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Registrant's telephone number, including area code

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

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

The registrant had outstanding 153,986,158 shares of common stock as of May 4, 2026.

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and are made in reliance on the safe harbor protections provided thereunder. Forward-looking statements can be identified by words such as “could,” “may,” “might,” “will,” “likely,” “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “continues,” “projects” or the negative of these terms or other comparable terminology. In particular, statements about the markets in which we operate, including competition, growth and trends in our markets and industry; our strategies, outcomes and prospects; our expectations, beliefs, plans, objectives, assumptions; and future events or performance made in the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are forward-looking statements.

Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, the Company’s actual results may differ materially from those contemplated by the forward-looking statements. Some of the factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include, but are not limited to:

•the impact on both the supply and demand for our products caused by general economic conditions, such as the macroeconomic pressures in Canada and/or the U.S., and changes in consumer confidence and spending;

•our ability to anticipate consumer demand and to source and process a sufficient quantity of quality secondhand items at attractive prices on a recurring basis;

•risks related to attracting new, and retaining existing customers, including by increasing acceptance of secondhand items among new and growing customer demographics;

•risks associated with our status as a “brick and mortar” only retailer and our lack of operations in the growing online retail marketplace;

•our failure to open new profitable stores or successfully enter new markets on a timely basis or at all;

•risks associated with doing business with international manufacturers and suppliers, including, but not limited to, transportation and shipping challenges, regulatory risks in foreign jurisdictions (particularly in Canada, where we maintain extensive operations) and exchange rate risks, which we may not choose to fully hedge;

•the loss of, or disruption or interruption in the operations of, our centralized processing centers and other offsite processing locations;

•risks associated with litigation, the expense of defense, and the potential for adverse outcomes;

•our failure to properly hire and to retain key personnel and other qualified personnel or to manage labor costs;

•risks associated with the timely and effective deployment, protection, and defense of our computer networks and other electronic systems, including e-mail;

•changes in government regulations, procedures and requirements;

•our ability to maintain an effective system of internal controls and produce timely and accurate financial statements or comply with applicable regulations;

•risks associated with heightened geopolitical instability due to the conflicts in Venezuela, the Middle East and Eastern Europe;

•the outbreak of viruses or widespread illness, such as the COVID-19 pandemic, natural disasters or other highly disruptive events and regulatory responses thereto; and

•each of the other factors set forth under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2026.

These risks are not exhaustive. Other sections of this Quarterly Report on Form 10-Q include additional factors that could adversely affect our business and financial performance.

Any forward-looking statement made by us in this Quarterly Report on Form 10-Q speaks only as of the date on which it is made, and while we believe that information forms a reasonable basis for such statements, that information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. Moreover, factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We are not under any obligation (and we specifically disclaim any such obligation) to update or alter these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

			April 4, 2026						January 3, 2026
Current assets:
Cash and cash equivalents			$	61,609					$	85,904
Trade receivables, net			17,599						17,094
Inventories			44,622						41,480
Prepaid expenses and other current assets			56,178						52,629
Total current assets			180,008						197,107
Property and equipment, net			343,391						338,995
Right-of-use lease assets			658,187						634,012
Goodwill			673,841						677,884
Intangible assets, net			152,324						153,589
Other assets			11,999						9,300
Total assets			$	2,019,750					$	2,010,887
Current liabilities:
Accounts payable and accrued liabilities			$	73,332					$	75,636
Accrued payroll and related taxes			59,943						71,295
Lease liabilities – current			88,486						89,586
Current portion of long-term debt			7,500						7,500
Total current liabilities			229,261						244,017
Long-term debt, net			706,775						708,215
Lease liabilities – non-current			604,020						575,962
Other liabilities			49,247						47,114
Total liabilities			1,589,303						1,575,308
Commitments and contingencies (see Note 10)
Stockholders’ equity:
Preferred stock, $0.000001 par value, 100,000 shares authorized; zero shares issued and outstanding			—						—
Common stock, $0.000001 par value, 800,000 shares authorized; 154,699 and 155,283 shares issued and outstanding			—						—
Additional paid-in capital			704,160						695,443
Accumulated deficit			(289,035)						(273,250)
Accumulated other comprehensive income			15,322						13,386
Total stockholders’ equity			430,447						435,579
Total liabilities and stockholders’ equity			$	2,019,750					$	2,010,887

Savers Value Village, Inc., a Washington State based company, together with its wholly owned subsidiaries (the “Company”, “we”, “us” or “our”), sells secondhand merchandise primarily in retail stores located in the United States (“U.S.”), Canada and Australia. Items that are unsuited for or unsold at retail stores are marketed to wholesale customers.

The accompanying interim condensed consolidated financial statements as of April 4, 2026 and for the thirteen weeks ended April 4, 2026 and March 29, 2025, have not been audited but, in the opinion of management, contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of the financial statements. The Condensed Consolidated Balance Sheet at January 3, 2026, has been derived from the audited financial statements at that date but does not include all of the disclosures required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the fiscal year ended January 3, 2026, and related notes included in the most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2026. Operating results for interim periods are not necessarily indicative of the results that may be expected for the full year, which ends on the Saturday nearest to December 31.

All dollar and share amounts in the notes to these unaudited interim condensed consolidated financial statements, with the exception of per share amounts, are rounded to the nearest thousand unless otherwise indicated.

There have been no material changes to the Company’s significant accounting policies as described in the Company’s consolidated financial statements as of and for the fiscal year ended January 3, 2026.

The preparation of these unaudited interim condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. These estimates are based on available information and on various other assumptions that are believed to be reasonable under the circumstances. Certain items subject to such estimates and assumptions include, but are not limited to, the valuation of insurance reserves, impairment assessments associated with our goodwill and indefinite-lived intangible assets, and income taxes. Actual results could vary from those estimates under different assumptions or conditions.

The following table disaggregates our revenue by retail and wholesale for the periods presented:

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The amendments in this update require public entities to disclose, on an annual and interim basis, specific expenses included in each relevant expense caption on the income statement. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. This guidance is expected to impact the Company’s disclosures only with no impact to its results of operations, financial position or cash flows.

Long-term debt consisted of the following:

As of April 4, 2026, there were no advances on the 2025 Revolving Credit Facility, there were $0.9 million of letters of credit outstanding and $179.1 million was available to borrow.

Required minimum principal payments on debt for each of the following fiscal years as of April 4, 2026 are as follows:

The Company utilizes fair value measurements for its financial assets and financial liabilities and fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value is based upon a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

•Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

•Level 2 inputs are inputs other than unadjusted quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

•Level 3 inputs are unobservable inputs for the asset or liability.

The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest level input that is significant to the fair value measurement.

The following table presents financial assets and financial liabilities that are measured at fair value on a recurring basis at April 4, 2026:

(1)Represents investments held in a rabbi trust associated with the Company’s deferred compensation plan and are included in prepaid expenses and other current assets and other assets in the unaudited interim Condensed Consolidated Balance Sheets.

The following table presents financial assets and financial liabilities that are measured at fair value on a recurring basis at January 3, 2026:

(1)Represents investments held in a rabbi trust associated with the Company’s deferred compensation plan and are included in prepaid expenses and other current assets and other assets on the unaudited interim Condensed Consolidated Balance Sheets.

Money market funds, consisting of short-term deposits with an original maturity of three months or less, are valued based on quoted market prices of identical assets and are classified within Level 1. Marketable securities are deferred compensation investments measured at fair value using unadjusted quoted market prices available from national securities exchanges and are classified within Level 1.

Forward contracts, cross currency swaps and interest rate swaps are fair valued using independent valuation services, and the valuations are based on observable market data. As such, the forward contracts, cross currency swaps and interest rate swaps are classified within Level 2. The Company reviews the independent valuation and obtains an understanding of the methods used in pricing the instruments.

The fair value of borrowings under the Company’s 2025 Senior Secured Credit Facilities approximate their carrying value as the current rates approximate rates on similar debt and were based on rate notices provided by the Administrative Agent (Level 2 inputs) at April 4, 2026 and January 3, 2026.

As a result of its operating and financing activities, the Company is exposed to market risks from changes in foreign currency exchange rates and interest rates. These market risks may adversely affect the Company’s operating results, cash flows and financial position. The Company seeks to manage risk from changes in foreign currency exchange rates through the use of forward contracts, cross currency swaps or both, and uses interest rate swaps to manage the risk of changes in interest rates. The Company’s derivative contracts are not collateralized and are entered into with large, reputable financial institutions that are monitored for counterparty risk. We maintain master netting arrangements that allow for the non-conditional offsetting of amounts receivable and payable with counterparties to help manage our risks and record derivative positions on a net basis. Refer to Note 4. Fair Value Measurements for information on the fair value of our derivative financial instruments.

The Company operates in foreign countries, which exposes it to market risk associated with foreign currency exchange rate fluctuations. The Company uses forward contracts and cross currency swaps to manage its exposure to fluctuations in the U.S. dollar (“USD”) – Canadian dollar (“CAD”) exchange rate. Forward contracts and cross currency swaps lock in the exchange rate for a portion of the estimated cash flows of the Company’s Canadian operations. As of April 4, 2026 and January 3, 2026, the Company’s forward contracts had USD equivalent notional amounts of $74.9 million and $102.4 million, respectively. In September 2025, the Company entered into cross currency swaps with USD notional amounts of $200.0 million as of April 4, 2026 and January 3, 2026. Cross currency swaps and forward contracts were not designated in hedging relationships.

The Company’s market risk is affected by changes in interest rates. The Company’s 2025 Senior Secured Credit Facilities bear interest based on market rates plus an applicable margin. Because the interest rate on the Company’s floating-rate debt is tied to market rates, the Company manages its exposure to interest rate movements by effectively converting a portion of its floating-rate debt to fixed-rate debt using interest rate swaps. Interest rate swaps, as used by the Company, involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreement without exchange of the underlying notional amount. In September 2025, the Company entered into interest rate swaps with USD notional amounts of $570.5 million and $600.0 million as of April 4, 2026 and January 3, 2026, respectively. All interest rate swaps were designated as cash flow hedging instruments.

The fair value of derivative financial instruments were as follows:

(1)Derivatives subject to master netting agreements are presented net on the unaudited interim Condensed Consolidated Balance Sheets.

(2)Presented gross of immaterial income taxes.

(1)Derivatives subject to master netting agreements are presented net on the unaudited interim Condensed Consolidated Balance Sheets.

(2)Presented gross of immaterial income taxes.

The impact of derivative financial instruments on the unaudited interim Condensed Consolidated Statements of Operations and Comprehensive Loss was as follows:

The table below presents the effect of cash flow hedge accounting on comprehensive loss:

Amounts reclassified from accumulated other comprehensive income into net loss are recognized in interest expense, net in the unaudited interim Condensed Consolidated Statements of Operations and Comprehensive Loss. Within the next twelve months, the Company estimates that $1.5 million of gains currently recognized within accumulated other comprehensive income will be reclassified as a decrease in interest expense, net.

The Company’s Chief Executive Officer, who is the chief operating decision maker (“CODM”), assesses segment performance and makes resource allocation decisions based on the geographies in which it conducts its retail operations, and separately for its wholesale operations, each of which represents an operating segment. For disclosure purposes, U.S. Retail and Canada Retail were determined to be reportable segments. Neither the Company’s retail operations in Australia nor its wholesale operations meet the quantitative thresholds to be reported separately and since they do not share similar economic characteristics, they have been combined and disclosed within Other Profit. We do not separately present assets for our reportable segments because the Company’s CODM is not provided these amounts.

General corporate expenses include unallocated corporate overhead recorded in salaries, wages and benefits, and selling, general and administrative expenses in the unaudited interim Condensed Consolidated Statements of Operations and Comprehensive Loss.

Segment profit may not be comparable to similarly titled measures used by other entities. These measures should not be considered as alternatives to our GAAP measures of operating income, net loss or cash flows from operating activities as an indicator of the Company’s performance or as a measure of its liquidity.

Our segment results are presented in the tables below. In each table, “Other profit” is attributable to the Australia Retail and Wholesale operating segments which have been combined.

Basic and diluted net loss per share were as follows:

(1)For the thirteen weeks ended April 4, 2026 and March 29, 2025, the calculation of diluted net loss per share excludes the effect of 11.9 million and 12.6 million, respectively, of potential shares of common stock as the inclusion of these potential shares would have been antidilutive and/or the shares were contingently issuable and not issuable based on current period results, assuming the end of the reporting period was the end of the contingency period.

During the thirteen weeks ended April 4, 2026 and March 29, 2025, under our share repurchase programs, we repurchased 1.2 million and 1.4 million shares, respectively, at a weighted average price of $8.51 and $8.43, respectively, and a total cost of $10.4 million and $11.8 million, respectively, excluding commissions and excise tax. As of April 4, 2026, the Company had $31.2 million remaining under the 2025 Share Repurchase Program (as defined below).

In November 2023, the Company authorized a share repurchase program of up to $50 million of the Company’s common stock (the “2023 Share Repurchase Program”). The 2023 Share Repurchase Program expired on November 8, 2025.

The Company announced on October 30, 2025 the authorization of a new share repurchase program of up to $50 million of the Company’s common stock (the “2025 Share Repurchase Program”). The 2025 Share Repurchase Program became effective as of November 9, 2025 and expires on November 8, 2027. Under the 2025 Share Repurchase Program, the Company may purchase shares from time to time in compliance with applicable securities laws, that may include Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Exchange Act Rule 10b5-1. The timing and amount of any shares purchased will be based upon a variety of factors, including the share price of the common stock, general market conditions, alternative uses for capital, the Company’s financial performance and other considerations. The 2025 Share Repurchase Program does not obligate the Company to purchase any minimum number of shares, and the program may be suspended, modified or discontinued at any time without prior notice. Any repurchases will be funded by available cash and cash equivalents.

The income tax provision for interim periods is generally determined using an estimate of the Company’s annual effective tax rate adjusted for discrete items. Each quarter the estimate of the annual effective tax rate is updated, and if the Company’s estimated tax rate changes, a cumulative adjustment is made.

The effective tax rate for the thirteen weeks ended April 4, 2026 and March 29, 2025 was 17.6% and 16.6%, respectively. The effective tax rate for these periods differed from the federal statutory rate primarily due to losses generated in a non-domesticated jurisdiction for which no tax benefit was recognized as a result of a valuation allowance recorded against deferred tax assets. The impact was partially offset by permanent differences, including limitations on the deductibility of executive compensation under Internal Revenue Code Section 162(m), a tax shortfall related to stock-based compensation and Foreign-Derived Deduction Eligible income deduction.

The Company continues to monitor legislative developments and guidance related to the Organization for Economic Cooperation and Development global minimum tax rules (commonly referred to as Pillar II) in the jurisdictions we operate. Based on the analysis performed to date, we do not expect the implementation of Pillar II to have a material impact on our financial position, results of operations, or cash flows. We will continue to evaluate the impact of these tax laws in future reporting periods.

As of April 4, 2026, the Company had a $29.4 million balance in prepaid income taxes, which is classified in prepaid expenses and other current assets in the unaudited interim Condensed Consolidated Balance Sheets. The balance remains largely consistent with the prepaid income taxes balance of $28.7 million as of January 3, 2026, and primarily reflects cumulative estimated tax payments made under tax laws in effect prior to the enactment of the One Big Beautiful Bill Act (“OB3”) in July 2025, which introduced favorable timing related deductions that reduced U.S. taxable income and income tax liabilities. As a result, estimated tax payments made before OB3 enactment continue to exceed the revised tax obligation. The prepaid balance represents amounts expected to be refunded or applied against future income tax liabilities.

The Company is involved from time to time in claims, proceedings and litigation arising in the ordinary course of business. The Company has made accruals with respect to these matters, where appropriate, which are reflected in the unaudited interim condensed consolidated financial statements. For some matters, the amount of liability is not probable or the amount cannot be reasonably estimated and therefore accruals have not been made. The Company may enter into discussions regarding settlement of these matters and may enter into settlement agreements, if in the best interest of the Company. From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. There are no pending significant legal proceedings to which the Company is a party for which management believes the ultimate outcome would have a material adverse effect on the Company’s financial position.

You should read the following discussion and analysis of the financial condition and results of operations of Savers Value Village, Inc. in conjunction with the unaudited interim condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q (the “Quarterly Report”) and our audited consolidated financial statements for the 53 weeks ended January 3, 2026 (“fiscal 2025”) and related notes included in our Annual Report on Form 10-K filed with the SEC on February 20, 2026 (our “Annual Report”).

We are the largest for-profit thrift operator in the United States (“U.S.”) and Canada based on number of stores and operated a total of 370 stores as of April 4, 2026 under the Savers®, Value Village®, Value Village Boutique™, Village des ValeursMD, Unique® and 2nd Ave.® banners. We are committed to redefining secondhand shopping by providing one-of-a-kind, low-priced merchandise ranging from quality clothing to home goods in an exciting treasure-hunt shopping environment. We purchase secondhand textiles (e.g., clothing, bedding and bath items), shoes, accessories, housewares, books and other goods from our non-profit partners (“NPPs”). We then process, select, price, merchandise and sell these items in our stores. Items that are unsuited for or unsold at retail stores are marketed to wholesale customers who reuse or repurpose the items they purchase from us. We believe our hyper-local and socially responsible procurement model, industry-leading and innovative operations, differentiated value proposition and deep relationships with our customers distinguish us from other secondhand and value-based retailers. Our business model is rooted in sustainability and contributing to the communities we serve, with a mission to positively impact our stakeholders: thrifters, NPPs and their donors, our team members and our stockholders. As a leader and pioneer of the for-profit thrift category, we seek to positively impact the environment by reducing waste and extending the life of reusable goods. The vast majority of the clothing and textiles we source is sold to our retail or wholesale customers.

We offer a dynamic, ever-changing selection of items, with an average unit retail price (“AUR”) of approximately $5. Our most engaged customers are members of our Super Savers Club® loyalty program. As of January 3, 2026, we had 6.1 million total active members enrolled in our U.S. and Canadian loyalty programs who shopped with us during fiscal 2025 and drove 72.7% of retail sales during the same period.

We have innovated and invested in the development of significant operational expertise in order to integrate the three highly complex parts of thrift operations—supply and processing, retail and sales to wholesale markets. Our business model enables us to provide value to our NPPs and our customers, while driving attractive profitability and cash flow.

Our strategy is to locally source our merchandise by purchasing secondhand items donated to our NPPs, which provides them with revenue to support their community-focused missions. This also aids in creating a broad and diverse selection for our customers, fosters a sense of community, and reduces transportation costs and emissions typically associated with the production and distribution of new merchandise. While purchases made by our customers in our stores do not directly benefit any NPP, we pay a market-competitive contractual rate to purchase donated items.

We source our merchandise primarily through three distinct and strategic procurement models: (i) on-site donations (“OSDs”), (ii) GreenDrop locations and (iii) delivered supply. Increasing the proportion of OSDs and GreenDrop as a percentage of total supply is desirable as donations from these sources are generally of higher quality and collectively have a contractually lower cost than product sourced through other channels, which benefits sales yield, and ultimately, our gross product margin. OSDs and GreenDrop are collectively the largest part of our supply mix, and accounted for 75.9% and 74.0% of our total pounds processed for the thirteen weeks ended April 4, 2026 and March 29, 2025, respectively.

•OSDs: Donations of items by individuals to our NPPs, made at Community Donation Centers (“CDCs”) located at our stores. We operate as a registered professional fundraiser where required, accepting donations on behalf of our NPPs. Each store is specifically designated as an OSD location for a particular NPP, such that all donations received at the CDC are credited to that NPP.

•GreenDrop locations: Attended donation stations that collect donations of items made by individuals to our NPPs at well-signed brick and mortar or trailer locations conveniently located closer to attractive donor neighborhoods in the same market as a store. On behalf of our NPPs, we solicit, collect and deliver items from our GreenDrop locations to our stores and Centralized Processing Centers (“CPCs”).

•Delivered supply: Delivered supply comprises donations delivered either to our CPCs or directly to our stores. This channel supplements OSDs and GreenDrop collections by addressing remaining assortment and volume needs necessary to offer customers a full and balanced product mix. Donations may be collected by our NPPs through neighborhood collections, donation drives, or similar methods, or we may solicit, collect and deliver items on behalf of our NPPs.

We leverage an analytical platform to measure the sales yield and product margin of each stream of supply in our stores. In general, this tool is either used to periodically confirm the performance of an existing stream of supply or to evaluate the performance of a new source of supply.

Our business model is predicated on sourcing and selling quality secondhand items to our customers in local communities. We are able to meet customer demand given our deep relationships with an extensive network of NPPs that is unmatched in the thrift industry.

The majority of our retail stores have a dedicated space that handles the processing of soft and hard goods that provide the inventory to be sold on our retail sales floors. During the thirteen weeks ended April 4, 2026, we processed 266 million pounds of secondhand goods, compared to 262 million during the thirteen weeks ended March 29, 2025. We are continuing to implement our offsite processing strategy, which is an important component of our operating model and supports store growth by enabling processing at larger-scale facilities and distribution to multiple stores in a local market. The processing of donations under this strategy can occur at offsite warehouse facilities, stores with surplus processing capacity or at CPCs.

Our store experience directly reflects our mission to make secondhand second nature. We deliver a well merchandised environment that maximizes customer engagement and supports a core tenet for any thrifter—the treasure hunt. Our stores offer a wide selection of quality items across clothing, home goods, books and other items. Our sales floor inventory is also regularly rotated and refreshed, providing our customers with an extensive, ever-changing selection at tremendous value.

In support of our efforts to extend the life of reusable goods and recover a portion of the cost of acquiring our supply of secondhand items, we sell the majority of textile items that are unsuited for or unsold at retail stores to our wholesale customers (predominantly comprised of textile graders and small business owners) who supply local communities across the globe with gently used, affordable items like clothing, housewares, toys and shoes. Textiles not suitable for reuse as secondhand clothing can be repurposed into other textile items (e.g., wiping rags) and post-consumer fibers (e.g., insulation, carpet padding), further reducing waste.

The following highlights our financial results for the thirteen weeks ended April 4, 2026 (the “first quarter”). Comparisons are to the thirteen weeks ended March 29, 2025:

•Total Company net sales increased 8.9% to $403.2 million; constant-currency net sales increased 6.9%; and comparable store sales increased 3.5%.

•For the United States (“U.S.”), net sales increased 11.2% and comparable store sales increased 6.4%.

•For Canada, net sales increased 6.7%; constant-currency net sales increased 2.0%; and comparable store sales decreased 0.6%. An earlier Easter negatively impacted Canadian comparable store sales by approximately 0.7% as several of our Canadian stores were closed for Good Friday.

•The Company opened 3 new stores, ending the first quarter with 370 stores.

•The Company recorded pre-opening expenses of $3.9 million for the first quarter, compared to $3.0 million for the thirteen weeks ended March 29, 2025.

•Net loss was $5.3 million, or $0.03 per diluted share. Net loss margin was 1.3%.

•Adjusted net income was $2.5 million, or $0.02 per diluted share.

•Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) was $44.5 million and Adjusted EBITDA margin was 11.0%.

•The Company repurchased 1.2 million shares during the first quarter at a weighted average price of $8.51 per share. There was $31.2 million remaining on the Company’s share repurchase authorization as of the end of the quarter.

Adjusted net income, Adjusted net income per diluted share, Adjusted EBITDA and Adjusted EBITDA margin, as well as amounts presented on a constant-currency basis, are not measures recognized under U.S. GAAP. For additional information on our use of non-GAAP financial measures and a reconciliation to the nearest GAAP measure, see “Non-GAAP Financial Measures” below.

Broad developments in the Middle East, including the conflict involving Iran, and political and economic instability in Venezuela have contributed to volatility in global energy markets. While the Company is not directly impacted by import disruptions due to its hyper-local procurement model, these conditions may increase transportation costs and, in periods of perceived or actual unfavorable economic conditions, lead consumers to reallocate discretionary spending which may adversely impact demand for the Company’s products and its profitability.

We use the key performance indicators below to evaluate the performance of our business, identify trends, formulate financial projections and make strategic decisions. We believe these metrics provide useful information to investors and others in understanding and evaluating our results of operations in the same manner as our management team.

The following table summarizes certain key performance indicators for the periods indicated:

(1)The 53rd week in fiscal 2025 resulted in a shift such that fiscal 2026 began a week later than fiscal 2025. Accordingly, these key performance indicators are calculated by aligning the sales weeks in fiscal 2026 to the equivalent sales weeks in fiscal 2025.

(2)Total comparable store sales includes our Australia retail locations, in addition to the U.S. and Canada.

Comparable store sales is the percentage change in comparable store sales over the comparable period in the prior fiscal year. Comparable store sales is defined as sales by stores that have been in operation for all or a portion of 14 months. Comparable store sales is measured in local currency for Canada, while total comparable store sales is measured on a currency neutral basis.

Comparable store sales provides us with visibility into top-line performance on a like-for-like basis excluding new stores as defined above and excluding all closed stores as of the end of the current reporting period. We believe investors can use this metric to assess our ability to increase comparable store sales over time.

During the thirteen weeks ended April 4, 2026, our comparable store sales increased 3.5%, primarily reflecting higher average basket, partially offset by an earlier Easter which negatively impacted Canadian comparable store sales by approximately 0.7% as several of our Canadian stores were closed for Good Friday. During the thirteen weeks ended March 29, 2025, our comparable store sales increased 2.8%, primarily reflecting higher average basket.

We define pounds processed as the total number of pounds of goods processed during the period, excluding furniture and other large items. This metric is an indicator of the amount of secondhand goods processed during the period and is typically a key driver of top-line sales growth. We process inventory by receiving goods directly from our NPPs or through OSDs and GreenDrop, sorting them and placing them on the sales floor. Increasing the proportion of OSDs and GreenDrop as a percentage of total supply is desirable, as donations from these sources are generally of higher quality and collectively have a contractually lower cost than product sourced through other channels, which benefits sales yield, and ultimately, our gross product margin. We believe investors can use these metrics to assist in their evaluation of our sales growth, sales yield and to an extent, gross product margin.

During the thirteen weeks ended April 4, 2026 and March 29, 2025, we processed 266 million and 262 million pounds of supply, respectively, of which 75.9% and 74.0% was comprised of supply from OSDs and GreenDrop, respectively.

We define sales yield as retail sales generated per pound processed on a currency neutral and comparable store basis. We believe investors can use this metric as an indicator of the quality of goods we source, because when the quality is high, we are able to sell more items and/or sell items at higher prices from the volume we process than we would otherwise.

Our sales yield for the thirteen weeks ended April 4, 2026 was $1.47 compared to $1.38 for the thirteen weeks ended March 29, 2025. The 6.5% increase in sales yield primarily reflects an increase in items sold per pound processed and higher average price points.

Our number of stores provides us visibility into the scale of our operations and is viewed as a key driver of long-term growth. We believe investors can use this metric to assess our ability to open new stores in high-growth markets.

The following table summarizes the Company’s store count activity for the twelve months ended April 4, 2026:

The following table sets forth our results of operations for each of the periods presented:

The following table presents net sales:

Retail sales increased by $35.4 million, or 10.1%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase in retail sales resulted primarily from a 3.5% increase in comparable store sales, growth in our store base and the favorable impact of foreign currency exchange rates.

The following table presents cost of merchandise sold, exclusive of depreciation and amortization (“cost of merchandise sold”):

Cost of merchandise sold decreased 10 basis points to 45.4% of net sales during the thirteen weeks ended April 4, 2026, compared to 45.5% for the thirteen weeks ended March 29, 2025. The 10 basis point decrease primarily reflects improvement in cost of merchandise sold as a percentage of net sales on comparable store sales due to increased operating efficiency and the favorable impact of year-over-year growth in OSDs, partially offset by new store dilution.

Personnel costs classified within cost of merchandise sold were $113.7 million during the thirteen weeks ended April 4, 2026, compared to $105.5 million during the thirteen weeks ended March 29, 2025. The $8.2 million increase in personnel costs resulted primarily from growth in our store base and higher wage rates, partially offset by labor efficiency gains.

The following table presents salaries, wages and benefits:

Personnel costs for our retail and wholesale operations increased by $2.3 million, or 4.3%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase primarily reflects growth in our store base.

Personnel costs for our corporate employees decreased by $0.7 million, or 2.1%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025, primarily reflecting a $5.0 million decrease in IPO-related stock-based compensation expense, largely offset by higher wages, non-IPO-related stock-based compensation expense and annual incentive plan expense.

The following table presents selling, general and administrative (“SG&A”):

SG&A for our retail and wholesale operations increased by $9.3 million, or 12.2%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase resulted primarily from growth in our store base and increased routine maintenance costs, including an increase in snow removal costs, as well as higher rent and utilities.

Corporate SG&A increased by $2.1 million, or 18.7%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase primarily reflects investments in information technology.

The following table presents depreciation and amortization:

The increase in depreciation and amortization resulted primarily from continued investments in new stores, offsite processing and information technology, as well as capital maintenance expenditures.

The following table presents interest expense, net:

The $3.5 million decrease in interest expense, net was primarily due to a decrease in the weighted average interest rate. During the thirteen weeks ended April 4, 2026 compared to the thirteen weeks ended March 29, 2025, the weighted average interest rate decreased 233 basis points from 9.03% to 6.70%, primarily due to the reduction in the margin obtained in connection with the September 2025 debt refinancing and lower interest rates on outstanding amounts under our term loan facilities.

The $2.2 million decrease in gain on interest rate swaps resulted primarily from the full reclassification in May 2025 of the remaining deferred gain recorded in accumulated other comprehensive income related to the interest rate swap terminated in April 2024.

The following table presents loss (gain) on foreign currency, net:

Gains and losses on foreign currency relate primarily to movements in the CAD relative to the USD. During the thirteen weeks ended April 4, 2026, the USD strengthened against the CAD relative to January 3, 2026, resulting in remeasurement losses of $3.6 million arising primarily on USD-denominated debt held by one of our Canadian subsidiaries. We also recorded losses of $2.4 million during the thirteen weeks ended April 4, 2026 on derivative instruments we use to manage foreign currency exchange rate risk.

During the thirteen weeks ended March 29, 2025, the USD weakened against the CAD relative to December 28, 2024, resulting in remeasurement gains of $2.0 million arising primarily on USD-denominated debt held by one of our Canadian subsidiaries. We also recorded losses of $0.3 million during the thirteen weeks ended March 29, 2025 on derivative instruments we use to manage foreign currency exchange rate risk.

The following table presents loss on extinguishment of debt:

During the thirteen weeks ended March 29, 2025, loss on extinguishment of debt comprised $2.7 million associated with the redemption of $44.5 million aggregate principal amount of the Senior Secured Notes on February 6, 2025.

Other expense, net

The following table presents other expense, net:

Other expense, net is comprised primarily of miscellaneous income and expenses not directly related to our core operating activities.

The following table presents income tax benefit:

We estimate an annual projected effective tax rate for the fiscal year to determine income tax expense or benefit in the interim periods. The modest increase in income tax benefit for the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025 was primarily attributable to higher losses generated in jurisdictions not subject to a valuation allowance, along with a lower tax shortfall related to stock-based compensation.

The following table presents net sales and profit by segment:

U.S. Retail sales increased by $23.5 million, or 11.2%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase in U.S. Retail sales resulted from a 6.4% increase in comparable store sales and growth in our store base. The increase in comparable store sales was driven by higher average basket and transactions.

U.S. Retail segment profit increased by $3.7 million, or 9.6%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase in U.S. Retail segment profit primarily reflects higher profit from our comparable stores, partially offset by the impact of new stores.

Canada Retail sales increased by $8.6 million, or 6.7%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase in Canada Retail sales resulted primarily from the favorable impact of foreign currency exchange rates and growth in our store base, partially offset by a 0.6% decrease in comparable store sales. The decrease in comparable store sales was driven primarily by an earlier Easter which negatively impacted Canadian comparable store sales by approximately 0.7%.

Canada Retail segment profit increased by $5.9 million, or 23.5%, during the thirteen weeks ended April 4, 2026, compared to the thirteen weeks ended March 29, 2025. The increase in Canada Retail segment profit primarily reflects increased operating efficiency and, to a lesser extent, the favorable impact of foreign currency exchange rates.

The Company reports its financial results in accordance with GAAP. Non-GAAP financial measures used by the Company include Adjusted net income, Adjusted net income per diluted share, Adjusted EBITDA, Adjusted EBITDA margin and constant-currency net sales. In the discussion that follows, we provide definitions and reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP. We have provided this non-GAAP financial information, which is not calculated or presented in accordance with GAAP, as information supplemental to, and in addition to, the financial measures presented in this Quarterly Report that are calculated and presented in accordance with GAAP. These non-GAAP financial measures should not be considered superior to, as a substitute for, or an alternative to, and should be considered in conjunction with, the GAAP financial measures presented elsewhere in this Quarterly Report. These non-GAAP financial measures may differ from, and therefore may not be directly comparable to, similarly titled measures used by other companies.

Adjusted net income, Adjusted net income per diluted share, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. We have included these non-GAAP financial measures as these are key measures used by our management and our board of directors to evaluate our operating performance and the effectiveness of our business strategies, make budgeting decisions and evaluate compensation decisions. The Company presents Adjusted net income, Adjusted net income per diluted share, Adjusted EBITDA and Adjusted EBITDA margin because it considers these meaningful measures to share with investors as they best allow comparison of the performance of one period with that of another period. In addition, by presenting Adjusted net income, Adjusted net income per diluted share, Adjusted EBITDA and Adjusted EBITDA margin, the Company provides investors with management’s perspective of the Company’s operating performance.

Adjusted net income is defined as net loss excluding the impact of loss on extinguishment of debt, IPO-related stock-based compensation expense, transaction costs, foreign currency exchange rate impacts, certain other adjustments, the tax effect on the above adjustments and the excess tax shortfall from stock-based compensation. We define Adjusted net income per diluted share as Adjusted net income divided by adjusted diluted weighted average common shares outstanding.

Adjusted EBITDA is defined as net loss excluding the impact of interest expense, net, income tax benefit, depreciation and amortization, loss on extinguishment of debt, stock-based compensation expense, lease intangible asset expense, transaction costs, foreign currency exchange rate impacts and certain other adjustments. We define Adjusted EBITDA margin as Adjusted EBITDA divided by net sales, expressed as a percentage.

A reconciliation of GAAP net loss and GAAP net loss per diluted share to Adjusted net income and Adjusted net income per diluted share is presented in the table below:

(1)Presented pre-tax.

(2)Removes the effect of loss on extinguishment of debt in relation to the partial redemption of our Senior Secured Notes on February 6, 2025.

(3)Represents stock-based compensation expense for performance-based options triggered by the completion of our IPO and expense related to restricted stock units issued in connection with the Company’s IPO.

(4)Comprised of non-capitalizable expenses related to debt transactions and offering costs.

(5)Represents remeasurement (gains) losses on unsettled foreign currency transactions, realized and unrealized (gains) losses on cross currency swaps and unrealized (gains) losses on forward contracts.

(6)The thirteen weeks ended April 4, 2026 includes store impairment charges. The thirteen weeks ended March 29, 2025 includes a change in the fair value of acquisition-related contingent consideration.

(7)Tax effect on adjustments is calculated utilizing the tax rate specifically applicable to the respective adjustments.

(8)For the thirteen weeks ended April 4, 2026 and the thirteen weeks ended March 29, 2025, Adjusted net income per diluted share includes 5.5 million and 5.6 million, respectively, of potential shares of common stock relating to awards of stock options and restricted stock units that were excluded from the calculation of GAAP diluted net loss per share as their inclusion would have had an antidilutive effect.

A reconciliation of GAAP net loss to Adjusted EBITDA is presented in the table below:

(1)Removes the effect of loss on extinguishment of debt in relation to the partial redemption of our Senior Secured Notes on February 6, 2025.

(2)Represents non-cash stock-based compensation expense related to stock options and restricted stock units granted to certain of our employees and directors.

(3)Represents lease expense associated with acquired lease intangibles.

(4)Comprised of non-capitalizable expenses related to debt transactions and offering costs.

(5)Represents remeasurement (gains) losses on unsettled foreign currency transactions, realized and unrealized (gains) losses on cross currency swaps and unrealized (gains) losses on forward contracts.

(6)The thirteen weeks ended April 4, 2026 includes store impairment charges. The thirteen weeks ended March 29, 2025 includes a change in the fair value of acquisition-related contingent consideration.

The Company reports certain operating results on a constant-currency basis in order to facilitate period-to-period comparisons of its results without regard to the impact of fluctuating foreign currency exchange rates. The term foreign currency exchange rates refers to the exchange rates used to translate the Company's operating results for all countries where the functional currency is not the USD into the USD. Because the Company is a global company, foreign currency exchange rates used for translation may have a significant effect on its reported results. In general, given the Company's significant operations in Canada, the Company's financial results are affected positively by a weakening of the USD against the CAD and are affected negatively by a strengthening of the USD against the CAD. References to operating results on a constant-currency basis indicate operating results without the impact of foreign currency exchange rate fluctuations.

The Company believes disclosure of constant-currency net sales is helpful to investors because it facilitates period-to-period comparisons of its results by increasing the transparency of its underlying performance by excluding the impact of fluctuating foreign currency exchange rates. Constant-currency results have no standardized meaning prescribed by GAAP, are not prepared under any comprehensive set of accounting rules or principles and should be read in conjunction with the Company's consolidated financial statements prepared in accordance with GAAP.

Constant-currency results have limitations in their usefulness to investors and may be calculated differently from, and therefore may not be directly comparable to, similarly titled measures used by other companies.

Constant-currency information compares results between periods as if exchange rates had remained constant period-over-period. During the thirteen weeks ended April 4, 2026, as compared to the thirteen weeks ended March 29, 2025, the USD was weaker relative to the CAD and the Australian dollar (“AUD”), which resulted in a favorable impact on our operating results. The Company calculates constant-currency net sales by translating current-period net sales using the average exchange rates from the comparative prior period rather than the actual average exchange rates in effect.

A reconciliation of GAAP net sales to constant-currency net sales is presented in the table below:

n/a - not applicable

We have historically financed our operations primarily with cash generated by operating activities and proceeds from debt issuances. Although we do not anticipate paying any cash dividends in the foreseeable future, any future determination relating to dividend policy will be made at the discretion of our board of directors and will depend on a number of factors, including restrictions in our current and future debt instruments, our future earnings, capital requirements, financial condition, prospects and applicable Delaware law, which provides that dividends are only payable out of surplus or current net profits.

Our primary short-term requirements for liquidity and capital are to meet general working capital needs, fund capital expenditures and make required minimum principal and interest payments on our debt. Our primary long-term liquidity and capital needs relate to repaying the principal balance on our debt and making lease payments on our retail stores and processing facilities. We may also use cash on our balance sheet, cash generated from operations or proceeds from new borrowings, or any combination of these sources of liquidity and capital, to fund growth initiatives, to pay down debt, to conduct repurchases of our common stock, or to pay for acquisitions, or any combination of the foregoing. Our primary sources of liquidity and capital are cash generated from operations and proceeds from borrowings, including borrowings on our 2025 Senior Secured Credit Facilities. As of April 4, 2026, $179.1 million was available to borrow under the 2025 Revolving Credit Facility.

We believe our existing cash and cash equivalents and cash provided by our operating activities are sufficient to fund our liquidity needs for the next 12 months.

See Note 3. Debt to our unaudited interim condensed consolidated financial statements for details of our debt.

We announced on October 30, 2025 the authorization of a new share repurchase program of up to $50 million of the Company’s common stock. The 2025 Share Repurchase Program became effective as of November 9, 2025 and expires on November 8, 2027. Under the 2025 Share Repurchase Program, we may purchase shares from time to time in compliance with applicable securities laws, that may include Exchange Act Rule 10b-18 and Exchange Act Rule 10b5-1. Although our Board of Directors has authorized the share repurchase program, we are not obligated to repurchase any specific dollar amount or to acquire any specific number of shares under the program. In addition, the share repurchase program may be suspended, modified or terminated at any time without prior notice. The amount, timing and execution of our share repurchase program will be based upon a variety of factors, including the share price of our common stock, general market conditions, alternative uses for capital, our financial performance and other considerations. Any repurchases will be funded by available cash and cash equivalents.

The following table summarizes our cash flows:

Net cash provided by operating activities for the thirteen weeks ended April 4, 2026 was $18.2 million, compared to $0.4 million for the thirteen weeks ended March 29, 2025. The $17.8 million increase is primarily due to a $15.8 million decrease in interest paid and a $6.7 million decrease in income taxes paid, as well as favorable changes in other operating items, partially offset by a $16.6 million increase in annual incentive compensation plan payments. The favorable changes in other operating items were not individually significant.

Net cash used in changes in operating assets and liabilities during the thirteen weeks ended April 4, 2026 consisted primarily of a $35.8 million change in operating lease liabilities and a $9.6 million change in accrued payroll and related taxes. The change in operating lease liabilities resulted from lease payments. The change in accrued payroll and related taxes is primarily a result of the annual payment of incentive compensation to our employees. As of January 3, 2026, we had accrued $26.9 million for employee incentive compensation which was paid during the first quarter of fiscal 2026.

Net cash used in changes in operating assets and liabilities during the thirteen weeks ended March 29, 2025 consisted primarily of a $29.8 million change in operating lease liabilities, a $10.3 million change in accounts payable and accrued liabilities and a $6.9 million change in prepaid expenses and other current assets. The change in operating lease liabilities resulted from lease payments. The change in accounts payable and accrued liabilities resulted primarily from interest payments on the Senior Secured Notes, which were due every February 15 and August 15. As of December 28, 2024, we had an interest accrual of $16.1 million on the Senior Secured Notes which was paid in February 2025. As of March 29, 2025, we had accrued $4.6 million which was paid in August 2025. The change in prepaid expenses and other current assets is primarily a result of an increase in prepaid taxes.

Net cash used in investing activities was $28.3 million for the thirteen weeks ended April 4, 2026 and $19.4 million for the thirteen weeks ended March 29, 2025. Expenditure in both periods consisted primarily of investments in new stores, offsite processing and information technology, as well as capital maintenance expenditures.

Net cash used in financing activities was $14.3 million for the thirteen weeks ended April 4, 2026, which primarily reflected $10.3 million of share repurchases.

Net cash used in financing activities was $58.5 million for the thirteen weeks ended March 29, 2025, which consisted primarily of a $44.5 million principal payment on the Senior Secured Notes and $11.8 million of share repurchases.

Our unaudited interim condensed consolidated financial statements and the accompanying notes thereto included elsewhere in this Quarterly Report are prepared in accordance with GAAP. Preparation of our unaudited interim condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, expenses and various other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from our estimates under different assumptions or conditions. To the extent that there are differences between our estimates and actual results, our future financial statement presentation, financial condition, results of operations and cash flows will be affected. We believe that the assumptions and estimates, as set forth in our 2025 Annual Report on Form 10-K, associated with income taxes have the greatest potential impact on our unaudited interim condensed consolidated financial statements. Accordingly, we believe this policy is most critical to aid in fully understanding and evaluating our unaudited interim condensed consolidated financial statements. There have been no material changes to our critical accounting estimates as disclosed in our 2025 Annual Report on Form 10-K.

See Note 2. Summary of Significant Accounting Policies to our Notes to Interim Condensed Consolidated Financial Statements (unaudited) included in this Quarterly Report on Form 10-Q for a description of recently issued accounting pronouncements not yet adopted.

In the normal course of business, we are exposed to various market risks. Our primary market risks are interest rate risk associated with our variable rate debt and foreign currency exchange risk associated with our operations in Canada and Australia. We continually monitor these risks, regularly consider which risks need active management and, when appropriate, develop targeted risk management strategies. We manage our exposure to changes in interest rates and foreign exchange rates through the use of derivative financial instruments with the objective of reducing potential income statement, cash flow and market exposures. We use derivative financial instruments solely to mitigate market exposure and not for trading or speculative purposes. Refer to Note 5. Derivative Financial Instruments for additional information.

Changes in interest rates affect the amount of interest due on our variable rate debt. As of April 4, 2026, we had variable rate borrowings on the 2025 Senior Secured Credit Facilities of $728.1 million and no advances under our 2025 Revolving Credit Facility. We currently use Term SOFR as a reference rate for our variable rate debt, and any future increases in Term SOFR will inherently result in an increase in interest expense and cash paid toward interest.

We performed a sensitivity analysis to determine the effect of interest rate fluctuations on our interest expense. A hypothetical 1 percentage point increase in Term SOFR would result in an increase to interest expense of $7.3 million over 12 months based on amounts outstanding and interest rates in effect as of April 4, 2026.

In September 2025, we executed interest rate swaps to reduce our exposure to fluctuations in interest rates by effectively converting a portion of our floating-rate debt to a fixed-rate basis. Based on the notional amount of interest rate swaps in effect and the amounts borrowed as of April 4, 2026, our exposure to future interest rate fluctuations will be reduced by 78.4%. The interest rate swaps are scheduled to mature on June 29, 2029.

In addition to our U.S. business, we operate in Canada and Australia. Operations conducted entirely in each jurisdiction use that jurisdiction’s currency as their functional currency and changes in foreign exchange rates affect the translation of the results of these businesses into the USD, which is the reporting currency of the Company. For the thirteen weeks ended April 4, 2026, approximately 39.6% of our net sales were denominated in a currency other than the USD. For the thirteen weeks ended April 4, 2026, a hypothetical 10% strengthening of the USD to the CAD would decrease our net sales by $13.1 million, and a hypothetical 10% weakening of the USD to the CAD would increase our net sales by $16.1 million. A hypothetical 10% change in the relative fair value of the USD to the AUD would not have a material impact on our operations. We will be susceptible to fluctuations in the USD compared to the CAD and the AUD if we do not hedge our exchange rate exposure. As such, we seek to manage the risk from changes in foreign currency exchange rates through the use of forward contracts, which are maintained on a rolling 12-month basis.

As of April 4, 2026, $298.0 million of our USD-denominated borrowings is owed by one of our Canadian subsidiaries whose functional currency is the CAD. These borrowings expose the Company to earnings volatility due to remeasurement. For the thirteen weeks ended April 4, 2026, a hypothetical 10% strengthening of the USD to the CAD would decrease net income by $27.1 million. For the thirteen weeks ended April 4, 2026, a hypothetical 10% weakening of the USD to the CAD would increase net income by $33.1 million. In September 2025, we executed cross currency swaps to effectively convert $200.0 million of the USD-denominated borrowings into CAD-denominated borrowings. The cross-currency swaps are scheduled to mature on June 29, 2029.

Management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the 1934 Act) as of April 4, 2026. Based on the evaluation of the design and operation of our disclosure controls and procedures, our CEO and CFO concluded that our disclosure controls and procedures were effective as of April 4, 2026 to provide reasonable assurance that information required to be disclosed by us in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported in a timely manner, and accumulated and communicated to management, including our CEO and CFO, to allow timely decisions regarding required disclosure.

During the thirteen weeks ended April 4, 2026, there was no change in our internal controls over financial reporting, as defined under Rule 13a-15 under the Exchange Act, that has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

Our management, including our CEO and CFO, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Our control systems are designed to provide such reasonable assurance of achieving their objectives. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our Company have been detected. These inherent limitations include, but are not limited to, the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake.

Information regarding legal proceedings is incorporated by reference from Note 10 to our unaudited interim condensed consolidated financial statements included in this Form 10-Q under the heading “Commitments and Contingencies.”

Factors that could cause our actual results to differ materially from those in this report are any of the risks disclosed in our Annual Report on Form 10-K, which was filed with the SEC on February 20, 2026. There have been no material changes from the risk factors previously disclosed. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.

(a)Recent Sales of Unregistered Securities

None.

(b)Use of Proceeds

None.

(c)Issuer Purchases of Equity Securities

The following table sets forth information concerning our purchases of common stock for the periods indicated (in thousands, except share and per share amounts):

(a)On October 30, 2025, the Company announced the authorization of a new share repurchase program of up to $50 million of the Company’s common stock (the “2025 Share Repurchase Program”). The 2025 Share Repurchase Program became effective as of November 9, 2025 and expires on November 8, 2027. Under the 2025 Share Repurchase Program, the Company may purchase shares from time to time in compliance with applicable securities laws, that may include Exchange Act Rule 10b-18 and Exchange Act Rule 10b5-1. There was $31.2 million remaining under the 2025 Share Repurchase Program as of April 4, 2026.

(a) None.

(b) None.

Not applicable.

During the thirteen weeks ended April 4, 2026, the adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our executive officers and directors, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (“Rule 10b5-1 Plan”), were as follows:

Mark Walsh, Chief Executive Officer and a member of our Board of Directors, entered into a Rule 10b5-1 Plan on March 17, 2026. Mr. Walsh’s plan provides for the sale of up to 445,000 shares of Savers common stock related to the exercise of vested stock options and the vesting of restricted stock units. The plan becomes effective on June 16, 2026 and expires on September 1, 2026, or upon earlier completion of all authorized transactions under the plan.

Michael Maher, Chief Financial Officer and Treasurer, entered into a Rule 10b5-1 Plan on March 2, 2026. Mr. Maher’s plan provides for the sale of up to 49,742 shares of Savers common stock related to the exercise of vested stock options and the vesting of restricted stock units. The plan becomes effective on June 2, 2026 and expires on February 26, 2027, or upon earlier completion of all authorized transactions under the plan.

Richard Medway, General Counsel, Chief Compliance Officer and Secretary, entered into a Rule 10b5-1 Plan on March 18, 2026. Mr. Medway’s plan provides for the potential exercise of vested stock options and the associated sale of up to 160,000 shares of Savers common stock. The plan becomes effective on July 17, 2026 and expires on December 17, 2026, or upon earlier completion of all authorized transactions under the plan.

Mindy Geisser, Chief People Services Officer, entered into a 10b5-1 Plan on March 18, 2026. Ms. Geisser’s plan provides for the potential exercise of vested stock options and the associated sale of up to 150,000 shares of Savers common stock. The plan becomes effective on July 6, 2026 and expires on January 6, 2027, or upon earlier completion of all authorized transactions under the plan.

The exhibits listed below are filed as part of this Quarterly Report on Form 10-Q.

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