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0001334036false00013340362025-10-302025-10-30

 
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 30, 2025
CROCS, INC.
(Exact name of registrant as specified in its charter)
Delaware

0-51754

20-2164234
(State or other jurisdiction

(Commission File Number)

(I.R.S. Employer
of incorporation)
 

 
 

Identification No.)



500 Eldorado Blvd., Building 5

Broomfield,
Colorado
80021
(Address of principal executive offices)
 
 
(Zip Code)
 
 Registrant’s telephone number, including area code: (303) 848-7000
 
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:
 
☐ 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, par value $0.001 per share CROX The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.45) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
    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. ☐

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Item 2.02. Results of Operations and Financial Condition.
 
On October 30, 2025, Crocs, Inc. issued a press release reporting its results of operations for the three and nine months ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit
No.
 
 
 
Description
 
99.1

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.
 
 
 
CROCS, INC.
 
 
 
 
 
 
 
Date: October 30, 2025
By:
/s/ Patraic Reagan
 
 
 
 
Patraic Reagan
 
 
 
 
Executive Vice President and Chief Financial Officer
 
 


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EX-99.1 2 croxq32025-pressrelease.htm EX-99.1 Document

Exhibit 99.1
 
crocslogogreen.jpg
 
Investor Contact:
Erinn Murphy, Crocs, Inc.
(303) 848-7005
emurphy@crocs.com
PR Contact: Melissa Layton, Crocs, Inc.
(303) 848-7885
mlayton@crocs.com

Crocs, Inc. Reports Third Quarter 2025 Results

•Crocs Brand Results Led by Strength in International
•HEYDUDE Brand Results Driven by Direct-To-Consumer Outperformance
•Strong Cash Flow Enabled Repurchase of 2.4 Million Shares and Debt Paydown of $63 Million
___________________________________________________________________________

BROOMFIELD, COLORADO — October 30, 2025 — Crocs, Inc. (NASDAQ: CROX), a world leader in innovative casual footwear for all, today announced its third quarter 2025 financial results.

“Our third-quarter performance was driven by disciplined execution against our brand strategies, as well as greater product and go-to-market innovation. The strength of our profitability and cash flow enabled us to repurchase 2.4 million of our outstanding shares and pay down $63 million of debt during the quarter, both fundamental levers of our value creation model. While our results came in ahead of expectations, we believe both of our brands have greater potential, and are working to re-gain momentum in the marketplace,” said Andrew Rees, Chief Executive Officer.

Mr. Rees continued, “As we look forward, in addition to the $50 million of gross cost savings in 2025, we have identified an incremental $100 million of gross cost savings, and are committed to driving operating leverage in 2026.”

Amounts referred to as “Adjusted” or “Non-GAAP” are Non-GAAP measures and include adjustments that are described under the heading “Reconciliation of GAAP Measures to Non-GAAP Measures.” A reconciliation of these amounts to their GAAP counterparts is contained in the schedules below.

Third Quarter 2025 Operating Results (Compared to the Same Period Last Year)

•Consolidated revenues were $996 million, a decrease of 6.2%, or 6.8% on a constant currency basis. Direct-to-consumer (“DTC”) revenues grew 1.6%, or 0.9% on a constant currency basis. Wholesale revenues decreased 14.7%, or 15.1% on a constant currency basis.
•Gross margin, on a reported and adjusted basis, declined 110 basis points to 58.5% compared to 59.6%.
•Selling, general, and administrative expenses (“SG&A”), on a reported and adjusted basis, increased 3.3% to $375 million from $364 million, and represented 37.7% of revenues compared to 34.2%.
•Income from operations, on a reported and adjusted basis, decreased 23.0% to $208 million from $270 million, resulting in operating margin of 20.8% compared to 25.4%.
•Diluted earnings per share of $2.70 decreased 19.6% from diluted earnings per share of $3.36. Adjusted diluted earnings per share of $2.92 decreased 18.9% from $3.60.
•During the quarter, we repurchased approximately 2.4 million shares for $203 million at an average share price of $83.03. At quarter-end, $927 million of share repurchase authorization remained available for future repurchases. We repaid $63 million of debt.


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Third Quarter 2025 Brand Summary (Compared to the Same Period Last Year)

•Crocs Brand: Revenues decreased 2.5% to $836 million, or 3.2% on a constant currency basis.
◦Channel
▪DTC revenues increased 2.0% to $472 million, or 1.2% on a constant currency basis.
▪Wholesale revenues decreased 7.9% to $364 million, or 8.4% on a constant currency basis.
◦Geography
▪North America revenues decreased 8.8% to $448 million, or 8.8% on a constant currency basis.
▪International revenues increased 5.8% to $389 million, or 4.2% on a constant currency basis.
•HEYDUDE Brand: Revenues decreased 21.6% to $160 million, or 21.7% on a constant currency basis.
◦Channel
▪DTC revenues decreased 0.5% to $91 million, or 0.7% on a constant currency basis.
▪Wholesale revenues decreased 38.6% to $69 million, or 38.7% on a constant currency basis.

Balance Sheet and Cash Flow (September 30, 2025, as compared to September 30, 2024)

•Cash and cash equivalents were $154 million compared to $186 million.
•Inventories were $397 million compared to $367 million.
•Total borrowings were $1,318 million compared to $1,422 million.
•Capital expenditures were $45 million compared to $51 million.

Financial Outlook

Fourth Quarter 2025
For the fourth quarter of 2025, we expect:
•Revenues to be down approximately 8% compared to the fourth quarter of 2024, at currency rates as of October 27, 2025.
◦Crocs Brand to be down approximately 3% compared to fourth quarter 2024.
◦HEYDUDE Brand to be down mid-20% approximately compared to fourth quarter 2024.
•Non-GAAP adjustments to be approximately $10 million primarily associated with our cost reduction initiatives.
•Adjusted operating margin to be approximately 15.5%.
•GAAP effective tax rate to be approximately 20% and adjusted effective tax rate to be approximately 16%.
•Adjusted diluted earnings per share to be in the range of $1.82 to $1.92. Adjusted diluted earnings per share guidance does not assume any impact from potential future share repurchases.

Separately, we expect capital expenditures of $70 million to $75 million for full year 2025.

Conference Call Information

A conference call to discuss third quarter results is scheduled for today, Thursday, October 30, 2025, at 8:30 am ET. To receive conference call details, please register at the Investor Relations section of the Crocs website, investors.crocs.com. The webcast will also be available live and on replay through October 30, 2026, at this site.

About Crocs, Inc.:

Crocs, Inc. (Nasdaq: CROX), headquartered in Broomfield, Colorado, is a world leader in innovative casual footwear for all, combining comfort and style with a value that consumers know and love. The Company's brands include Crocs and HEYDUDE, and its products are sold in more than 80 countries through wholesale and direct-to-consumer channels.

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For more information on Crocs, Inc. visit investors.crocs.com. To learn more about our brands, visit www.crocs.com or www.heydude.com. Individuals can also visit https://investors.crocs.com/news-and-events/ and follow both Crocs and HEYDUDE on their social platforms.

Forward Looking Statements

This press release includes estimates, projections, and statements relating to our business plans, commitments, objectives, and expected operating results that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended.

These statements include, but are not limited to, statements regarding our financial condition, brand and liquidity outlook, and expectations regarding our future financial results, share repurchases, our strategy, plans, objectives, expectations (financial or otherwise) and intentions, future financial results and growth potential, statements regarding future financial outlook and future profitability, cash flows, and brand strength, anticipated product portfolio and our ability to deliver sustained, highly profitable growth and create significant shareholder value. These statements involve known and unknown risks, uncertainties, and other factors, which may cause our actual results, performance, or achievements to be materially different from any future results, performances, or achievements expressed or implied by the forward-looking statements. These risks and uncertainties include the factors described in our most recent Annual Report on Form 10-K under the heading "Risk Factors" and our subsequent filings with the Securities and Exchange Commission. Readers are encouraged to review that section and all other disclosures appearing in our filings with the Securities and Exchange Commission.

All information in this document speaks only as of October 30, 2025. We do not undertake any obligation to update publicly any forward-looking statements, whether as a result of the receipt of new information, future events, or otherwise, except as required by applicable law.

Category:Investors

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CROCS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(in thousands, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
Revenues $ 996,301  $ 1,062,200  $ 3,083,007  $ 3,112,335 
Cost of sales 413,293  428,861  1,249,614  1,275,003 
Gross profit 583,008  633,339  1,833,393  1,837,332 
Selling, general and administrative expenses
375,348  363,510  1,830,275  1,015,336 
Income from operations 207,660  269,829  3,118  821,996 
Foreign currency gains (losses), net 2,957  (332) 8,264  (3,928)
Interest income 531  1,366  1,235  2,908 
Interest expense (21,711) (26,203) (67,000) (85,927)
Other income (expense), net (9) 237  143  302 
Income (loss) before income taxes 189,428  244,897  (54,240) 735,351 
Income tax expense 43,612  45,096  132,123  154,189 
Net income (loss) $ 145,816  $ 199,801  $ (186,363) $ 581,162 
Net income (loss) per common share:
Basic $ 2.72  $ 3.38  $ (3.38) $ 9.69 
Diluted $ 2.70  $ 3.36  $ (3.38) $ 9.62 
Weighted average common shares outstanding:
Basic 53,641  59,046  55,169  59,973 
Diluted 53,989  59,501  55,169  60,437 



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CROCS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except share and par value amounts)
September 30,
2025
December 31,
2024
ASSETS    
Current assets:    
Cash and cash equivalents $ 153,970  $ 180,485 
Accounts receivable, net of allowances of $33,088 and $31,579, respectively 335,317  257,657 
Inventories 397,073  356,254 
Income taxes receivable 6,437  4,046 
Other receivables 17,232  22,204 
Prepaid expenses and other assets 61,162  51,623 
Total current assets 971,191  872,269 
Property and equipment, net of accumulated depreciation of $196,819 and $153,455, respectively
242,139  244,335 
Intangible assets, net 1,330,514  1,777,080 
Goodwill 404,688  711,491 
Deferred tax assets, net 964,397  872,350 
Restricted cash 3,553  3,193 
Right-of-use assets 343,100  307,228 
Other assets 40,182  24,207 
Total assets $ 4,299,764  $ 4,812,153 
LIABILITIES AND STOCKHOLDERS’ EQUITY    
Current liabilities:    
Accounts payable $ 217,269  $ 264,901 
Accrued expenses and other liabilities 275,395  298,068 
Income taxes payable 114,740  108,688 
Current operating lease liabilities 84,331  68,551 
Total current liabilities 691,735  740,208 
Deferred tax liabilities, net 1,035  4,086 
Long-term income taxes payable 617,817  595,434 
Long-term borrowings 1,318,498  1,349,339 
Long-term operating lease liabilities 303,059  283,406 
Other liabilities 4,480  3,948 
Total liabilities 2,936,624  2,976,421 
Commitments and contingencies
Stockholders’ equity:    
Common stock, par value $0.001 per share, 250.0 million shares authorized, 110.7 million and 110.4 million issued, 52.4 million and 56.5 million outstanding, respectively
111  110 
Treasury stock, at cost, 58.3 million and 53.9 million shares, respectively (2,858,413) (2,453,473)
Additional paid-in capital 888,416  859,904 
Retained earnings 3,375,473  3,561,836 
Accumulated other comprehensive loss (42,447) (132,645)
Total stockholders’ equity 1,363,140  1,835,732 
Total liabilities and stockholders’ equity $ 4,299,764  $ 4,812,153 

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CROCS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
Nine Months Ended September 30,
2025 2024
Cash flows from operating activities:
Net income (loss)
$ (186,363) $ 581,162 
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization
58,337  51,890 
Operating lease cost 76,614  62,209 
Share-based compensation 28,512  24,377 
Asset impairment 738,115  24,081 
Deferred taxes (1)
17,057  13,231 
Other non-cash items (1)
6,059  12,882 
Changes in operating assets and liabilities, net of acquired assets and assumed liabilities:
Accounts receivable (65,052) (58,510)
Inventories (40,165) 17,983 
Prepaid expenses and other assets (17,372) (9,356)
Accounts payable, accrued expenses and other liabilities (68,459) (32,847)
Right-of-use assets and operating lease liabilities (77,580) (64,495)
Income taxes (11,802) 47,942 
Cash provided by operating activities 457,901  670,549 
Cash flows from investing activities:
Purchases of property, equipment, and software (45,120) (50,857)
Cash used in investing activities (45,120) (50,857)
Cash flows from financing activities:
Proceeds from borrowings 626,000  78,156 
Repayments of borrowings (664,000) (326,405)
Repurchases of common stock, including excise tax (402,153) (326,185)
Repurchases of common stock for tax withholding (4,245) (8,235)
Other (1)
—  (1,004)
Cash used in financing activities (444,398) (583,673)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash 5,462  429 
Net change in cash, cash equivalents, and restricted cash (26,155) 36,448 
Cash, cash equivalents, and restricted cash—beginning of period 183,678  153,097 
Cash, cash equivalents, and restricted cash—end of period $ 157,523  $ 189,545 
(1) Amounts for the nine months ended September 30, 2024, have been reclassified to conform to current period presentation.

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CROCS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES

In addition to financial measures presented on the basis of accounting principles generally accepted in the United States of America (“GAAP”), we present "Non-GAAP gross profit," “Non-GAAP gross margin,” “Non-GAAP gross margin by brand,” "Non-GAAP selling, general, and administrative expenses,” “Non-GAAP selling, general and administrative expenses as a percent of revenues,” “Non-GAAP income from operations,” “Non-GAAP operating margin,” “Non-GAAP income before income taxes,” “Non-GAAP income tax expense,” “Non-GAAP effective tax rate,” “Non-GAAP net income,” and “Non-GAAP basic and diluted net income per common share," which are non-GAAP financial measures. We also present future period guidance for “Non-GAAP operating margin,” “Non-GAAP effective tax rate,” “Non-GAAP diluted earnings per share,” and “Free cash flow.” We also present a long-term target for ‘Net leverage.’ Non-GAAP results exclude the impact of items that management believes affect the comparability or underlying business trends in our condensed consolidated financial statements in the periods presented.

We also present certain information related to our current period results of operations through “constant currency,” which is a non-GAAP financial measure and should be viewed as a supplement to our results of operations and presentation of reportable segments under GAAP. Constant currency represents current period results that have been retranslated using exchange rates used in the prior year comparative period to enhance the visibility of the underlying business trends excluding the impact of foreign currency exchange rate fluctuations.

Management uses non-GAAP results to assist in comparing business trends from period to period on a consistent basis in communications with the board of directors, stockholders, analysts, and investors concerning our financial performance. We believe that these non-GAAP measures, in addition to corresponding GAAP measures, are useful to investors and other users of our condensed consolidated financial statements as an additional tool for evaluating operating performance and trends by providing meaningful information about operations compared to our peers by excluding the impacts of various differences. The calculation of our non-GAAP financial metrics may vary from company to company. As a result, our calculation of these metrics may not be comparable to similarly titled metrics used by other companies.

Management believes Non-GAAP gross profit, Non-GAAP gross margin, and Non-GAAP gross margin by brand are useful performance measures for investors because they provide investors with a means of comparing these measures between periods without the impact of certain expenses that we believe are not indicative of our routine cost of sales. Our routine cost of sales includes core product costs and distribution expenses primarily related to receiving, inspecting, warehousing, and packaging product and transportation costs associated with delivering products from distribution centers. Costs not indicative of our routine cost of sales may or may not be recurring in nature and include costs to expand and transition to new distribution centers.

Management believes Non-GAAP selling, general and administrative expenses and Non-GAAP selling, general and administrative expenses as a percent of revenues are useful performance measures for investors because they provide a more meaningful comparison to prior periods and may be indicative of the level of such expenses to be incurred in future periods. These measures exclude the impact of certain expenses not related to our normal operations that are expected to be non-recurring in nature, such as impairment charges.

Non-GAAP income from operations and Non-GAAP operating margin reflect the impact of Non-GAAP gross profit and Non-GAAP selling, general, and administrative expenses, as discussed above. We believe these are useful performance measures for investors because they provide a basis to compare performance in the period to prior periods.

Non-GAAP income before income taxes reflects the impact of Non-GAAP income from operations, as discussed above. We believe this is a useful performance measure for investors because it provides a basis to compare performance in the period to prior periods.

Management believes Non-GAAP income tax expense is a useful performance measure for investors because it provides a basis to compare our tax rates to historical tax rates, and because the adjustment is necessary in order to calculate Non-GAAP net income.

Management believes Non-GAAP effective tax rate is a useful performance measure for investors because it provides an ongoing effective tax rate that they can use for historical comparisons and forecasting.

Management believes Non-GAAP net income is a useful performance measure for investors because it focuses on underlying operating results and trends and improves the comparability of our results to prior periods. This measure reflects the impact of Non-GAAP gross profit, Non-GAAP selling, general, and administrative expenses, and Non-GAAP income tax expense, as described above.

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Management believes Non-GAAP basic and diluted net income per common share are useful performance measures for investors because they focus on underlying operating results and trends and improve the comparability of our results to prior periods. These measures reflect the impact of Non-GAAP gross profit, Non-GAAP selling, general, and administrative expenses, and Non-GAAP income tax expense, as described above.

Management believes Net leverage is a useful performance measure for investors because it provides a measure of our financial strength and liquidity.

Free cash flow is calculated as ‘Cash provided by operating activities’ less ‘Purchases of property, equipment, and software.’ Management believes free cash flow is useful for investors because it provides a clear measure of our ability to generate cash for discretionary uses such as funding growth opportunities, repurchasing shares, and reducing debt.

For the three and nine months ended September 30, 2025, management believes it is helpful to evaluate our results excluding the impacts of various adjustments relating to special or non-recurring items. Investors should not consider these non-GAAP measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

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CROCS, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES
(UNAUDITED)

Non-GAAP gross profit and gross margin reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands)
GAAP revenues $ 996,301  $ 1,062,200  $ 3,083,007  $ 3,112,335 
GAAP gross profit $ 583,008  $ 633,339  $ 1,833,393 $ 1,837,332 
Distribution centers (1)
—  —  3,242 
Non-GAAP gross profit $ 583,008  $ 633,339  $ 1,833,393 $ 1,840,574 
GAAP gross margin
58.5  % 59.6  % 59.5% 59.0  %
Non-GAAP gross margin
58.5  % 59.6  % 59.5% 59.1  %
(1) During the nine months ended September 30, 2024, adjustments primarily relate to costs to transition to our new HEYDUDE distribution center in Las Vegas, Nevada.


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Non-GAAP selling, general and administrative reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands)
GAAP revenues $ 996,301  $ 1,062,200  $ 3,083,007  $ 3,112,335 
GAAP selling, general and administrative expenses $ 375,348  $ 363,510  $ 1,830,275  $ 1,015,336 
Impairment of indefinite-lived trademark (1)
—  —  (430,000) — 
Impairment of goodwill (2)
—  —  (307,000) — 
Impairment related to information technology systems (3)
—  —  —  (18,172)
Impairment related to distribution centers (4)
—  —  —  (6,933)
Total adjustments —  —  (737,000) (25,105)
Non-GAAP selling, general and administrative expenses (5)
$ 375,348  $ 363,510  $ 1,093,275  $ 990,231 
GAAP selling, general and administrative expenses as a percent of revenues 37.7  % 34.2  % 59.4  % 32.6  %
Non-GAAP selling, general and administrative expenses as a percent of revenues 37.7  % 34.2  % 35.5  % 31.8  %
(1) Represents an impairment of the HEYDUDE indefinite-lived trademark.
(2) Represents an impairment of the HEYDUDE Brand reporting unit goodwill.
(3) Represents an impairment of information technology systems related to the HEYDUDE integration.
(4) Primarily represents an impairment of the right-of-use assets for our former HEYDUDE Brand warehouses in Las Vegas, Nevada, associated with our move to our new distribution center and an impairment of the right-of-use asset for our former Crocs Brand warehouse in Oudenbosch, the Netherlands.
(5) Non-GAAP selling, general and administrative expenses are presented gross of tax.

Non-GAAP income from operations and operating margin reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands)
GAAP revenues $ 996,301  $ 1,062,200  $ 3,083,007  $ 3,112,335 
GAAP income (loss) from operations $ 207,660  $ 269,829  $ 3,118  $ 821,996 
Non-GAAP gross profit adjustments (1)
—  —  —  3,242 
Non-GAAP selling, general and administrative expenses adjustments (2)
—  —  737,000  25,105 
Non-GAAP income from operations $ 207,660  $ 269,829  $ 740,118  $ 850,343 
GAAP operating margin 20.8  % 25.4  % 0.1  % 26.4  %
Non-GAAP operating margin 20.8  % 25.4  % 24.0  % 27.3  %
(1) See 'Non-GAAP gross profit and gross margin reconciliation' above for more details.
(2) See 'Non-GAAP selling, general and administrative expenses and selling, general and administrative expenses as a percent of revenues reconciliation' above for more details.


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Non-GAAP income tax expense (benefit) and effective tax rate reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands)
GAAP income (loss) from operations $ 207,660  $ 269,829  $ 3,118  $ 821,996 
GAAP income (loss) before income taxes 189,428  244,897  (54,240) 735,351 
Non-GAAP income from operations (1)
$ 207,660  $ 269,829  $ 740,118  $ 850,343 
GAAP non-operating income (expenses):
Foreign currency gains (losses), net 2,957  (332) 8,264  (3,928)
Interest income 531  1,366  1,235  2,908 
Interest expense (21,711) (26,203) (67,000) (85,927)
Other income (expense), net (9) 237  143  302 
Non-GAAP income before income taxes $ 189,428  $ 244,897  $ 682,760  $ 763,698 
GAAP income tax expense $ 43,612  $ 45,096  $ 132,123  $ 154,189 
Tax effect of non-GAAP operating adjustments —  —  29,942  7,141 
Impact of intra-entity IP transactions (2)
(11,626) (14,165) (43,900) (39,332)
Non-GAAP income tax expense $ 31,986  $ 30,931  $ 118,165  $ 121,998 
GAAP effective income tax rate 23.0  % 18.4  % (243.6) % 21.0  %
Non-GAAP effective income tax rate 16.9  % 12.6  % 17.3  % 16.0  %
(1) See ‘Non-GAAP income from operations and operating margin reconciliation’ above for more details.
(2) In the fourth quarter of 2024, and previously in 2023, 2021, and 2020, we made changes to our international legal structure, including an intra-entity transaction related to certain intellectual property rights, primarily to align with current and future international operations. The transactions resulted in a step-up in the tax basis of intellectual property rights and correlated increases in foreign deferred tax assets based on the fair value of the transferred intellectual property rights. This adjustment represents the current period impact of these transactions.

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Non-GAAP net income per share reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands, except per share data)
Numerator:
GAAP net income (loss) $ 145,816  $ 199,801  $ (186,363) $ 581,162 
Non-GAAP gross profit adjustments (1)
—  —  —  3,242 
Non-GAAP selling, general and administrative expenses adjustments (2)
—  —  737,000  25,105 
Tax effect of non-GAAP adjustments (3)
11,626  14,165  13,958  32,191 
Non-GAAP net income
$ 157,442  $ 213,966  $ 564,595  $ 641,700 
Denominator:    
GAAP weighted average common shares outstanding - basic
53,641  59,046  55,169  59,973 
Plus: GAAP dilutive effect of stock options and unvested restricted stock units 348  455  —  464 
GAAP weighted average common shares outstanding - diluted
53,989  59,501  55,169  60,437 
GAAP weighted average common shares outstanding - basic
55,169 
Plus: dilutive effect of stock options and unvested restricted stock units 368 
Non-GAAP weighted average common shares outstanding - diluted 55,537 
GAAP net income (loss) per common share:
Basic $ 2.72  $ 3.38  $ (3.38) $ 9.69 
Diluted $ 2.70  $ 3.36  $ (3.38) $ 9.62 
Non-GAAP net income per common share:
Basic $ 2.94  $ 3.62  $ 10.23  $ 10.70 
Diluted $ 2.92  $ 3.60  $ 10.17  $ 10.62 
(1) See 'Non-GAAP gross profit and gross margin reconciliation' above for more information.
(2) See 'Non-GAAP selling, general and administrative expenses and selling, general and administrative expenses as a percent of revenues reconciliation' above for more information.
(3) See ‘Non-GAAP income tax expense (benefit) and effective tax rate reconciliation’ above for more information.




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Free cash flow reconciliation:
Three Months Ended September 30, Nine Months Ended September 30,
2025 2024 2025 2024
(in thousands)
Cash provided by operating activities $ 239,336  $ 296,887  $ 457,901 $ 670,549 
Purchases of property, equipment, and software
(13,174) (18,051) (45,120) (50,857)
Free cash flow
$ 226,162  $ 278,836  $ 412,781  $ 619,692 

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RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL GUIDANCE

Fourth Quarter 2025:
Approximately:
Non-GAAP operating margin reconciliation:
GAAP operating margin
14.4%
Non-GAAP adjustments (1)
1.1%
Non-GAAP operating margin
15.5%
Non-GAAP effective tax rate reconciliation:
GAAP effective tax rate
20%
Non-GAAP adjustments (2)
(4)%
Non-GAAP effective tax rate
16%
Non-GAAP diluted earnings per share reconciliation:
GAAP diluted earnings per share
$1.58 to $1.68
Non-GAAP adjustments (1)(2)
$0.24
Non-GAAP diluted earnings per share
$1.82 to $1.92
(1) In the fourth quarter of 2025, we expect to incur approximately $10 million of non-GAAP adjustments, primarily associated with our cost reduction initiatives.
(2) In the fourth quarter of 2024, and previously in 2023, 2021, and 2020, we made changes to our international legal structure, including an intra-entity transaction related to certain intellectual property rights, primarily to align with current and future international operations. The transactions resulted in a step-up in the tax basis of intellectual property rights and correlated increases in foreign deferred tax assets based on the fair value of the transferred intellectual property rights. This adjustment represents the fourth quarter 2025 impact of these transactions.


Non-GAAP Financial Guidance

Now that we have entered the fourth quarter of 2025, we are able to estimate our anticipated fourth quarter 2025 non-GAAP adjustments with a reasonable degree of certainty and reconcile these forward-looking adjusted measures without unreasonable efforts. Our forward-looking guidance for consolidated “adjusted operating margin,” “adjusted effective tax rate,” and “adjusted diluted earnings per share” represents non-GAAP financial measures that excludes or otherwise has been adjusted for special items from our U.S. GAAP financial statements. We consider these items to be necessary adjustments for purposes of evaluating our ongoing business performance and are often considered non-recurring. Such adjustments are subjective and involve significant management judgment.


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CROCS, INC. AND SUBSIDIARIES
REVENUES BY SEGMENT, CHANNEL, AND GEOGRAPHY
(UNAUDITED)
Three Months Ended September 30,
Nine Months Ended September 30,
% Change
Constant Currency
% Change (1)
Favorable (Unfavorable)
2025 2024 2025 2024
Q3 2025-2024
YTD 2025-2024
Q3 2025-2024
YTD 2025-2024
($ in thousands)
Crocs Brand:
North America:
Wholesale $ 144,353  $ 162,103  $ 481,563  $ 516,427  (10.9) % (6.8) % (10.9) % (6.6) %
Direct-to-consumer 303,352  328,714  791,789  846,018  (7.7) % (6.4) % (7.7) % (6.3) %
Total North America (2)
447,705  490,817  1,273,352  1,362,445  (8.8) % (6.5) % (8.8) % (6.4) %
International:
Wholesale 220,003  233,461  824,276  776,420  (5.8) % 6.2  % (6.7) % 6.6  %
Direct-to-consumer 168,521  133,820  459,799  377,038  25.9  % 22.0  % 23.1  % 21.0  %
Total International 388,524  367,281  1,284,075  1,153,458  5.8  % 11.3  % 4.2  % 11.2  %
Total Crocs Brand $ 836,229  $ 858,098  $ 2,557,427  $ 2,515,903  (2.5) % 1.7  % (3.2) % 1.7  %
Crocs Brand:
Wholesale $ 364,356  $ 395,564  $ 1,305,839  $ 1,292,847  (7.9) % 1.0  % (8.4) % 1.3  %
Direct-to-consumer 471,873  462,534  1,251,588  1,223,056  2.0  % 2.3  % 1.2  % 2.1  %
Total Crocs Brand 836,229  858,098  2,557,427  2,515,903  (2.5) % 1.7  % (3.2) % 1.7  %
HEYDUDE Brand:
Wholesale 69,402  113,018  279,855  361,600  (38.6) % (22.6) % (38.7) % (22.6) %
Direct-to-consumer 90,670  91,084  245,725  234,832  (0.5) % 4.6  % (0.7) % 4.5  %
Total HEYDUDE Brand (3)
160,072  204,102  525,580  596,432  (21.6) % (11.9) % (21.7) % (11.9) %
Total consolidated revenues $ 996,301  $ 1,062,200  $ 3,083,007  $ 3,112,335  (6.2) % (0.9) % (6.8) % (0.9) %
(1) Reflects year over year change as if the current period results were in constant currency, which is a non-GAAP financial measure. See ‘Reconciliation of GAAP Measures to Non-GAAP Measures’ above for more information.
(2) North America includes the United States and Canada.
(3) The vast majority of HEYDUDE Brand revenues are derived from North America.

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