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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street NW
Washington, D.C. 29549
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):
August 20, 2026
THE CATO CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
1-31340
56-0484485
(State or Other Jurisdiction
of
Incorporation
(Commission
File Number)
(IRS Employer
Identification No.)
8100 Denmark Road
,
Charlotte
,
North Carolina
(Address of Principal Executive Offices)
28273-5975
(Zip Code)
(704)
554-8510
(Registrant’s Telephone
Number, Including Area Code)
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(s)
Name of each exchange on which registered
Class A - Common Stock, par value $.033 per share
CATO
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.
☐
2
THE CATO
CORPORATION
Item 2.02. Results of Operations and Financial Condition.
On August 20, 2026, The Cato Corporation issued a press release regarding its financial
results for the second
quarter ending August 1, 2026. A copy of this press release is hereby incorporated
as Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit 104 – Cover Page Interactive Data File (embedded within Inline XBRL document)
3
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 thereunto duly
authorized.
THE CATO
CORPORATION
August 25, 2026
/s/ John P.
D. Cato
Date
John P.
D. Cato
Chairman, President and
Chief Executive Officer
August 25, 2026
/s/ Charles D. Knight
Date
Charles D. Knight
Executive Vice President
Chief Financial Officer
4
Exhibit Index
Exhibit
Exhibit
No.
99.1
104
Cover page Interactive Data File (embedded within Inline
XBRL document)
104
EX-99.1 5 exhibit99.htm EX-99.1 exhibit99
EXHIBIT 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
For Further Information Contact:
Charles D. Knight
Executive Vice President
Chief Financial Officer
InvestorRelations@catocorp.com
CATO REPORTS
2Q EARNINGS
CHARLOTTE, N.C. (August 20, 2026) – The Cato Corporation (NYSE: CATO) today reported net income of $1.1
million or $0.06 per diluted share for the second quarter ended August 1, 2026,
compared to net income of $6.8 million or
$0.35 per diluted share for the second quarter ended August 2, 2025.
Sales for the second quarter ended August 1, 2026 were $163.9 million,
or a decrease of 6% from sales of $174.7 million
for the second quarter ended August 2, 2025 primarily due to a 3.7% same-store
sales decrease for the quarter compared
to 2025.
For the six months ended August 1, 2026, the Company reported net
income of $10.5 million or $0.53 per diluted share,
compared to net income of $10.1 million or $0.51 for the six months ended August
2, 2025.
Sales for the six months
ended August 1, 2026 were $333.3 million, a decrease of 2.9% from
sales of $343.1 million for the six months ended
August 2, 2025 primarily due to flat same-store sales compared
to 2025 and the impact of closed stores.
“Our results in the quarter are in large part due to the continued pressure on our customers’
discretionary income, which is
being negatively impacted in part by persistent inflation, higher fuel prices
and continued elevated interest rates,” stated
John Cato, Chairman, President, and Chief Executive Officer.
“We expect the negative pressure on our customers’
discretionary income to continue for the foreseeable future.
We will continue to tightly manage our expenses and
inventory as we anticipate the back half of 2026 to be challenging.”
Gross margin decreased from 36.2% to 32.8% of sales in the quarter due to lower
merchandise margins and deleveraging
of occupancy costs.
SG&A expenses as a percent of sales increased from 32.8% to 33.0%
of sales during the quarter.
For
the quarter, SG&A expense decreased $3.3 million primarily due to lower payroll costs and credit
card fees.
Income tax
expense for the quarter was $0.1 million versus an income
tax benefit of $0.3 million in the prior year.
Year
-to-date gross margin decreased from 35.6% of sales to 35.0% primarily due
to lower merchandise margins and
deleveraging of occupancy costs.
Year-to-date SG&A expenses were 32.4% as a percent of sales versus 32.8% in the
prior year.
Year-to-date SG&A expenses decreased $4.7 million primarily due to lower payroll, equipment and insurance
costs, partially offset by professional fees and litigation costs.
Income tax expense for the first half increased to $0.7
million from $0.6 million last year.
During the second quarter ended August 1, 2026, the Company
closed eight stores.
As of August 1, 2026, the Company
had 1,057 stores in 31 states, compared to 1,101 stores in 31 states as of August
2, 2025.
The Cato Corporation is a leading specialty retailer of value-priced fashion
apparel and accessories operating three
concepts, “Cato,” “Versona” and “It’s
Fashion.”
The Company’s Cato stores offer exclusive merchandise with fashion
and quality comparable to mall specialty stores at low prices every
day.
The Company also offers exclusive merchandise
found in its Cato stores at www.catofashions.com.
Versona
is a unique fashion destination offering apparel and
accessories including jewelry, handbags and shoes at exceptional prices every day.
Select Versona
merchandise can also
be found at www.shopversona.com.
It’s Fashion offers fashion with a focus on the latest trendy styles for the entire
family at low prices every day.
Statements in this press release that express a belief, expectation or intention, as well as those that are not a historical
fact,
including, without limitation, statements regarding the Company’s
expected or estimated operational financial
results, activities or opportunities, and potential impacts and effects of events, risks or contingencies
are considered
“forward-looking” within the meaning of The Private Securities Litigation Reform Act of
1995.
Such forward-looking
statements are based on current expectations that are subject to known and unknown risks, uncertainties and other factors
that could cause actual results to differ materially from those contemplated by the forward-looking statements.
Such
factors include, but are not limited to, any actual or perceived deterioration in the conditions that drive consumer
confidence and spending, including, but not limited to, prevailing social, economic, political and public
health conditions
and uncertainties, levels of unemployment, fuel, energy and food costs, inflation, wage rates, tax
rates, interest rates,
home values, consumer net worth and the availability of credit; changes in laws or regulations affecting our business,
including but not limited to tariffs and taxes; uncertainties regarding the impact of any governmental action regarding, or
responses to, the foregoing conditions; competitive factors and pricing pressures; our ability to predict and respond to
rapidly changing fashion trends and consumer demands; our ability to open new stores in attractive locations and the
ability of any such new stores to grow and perform as expected; underperformance or other factors that may lead to a
continuation or acceleration of store closures and negative affect on the Company’s
profitability; adverse weather,
public
health threats, acts of war or aggression or similar conditions that may affect our sales or operations; inventory risks
due
to shifts in market demand, including the ability to liquidate excess inventory
at anticipated margins; and other factors
discussed under “Risk Factors” in Part I, Item 1A
of the Company’s
most recently filed annual report on Form 10-K and
in other reports the Company files with or furnishes to the SEC from time to time.
The Company does not undertake to
publicly update or revise the forward-looking statements even if experience or future changes make it clear that the
projected results expressed or implied therein
will not be realized. The Company is not responsible for any changes made
to this press release by wire or Internet services.
* * *
THE CATO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS
OF INCOME (UNAUDITED)
FOR THE PERIODS ENDED August 1, 2026 AND August 2, 2025
(Dollars in thousands, except per share data)
Quarter Ended
Six Months Ended
Aug 1,
%
Aug 2,
%
Aug 1,
%
Aug 2,
%
2026
Sales
2025
Sales
2026
Sales
2025
Sales
REVENUES
Retail sales
$
163,902
100.0%
$
174,653
100.0%
$
333,312
100.0%
$
343,072
100.0%
Other revenue (principally finance,
late fees and layaway charges)
1,599
1.0%
1,856
1.1%
3,293
1.0%
3,679
1.1%
Total revenues
165,501
101.0%
176,509
101.1%
336,605
101.0%
346,751
101.1%
GROSS MARGIN (Memo)
53,722
32.8%
63,186
36.2%
116,792
35.0%
122,288
35.6%
COSTS AND EXPENSES, NET
Cost of goods sold
110,180
67.2%
111,467
63.8%
216,520
65.0%
220,784
64.4%
Selling, general and administrative
54,047
33.0%
57,371
32.8%
107,977
32.4%
112,696
32.8%
Depreciation
2,246
1.4%
2,525
1.4%
4,482
1.3%
5,089
1.5%
Interest and other income
(2,268)
-1.4%
(1,393)
-0.8%
(3,501)
-1.1%
(2,594)
-0.8%
Costs and expenses, net
164,205
100.2%
169,970
97.3%
325,478
97.6%
335,975
97.9%
Income Before Income Taxes
1,296
0.8%
6,539
3.7%
11,127
3.3%
10,776
3.1%
Income Tax Expense
147
0.1%
(293)
-0.2%
669
0.2%
635
0.2%
Net Income
$
1,149
0.7%
$
6,832
3.9%
$
10,458
3.1%
$
10,141
3.0%
Basic Earnings Per Share
$
0.06
$
0.35
$
0.53
$
0.51
Diluted Earnings Per Share
$
0.06
$
0.35
$
0.53
$
0.51
THE CATO CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
Aug1,
January 31,
2026
2026
(Unaudited)
(Unaudited)
ASSETS
Current Assets
Cash and cash equivalents
$
35,115
$
16,788
Short-term investments
58,650
56,859
Restricted cash
2,675
2,675
Accounts receivable - net
20,459
25,462
Merchandise inventories
82,487
83,696
Other current assets
9,077
7,787
Total Current Assets
208,463
193,267
Property and Equipment - net
51,730
53,748
Other Assets
20,942
20,471
Right-of-Use Assets, net
142,303
153,933
TOTAL
$
423,438
$
421,419
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
$
105,640
$
102,385
Current Lease Liability
47,835
53,507
Noncurrent Liabilities
11,264
11,272
Lease Liability
90,794
96,941
Stockholders' Equity
167,905
157,314
TOTAL
$
423,438
$
421,419