025 - 100,000 shares authorized, 30,984 shares issued; March 29, 2025 - 100,000 shares authorized, 30,892 shares issued

 

3

 

3

Preferred stock, $0.0001 par value; 10,000 shares authorized, no shares issued or outstanding

 

 

Additional paid-in capital

 

254,791

 

246,725

Retained earnings

 

999,598

 

903,968

Less: Common stock held in treasury, at cost, 478 and 298 shares at September 27, 2025 and March 29, 2025, respectively

 

(49,162)

(19,639)

Total stockholders’ equity

 

1,205,230

 

1,131,057

Total liabilities and stockholders’ equity

$

2,256,509

$

2,018,021

6


Boot Barn Holdings, Inc.

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

    

Thirteen Weeks Ended

    

Twenty-Six Weeks Ended

    

September 27,

September 28,

September 27,

September 28,

2025

    

2024

    

2025

    

2024

Net sales

$

505,396

$

425,799

$

1,009,463

$

849,185

Cost of goods sold

 

321,247

 

272,941

 

628,093

 

539,578

Gross profit

 

184,149

 

152,858

 

381,370

 

309,607

Selling, general and administrative expenses

 

127,726

 

112,879

 

254,227

 

219,406

Income from operations

 

56,423

 

39,979

 

127,143

 

90,201

Interest expense

 

403

 

384

 

746

 

735

Other income, net

 

906

 

949

 

1,817

 

1,545

Income before income taxes

 

56,926

 

40,544

 

128,214

 

91,011

Income tax expense

 

14,704

 

11,116

 

32,584

 

22,674

Net income

$

42,222

$

29,428

$

95,630

$

68,337

Earnings per share:

 

 

 

 

Basic

$

1.38

$

0.96

$

3.13

$

2.24

Diluted

$

1.37

$

0.95

$

3.11

$

2.21

Weighted average shares outstanding:

 

 

 

 

Basic

 

30,540

 

30,510

 

30,568

 

30,471

Diluted

 

30,750

 

30,899

 

30,780

 

30,859

7


Boot Barn Holdings, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

    

Twenty-Six Weeks Ended

September 27,

September 28,

2025

2024

Cash flows from operating activities

 

  

 

  

Net income

$

95,630

$

68,337

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

Depreciation

 

36,972

 

29,540

Stock-based compensation

 

7,979

 

10,864

Amortization of intangible assets

 

 

20

Noncash lease expense

 

36,269

 

32,229

Amortization of debt issuance fees

 

54

 

54

Loss on disposal of assets

 

354

 

134

Deferred taxes

 

3,262

 

(766)

Changes in operating assets and liabilities:

 

Accounts receivable, net

 

165

 

2,097

Inventories

 

(107,909)

 

(113,871)

Prepaid expenses and other current assets

 

(663)

 

(4,397)

Other assets

 

(543)

 

(608)

Accounts payable

 

40,994

 

19,722

Accrued expenses and other current liabilities

 

6,985

 

9,897

Other liabilities

 

1,072

 

573

Operating leases

 

(21,036)

 

(20,283)

Net cash provided by operating activities

$

99,585

$

33,542

Cash flows from investing activities

 

 

Purchases of property and equipment

(74,692)

(65,403)

Purchases of intangible assets

(304)

Proceeds from sale of property and equipment

15

Net cash used in investing activities

$

(74,981)

$

(65,403)

Cash flows from financing activities

 

 

Repayments on finance lease obligations

 

(460)

 

(423)

Repurchases of common stock

(25,004)

Tax withholding payments for net share settlement

 

(4,269)

 

(7,617)

Proceeds from the exercise of stock options

 

87

 

1,431

Net cash used in financing activities

$

(29,646)

$

(6,609)

Net decrease in cash and cash equivalents

(5,042)

(38,470)

Cash and cash equivalents, beginning of period

 

69,770

 

75,847

Cash and cash equivalents, end of period

$

64,728

$

37,377

Supplemental disclosures of cash flow information:

 

 

Cash paid for income taxes

$

29,276

$

17,770

Cash paid for interest

$

624

$

677

Supplemental disclosure of non-cash activities:

 

Unpaid purchases of property and equipment

$

34,505

$

24,061

8


Boot Barn Holdings, Inc.

Store Count

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

    

Quarter Ended

September 27,

June 28,

March 29,

December 28,

September 28,

June 29,

March 30,

December 30,

2025

2025

2025

2024

2024

2024

2024

2023

Store Count (BOP)

 

473

459

438

425

411

400

382

371

Opened/Acquired

 

16

14

21

13

15

11

18

11

Closed

 

(1)

Store Count (EOP)

 

489

473

459

438

425

411

400

382

Boot Barn Holdings, Inc.

Selected Store Data

    

Thirteen Weeks Ended

September 27,

June 28,

March 29,

December 28,

September 28,

June 29,

March 30,

December 30,

    

2025

    

2025

    

2025

    

2024

    

2024

    

2024

    

2024

    

2023

    

Selected Store Data:

  

  

  

  

  

  

  

  

Same Store Sales growth/(decline)

 

8.4

%  

9.4

%  

6.0

%  

8.6

%  

4.9

%  

1.4

%  

(5.9)

%  

(9.7)

%  

Stores operating at end of period

 

489

 

473

 

459

 

438

 

425

 

411

 

400

 

382

 

Comparable stores open during period(1)

411

401

382

374

363

349

335

322

Total retail store selling square footage, end of period (in thousands)

 

5,495

 

5,307

 

5,133

 

4,877

 

4,720

 

4,547

 

4,371

 

4,153

 

Average retail store selling square footage, end of period

 

11,238

 

11,220

 

11,183

 

11,134

 

11,105

 

11,063

 

10,929

 

10,872

 

Average sales per comparable store (in thousands)(2)

$

996

$

1,031

$

926

$

1,301

$

952

$

980

$

917

$

1,256


(1) Comparable stores have been open at least 13 full fiscal months as of the end of the applicable reporting period.
(2) Average sales per comparable store is calculated by dividing comparable store trailing three-month sales for the applicable period by the number of comparable stores operating during the period.

9


EX-99.2 3 boot-20251029xex99d2.htm EX-99.2
Exhibit 99.2

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0 Supplemental Financial Presentation October 2025 Offering everyone a piece of the American spirit—one handshake at a time.


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1 Important Information Forward-Looking Statements This presentation contains forward-looking statements that are subject to risks and uncertainties. All statements other than statements of historical fact included in this presentation are forward-looking statements. Forward-looking statements refer to the Boot Barn Holdings, Inc.’s (the “Company,” “Boot Barn,” “BOOT,” “we,” “us,” and “our,”) current expectations and projections relating to, by way of example and without limitation, the Company’s financial condition, liquidity, profitability, results of operations, margins, plans, objectives, strategies, future performance, business, and industry. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate”, “estimate”, “expect”, “project”, “plan“, “intend”, “believe”, “may”, “might”, “will”, “could”, “should”, “can have”, “likely”, “outlook”, and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events, but not all forward-looking statements contain these identifying words. These forward-looking statements are based on assumptions that the Company’s management has made in light of their industry experience and on their perceptions of historical trends, current conditions, expected future developments and other factors that they believe are appropriate under the circumstances. As you consider this presentation, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond the Company’s control) and assumptions. These risks, uncertainties, and assumptions include, but are not limited to, the following: decreases in consumer spending due to declines in consumer confidence, local economic conditions, or changes in consumer preferences; the impact that import tariffs and other trade restrictions imposed by the U.S., China, or other countries have had, and may continue to have, on our product costs and changes to U.S. or other countries’ trade policies and tariff and import/export regulations, including, without limitation, uncertainty with respect to the U.S. – China tariff deal; the Company’s ability to effectively execute on its growth strategy; and the Company’s failure to maintain and enhance its strong brand image, to compete effectively, to maintain good relationships with its key suppliers, and to improve and expand its exclusive product offerings . The Company discusses the foregoing risks and other risks in greater detail under the heading “Risk factors” in the periodic reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect the Company’s actual financial results and cause them to differ materially from those anticipated in the forward-looking statements. Because of these factors, the Company cautions that you should not place undue reliance on any of these forward-looking statements. New risks and uncertainties arise from time to time, and it is impossible for the Company to predict those events or how they may affect the Company. Further, any forward-looking statement speaks only as of the date on which it is made. Except as required by law, the Company does not intend to update or revise the forward-looking statements in this presentation after the date of this presentation. Industry and Market Information Statements in this presentation concerning our industry and the markets in which we operate, including our general expectations and competitive position, business opportunity and market size, growth and share, are based on information from independent industry organizations and other third-party sources, data from our internal research and management estimates. Management estimates are derived from publicly available information and the information and data referred to above and are based on assumptions and calculations made by us based upon our interpretation of such information and data. The information and data referred to above are imprecise and may prove to be inaccurate because the information cannot always be verified with complete certainty due to the limitations on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties. As a result, please be aware that the data and statistical information in this presentation may differ from information provided by our competitors or from information found in current or future studies conducted by market research institutes, consultancy firms or independent sources. Recent Developments Our business and opportunities for growth depend on consumer discretionary spending, and as such, our results are particularly sensitive to economic conditions and consumer confidence. Inflation, changes to U.S. or other countries’ trade policies and tariff and import/export regulations, and other challenges affecting the global economy could impact our operations and will depend on future developments, which are uncertain. These and other effects make it more challenging for us to estimate the future performance of our business, particularly over the near-to-medium term. For further discussion of the uncertainties and business risks affecting the Company, see the sections captioned “Risk factors” in our periodic reports filed with the Securities and Exchange Commission.


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2 Q2 Fiscal 2026 Results $426 $495 $505 LY High-End Guidance Actual Q2 Total Sales ($M) Q2 Earnings Per Share $0.95 $1.27 $1.37 LY High-End Guidance Actual $40.0 $53.0 $56.4 LY High-End Guidance Actual Q2 Income from Operations ($M) 19% Growth vs. LY 41% Growth vs. LY 44% Growth vs. LY 9.4% of sales 10.7% of sales 11.2% of sales +4.9% SSS% +6.5% SSS% +8.4% SSS%


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3 Q2 Fiscal 2026 Results $185 $313 $352 $374 $426 $505 FY21 FY22 FY23 FY24 FY25 FY26 Q2 Total Sales ($M) -5.1% 61.7% 2.3% -4.8% 4.9% 8.4% FY21 FY22 FY23 FY24 FY25 FY26 Q2 Consolidated SSS% (50)bps +360bps +50bps +50bps +70bps +80bps FY21 FY22 FY23 FY24 FY25 FY26 Q2 Merchandise Margin % $0.20 $1.25 $1.06 $0.90 $0.95 $1.37 FY21 FY22 FY23 FY24 FY25 FY26 Q2 Earnings Per Share Onset of COVID 19% Total Sales Growth vs. LY +560bps over the last six years 44% Growth vs. LY Onset of COVID Onset of COVID Onset of COVID


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4 Total Addressable Market has Increased Prior TAM Updated TAM Total Addressable Market (TAM) 1Prior estimated TAM calculated by an independent third party in April 2022. 2Updated estimated TAM calculated by an independent third party in August 2025. ~$40 Billion ~$58 Billion 1 2 All categories have increased


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5 86 117 152 169 208 219 226 240 259 273 300 345 400 459 529 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 E Updated Store Count Potential – 1,200 U.S. Stores1 Annual Store Count Store Count More than Double Current Store Count Fiscal 2026 Year End Estimate 529 stores in 49 States2 Future Store Openings 1,200 stores Annual new store growth rate of 12% to 15% 1Represents the Company’s revised estimated U.S. store count potential of 1,200 stores, based on internal analysis and a third-party study, as provided on its second quarter earnings call held on October 29, 2025. 2Represents the Company’s guidance to open a total of 15% new stores in Fiscal 2026, as provided on its second quarter earnings call held on October 29, 2025. 2


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6 Strategic Initiatives Update 1 2 3 4 New Stores Same Store Sales Omni-Channel Merchandise Margin & Exclusive Brands


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7 New Store Economics 86 117 152 169 208 219 226 240 259 273 300 345 400 459 529 FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 E Annual Store Count 1 1Represents the Company’s guidance to open a total of 15% new stores in Fiscal 2026, as provided on its second quarter earnings call held on October 29, 2025. 1 Metrics FY26 Guidance Selling Square Feet ~12,000 Year 1 Net Sales ~$3.2M Net Capital Investment ~$0.9M Net Inventory Investment ~$0.8M Total Net Investment ~$1.7M Year 1 Cash on Cash Return ~53% Payback Period ~1.8 years


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8 11.9% 6.7% 7.3% -0.1% 0.3% 5.2% 10.0% 5.0% 3.1% 53.7% -0.1% -6.2% 5.5% 6.0% FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22 FY23 FY24 FY25 FY26 E Consolidated SSS% 2 Same Store Sales Growth 1 1Reflects the high end of the Company’s guidance range provided on its second quarter earnings call held on October 29, 2025. Fiscal Consolidated SSS% by Quarter Year Q1 Actual Q2 Actual Q3 Q4 Full Year FY26 High-End Guide 9.4 8.4 4.5 3.0 6.0 FY25 1.4 4.9 8.6 6.0 5.5 FY24 (2.9) (4.8) (9.7) (5.9) (6.2) FY25 Two-Year Stack (1.5) 0.1 (1.1) 0.1 (0.7) FY23 10.0 2.3 (3.6) (5.5) (0.1) FY22 78.9 61.7 54.2 33.3 53.7 1


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9 2 Store SSS% 1Represents preliminary retail store same store sales for October Fiscal 2026. 9.8% 11.0% 8.0% 11.2% 7.9% 5.1% 7.6% Apr May Jun July Aug Sep Oct Nov Dec Jan Feb Mar FY26 -6.5% -0.7% 3.3% 0.2% 1.6% 0.2% -4.2% -13.9% 7.5% -0.2% -7.2% 5.2% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 Two-Year Stack Thanksgiving Shift 1 -1.5% 1.9% 1.8% -0.9% 5.3% 7.5% 4.6% -2.4% 16.0% 7.0% 0.9% 8.0% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 Thanksgiving Shift FY24 -5.0% -2.6% 1.5% 1.1% -3.7% -7.3% -8.8% -11.5% -8.5% -7.2% -8.1% -2.8% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar


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10 3 Omni-Channel Capabilities Drive Store Traffic • Bring Long Tail to Stores • Ship to Store / BOPIS • Return in Store Deliver Digital Experience in Stores • Mobile App • Range Finder (AI-enabled) • WHIP (endless aisle) • Cassidy (in-store consumer AI solution) Fulfill Online Demand Efficiently • DC Fulfillment • Store Fulfillment • Same Day Delivery Drive Online Profitability • Boot Barn retail price consistent across channels • Infrequent promotions • Profitable ROAS standard • Maximize clearance margin


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11 3 E-commerce SSS% 1Represents preliminary e-commerce same store sales for October Fiscal 2026. -0.4% 15.8% 12.3% 12.5% 16.1% 14.3% 24.1% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY26 -14.1% -3.0% 5.2% -6.9% -0.9% 1.6% -3.1% -12.9% 5.1% 5.8% 3.1% -0.9% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 Two-Year Stack Thanksgiving Shift 1 5.0% 6.0% 8.7% 5.0% 12.1% 12.2% 13.7% 2.2% 13.5% 17.1% 9.0% 5.1% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar FY25 Thanksgiving Shift FY24 -19.1% -9.0% -3.5% -11.9% -13.0% -10.6% -16.8% -15.1% -8.4% -11.3% -5.9% -6.0% Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar


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12 Margin Drivers • Full-price selling • Buying economies of scale • Supply chain efficiencies • Volume discounts • Exclusive brands sales penetration Exclusive Brands (EB) Penetration Growth 16.2% 38.6% 41.0% FY19 FY25 FY26 E Exclusive Brands (EB) is Only 1/3 of Margin Appreciation EB Expansion 250bps Other Margin Drivers 470bps +90bps +90bps +270bps (70)bps +160bps +130bps +50bps FY20 FY21 FY22 FY23 FY24 FY25 FY26 E Merchandise Margin Growth 4 Estimated 720bps of Total Merchandise Margin Expansion Margin Expansion & Exclusive Brands Growth Exclusive Brands $916M in sales $738M in sales $126M in sales Margin enhancement ~1,000bps vs. 3rd party brands 1Reflects the high end of the Company’s guidance range provided on its second quarter earnings call held on October 29, 2025. 1 +240bps vs. LY 1


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13 FY26 Guidance


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14 Full Year Fiscal 2026 Financial Guidance Full Year FY26 Financial Guidance Low-End ($M) High-End ($M) Low-End Guidance Comments vs. LY High-End Guidance Comments vs. LY Total Net Sales Consolidated SSS% Store SSS% E-commerce SSS% Total Net Sales Growth % 15% New Store Openings $2,197 4.0% 3.3% 11.0% 15% 70 $2,235 6.0% 5.3% 13.0% 17% 70 Merchandise Margin % $1,106 50.3% $1,130 50.6% +20bps merchandise margin increase +240bps exclusive brands penetration +50bps merchandise margin increase +240bps exclusive brands penetration Gross Profit % $818 37.2% $842 37.7% (30)bps deleverage 20bps leverage SG&A % $541 24.6% $548 24.5% 40bps leverage 50bps leverage Income from Operations % $277 12.6% $294 13.2% 10bps leverage 70bps leverage GAAP Earnings per Diluted Share $6.75 $7.15 26.0% effective tax rate for the remaining 6 months of the fiscal year 15% EPS growth 26.0% effective tax rate for the remaining 6 months of the fiscal year 22% EPS growth 1 1Merchandise cost of goods sold includes the cost of merchandise, inbound and outbound freight, obsolescence and shrinkage provisions, supplier allowances, and inventory acquisition-related costs. 2 Included in SG&A and income from operations in the prior-year period was a net benefit of $6.7 million primarily related to the Company’s former Chief Executive Officer’s (“CEO”) forfeiture of unvested long-term equity incentive compensation and the reversal of cash incentive bonus expense as a result of his resignation. We estimate a 35 basis point benefit in the prior full-year period related to the former CEO’s resignation. These expenses were not deductible for income taxes. 3 Included in net income per diluted share in the prior-year period was an estimated $0.22 benefit related to the former CEO’s resignation. Prior Guide High End ($M) $2,180 3.5% 3.0% 8.5% 14% 65-70 $1,096 50.3% $812 37.2% $535 24.5% $277 12.7% $6.70 2 2 2 2 3 3


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15 Q3 Fiscal 2026 Financial Guidance Q3 FY26 Financial Guidance Low-End ($M) High-End ($M) High-End Guidance Comments vs. LY Total Net Sales Consolidated SSS% Store SSS% E-commerce SSS% Total Net Sales Growth % $688 2.5% 1.0% 13.0% 13% $700 4.5% 3.0% 15.0% 15% Merchandise Margin % $342 49.7% $348 49.7% +30bps merchandise margin +200bps exclusive brands penetration Gross Profit % $265 38.6% $272 38.8% (40)bps deleverage SG&A % $163 23.8% $164 23.5% Income from Operations % $102 14.8% $107 15.3% GAAP Earnings per Diluted Share $2.47 $2.59 Included in net income per diluted share in the prior third quarter period was an estimated $0.22 benefit related to the former CEO’s resignation. 1 1Merchandise cost of goods sold includes the cost of merchandise, inbound and outbound freight, obsolescence and shrinkage provisions, supplier allowances, and inventory acquisition-related costs. Included in SG&A and income from operations in the prior year period was a net benefit of $6.7 million primarily related to the Company’s former Chief Executive Officer’s (“CEO”) forfeiture of unvested long-term equity incentive compensation and the reversal of cash incentive bonus expense as a result of his resignation. We estimate a 110 basis point benefit in the prior third quarter period related to the former CEO’s resignation. These expenses were not deductible for income taxes.


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16 investor.bootbarn.com