10q10k10q10k.net

What changed in SIGNET JEWELERS LTD's 10-K — 2024 vs 2025

vs

Paragraph-level year-over-year comparison of SIGNET JEWELERS LTD's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+522 added−563 removedSource: 10-K (2025-03-19) vs 10-K (2024-03-21)

Top changes in SIGNET JEWELERS LTD's 2025 10-K

522 paragraphs added · 563 removed · 378 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

102 edited+36 added−62 removed28 unchanged
Biggest changeThese efforts include development and implementation of innovative store concepts to improve the in-store shopping experience, execution of opportunistic store relocations and store closures aimed at under-performing stores, and reducing the Company’s mall-based exposure. 8 Table of Contents The store activity was as follows for Fiscal 2024 and Fiscal 2023: February 3, 2024 Openings (1) Closures (1) (3) January 28, 2023 Openings (1) (4) Closures (1) January 29, 2022 North America segment: Mall (2) 1,485 5 (71) 1,551 51 (102) 1,602 Off-mall and outlet 926 18 (16) 924 32 (12) 904 Total North America segment store activity 2,411 23 (87) 2,475 83 (114) 2,506 International segment store activity 287 10 (56) 333 2 (17) 348 Signet total 2,698 33 (143) 2,808 85 (131) 2,854 North America Total net selling square feet (thousands) (2) 3,765 3,818 3,784 Increase (decrease) in net store selling space (1.4) % 0.9 % 0.5 % International Total net selling square feet (thousands) 330 390 405 Decrease in net store selling space (15.4) % (3.7) % (0.7) % (1) Includes 13 store repositions in Fiscal 2024 and 23 repositions in Fiscal 2023.
Biggest changeThese efforts include development and implementation of innovative store concepts to improve the in-store shopping experience, execution of opportunistic store relocations and store closures aimed at under-performing stores, and reducing the Company’s mall-based exposure. 7 Table of Contents Store activity was as follows for Fiscal 2025 and Fiscal 2024: January 28, 2023 Openings (1) Closures (1) (2) February 3, 2024 Openings (1) Closures (1) February 1, 2025 North America segment: Mall (3) 1,551 5 (71) 1,485 4 (44) 1,445 Off-mall and outlet 924 18 (16) 926 16 (8) 934 Total North America segment store activity 2,475 23 (87) 2,411 20 (52) 2,379 International segment store activity 333 10 (56) 287 — (24) 263 Total Signet store activity 2,808 33 (143) 2,698 20 (76) 2,642 North America segment: Total net selling square feet (thousands) 3,818 3,765 3,748 Increase (decrease) in net store selling space 0.9 % (1.4) % (0.5) % International segment: Total net selling square feet (thousands) 390 330 307 Decrease in net store selling space (3.7) % (15.4) % (7.0) % (1) Includes 2 store repositions in Fiscal 2025 and 13 repositions in Fiscal 2024.
Investments in our people, such as training, allows us to recruit and retain exceptional candidates from other retailers and industries and efficiently provide them with new skills and experiences regarding Signet values, leadership traits and jewelry knowledge. The Week One Experience is an immersive, 40-hour training for all full-time team members across our Kay, Jared, Peoples and Zales banners.
Investments in our people, such as training, allows us to recruit and retain exceptional candidates from other retailers and industries and efficiently provide them with new skills and experiences regarding Signet values, leadership traits and jewelry knowledge. The Week One Experience is an immersive, 40-hour training for all full-time team members across our Kay, Jared, Peoples and Zales brands.
The cost of raw materials is only part of the costs involved in determining the retail selling price of jewelry, with labor costs and assembly costs from third-party vendors also being significant factors. 11 Table of Contents Diamond sourcing Signet procures its diamonds mostly as finished jewelry and, to a smaller extent, as loose polished diamonds and rough diamonds which are in turn polished.
The cost of raw materials is only part of the costs involved in determining the retail selling price of jewelry, with labor costs and assembly costs from third-party vendors also being significant factors. 10 Table of Contents Diamond sourcing Signet procures its diamonds mostly as finished jewelry and, to a smaller extent, as loose polished diamonds and rough diamonds which are in turn polished.
Every Jared also has an on-site Design & Service Center, which service multiple banners, and specialize in repairs of jewelry and the creation of custom jewelry designs for our guests (refer to Services section below). Jared locations are typically free-standing sites with high visibility and traffic flow, positioned close to major roads within shopping developments.
Every Jared also has an on-site Design & Service Center, which service multiple brands, and specialize in repairs of jewelry and the creation of custom jewelry designs for our guests (refer to Services section below). Jared locations are typically free-standing sites with high visibility and traffic flow, positioned close to major roads within shopping developments.
The execution of our Inspiring Brilliance business strategy is supported by our confidence in the Signet team and our commitment to their overall success and personal growth. We believe that thriving and engaged team members are integral to Signet’s success. By focusing on strong people practices, we foster improved retention rates and a better-trained workforce to delight our customers.
The execution of our business strategy is supported by our confidence in the Signet team and our commitment to their overall success and personal growth. We believe that thriving and engaged team members are integral to Signet’s success. By focusing on strong people practices, we foster improved retention rates and a better-trained workforce to delight our customers.
Peoples Jewellers (“Peoples”) Peoples is Canada’s largest specialty jewelry retailer and is positioned as “Canada’s #1 Diamond Store” emphasizing its diamond business while also offering a wide selection of gold jewelry, gemstone jewelry and watches. Peoples operates primarily in shopping malls and online. Peoples accounted for 3% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 3%).
Peoples Jewellers (“Peoples”) Peoples is Canada’s largest specialty jewelry retailer and is positioned as “Canada’s #1 Diamond Store” emphasizing its diamond business while also offering a wide selection of gold jewelry, gemstone jewelry and watches. Peoples operates primarily in shopping malls and online. Peoples accounted for 3% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 3%).
Zales is positioned as the style and self-expression fine jewelry authority, an emphasis on fashion-oriented bridal, gifting and self-purchase consumers offering a broad range of bridal, diamond solitaire, fashion jewelry and watches. Zales accounted for 18% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 18%).
Zales is positioned as the style and self-expression fine jewelry authority, an emphasis on fashion-oriented bridal, gifting and self-purchase consumers offering a broad range of bridal, diamond solitaire, fashion jewelry and watches. Zales accounted for 18% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 18%).
Diamonds Direct accounted for 6% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 6%). Banter by Piercing Pagoda (“Banter”) Banter invites confident creatives to explore their styles with curated jewelry and piercing services. The assortment includes fashion gold, silver and diamond jewelry.
Diamonds Direct accounted for 6% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 6%). Banter by Piercing Pagoda (“Banter”) Banter invites confident creatives to explore their styles with curated jewelry and piercing services. The assortment includes fashion gold, silver and diamond jewelry.
Raw materials The Company’s costs, as with the jewelry industry as a whole, are generally affected by fluctuations in the price and supply of natural and lab-created diamonds, gold and, to a much lesser extent, other precious and semi-precious metals and stones.
Raw materials The Company’s costs, as with the jewelry industry as a whole, are generally affected by fluctuations in the price and supply of natural and lab-grown diamonds, gold and, to a much lesser extent, other precious and semi-precious metals and stones.
Signet manages its business by geography, a description of which follows: • The North America reportable segment operates nine banners, with the majority operating through both online and brick and mortar retail operations.
Signet manages its business by geography, a description of which follows: • The North America reportable segment operates nine brands, with the majority operating through both online and brick and mortar retail operations.
Samuel and Ernest Jones. Certain Company activities are managed in the “Other” segment for financial reporting purposes, primarily the Company’s diamond sourcing operation and its diamond polishing factory in Botswana. See Note 5 of Item 8 for additional information regarding the Company’s reportable segments. Competition and Signet’s Competitive Strengths Jewelry retailing is highly fragmented and competitive.
Certain Company activities are managed in the “Other” reportable segment for financial reporting purposes, primarily the Company’s diamond sourcing operation and its diamond polishing factory in Botswana. See Note 5 of Item 8 for additional information regarding the Company’s reportable segments. Competition and Signet’s Competitive Strengths Jewelry retailing is highly fragmented and competitive.
Zales Jewelers (“Zales”) Zales is the third largest specialty retail jewelry brand in the US based on sales. Zales operates primarily in shopping malls, outlet malls, neighborhood power centers and online.
Zales Jewelers (“Zales”) Zales is the fourth largest specialty retail jewelry brand in the US based on sales. Zales operates primarily in shopping malls, outlet malls, neighborhood power centers and online.
While the Company maintains its strong media presence during traditional time-based holidays (e.g., Valentine’s Day, Mother’s Day, and the Holiday Season), Signet has also expanded its visibility in milestone gifting occasions (e.g., birthdays and anniversaries) and in targeted “always on” bridal messaging. The individual Signet banners are highly focused on driving differentiated banner value propositions across all customer touchpoints.
While the Company maintains its strong media presence during traditional time-based holidays (e.g., Valentine’s Day, Mother’s Day, and the Holiday Season), Signet has also expanded its visibility in milestone gifting occasions (e.g., birthdays and anniversaries) and in targeted “always on” bridal messaging. The individual Signet brands are highly focused on driving differentiated brand value propositions across all customer touchpoints.
Our success depends on our ability to attract, develop, and retain highly engaged and motivated team members who are deeply connected to our Purpose of Inspiring Love.
Our success depends on our ability to attract, develop, and retain highly engaged, high performing and motivated team members who are deeply connected to our Purpose of Inspiring Love.
In Fiscal 2024, Signet is proud to be certified by Great Place to Work ® for the fourth consecutive year which reflects the pride, engagement, and enthusiasm of our team members throughout our organization. We attribute this accolade to our focus on our Purpose, company culture, team member engagement and our overall human capital management strategy.
In Fiscal 2025, Signet is proud to be certified by Great Place to Work ® for the fifth consecutive year which reflects the pride, engagement, and enthusiasm of our team members throughout our organization. We attribute this accolade to our focus on our Purpose, company culture, team member engagement and our overall human capital management strategy.
Banter has continued to expand its facial piercing offerings with the introduction of hollow needle piercing in select markets, seeing opportunity to leverage this growing trend. Banter also launched Permanent Jewelry in 160 locations and continues to expand its services. Banter accounted for 5% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 5%).
Banter has continued to expand its facial piercing offerings with the introduction of hollow needle piercing in select markets, seeing opportunity to leverage this growing trend. Banter also offers Permanent Jewelry in 160 locations and continues to expand its services. Banter accounted for 5% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 5%).
Of team members surveyed, 88% of Signet team members responded, "People here are treated fairly regardless of their race” and 91% of Signet team members responded, “People here are treated fairly regardless of their sexual orientation.” Furthermore, we recognize the diversity of our customers and strive to have a workforce that is representative of the communities where we live and work.
Of team members surveyed, 90% of Signet team members responded, "People here are treated fairly regardless of their race” and 92% of Signet team members responded, “People here are treated fairly regardless of their sexual orientation.” Furthermore, we recognize the diversity of our customers and strive to have a workforce that is representative of the communities where we live and work.
This program will enable the Company to activate cookie-less data to follow up on previous purchases and anticipate customer needs. We also personalize our messaging and onsite experiences based on our customer's purchasing preferences and behavior to build stronger connections and increase purchase confidence.
This program has enabled the Company to activate cookie-less data to follow up on previous purchases and anticipate customer needs. We also personalize our messaging and onsite experiences based on our customer's purchasing preferences and behavior to build stronger connections and increase purchase confidence.
Buying loose diamonds helps allow Signet’s buyers to gain a detailed understanding of the manufacturing cost structures and, in turn, leverage that knowledge to negotiate better prices for the supply of finished products. Signet continues to take steps to advance its vertical integration, which includes natural and lab-created rough diamond sourcing and processing.
Buying loose diamonds allows Signet’s buyers to gain a detailed understanding of the manufacturing cost structures and, in turn, leverage that knowledge to negotiate better prices for the supply of finished products. Signet continues to take steps to advance its vertical integration, which includes natural and lab-grown rough diamond sourcing and processing.
To that end, the Company integrates its 2030 Corporate Sustainability Goals (“CSGs”) into its business strategy, further strengthening Signet’s Corporate Citizenship and Sustainability leadership across the jewelry category value chain. The Company’s CSGs are aligned with the UN Sustainable Development Goals in areas where Signet can have the most impact.
To that end, the Company’s 2030 Corporate Sustainability Goals (“CSGs”) and its business strategy are mutually reinforcing, further strengthening Signet’s Corporate Citizenship and Sustainability leadership across the jewelry category value chain. The Company’s CSGs are aligned with the UN Sustainable Development Goals in areas where Signet can have the most impact.
Through Signet’s partnerships, the Company is able to offer a range of financing, leasing, and payment opportunities across most of its banners. The Company continues to source and develop new options to meet its customer’s needs across the various merchandise price points.
Through Signet’s partnerships, the Company is able to offer a range of financing, leasing, and payment opportunities across most of its brands. The Company continues to source and develop new options to meet its customers’ needs across the various merchandise price points.
The Company primarily polishes natural rough diamonds it procures in Signet’s Botswana factory, and lab-created rough diamonds the Company procures are polished at third-party factories. Signet purchases finished product where management has identified compelling value based on product design, cost and availability, among other factors.
The Company primarily polishes natural rough diamonds it procures in its Gaborone, Botswana factory, and lab-grown rough diamonds the Company procures are polished at third-party factories. Signet purchases finished product where management has identified compelling value based on product design, cost and availability, among other factors.
Since 2018, based the average of the of the above sources, the industry annual growth rate has been 2%. TRADEMARKS AND TRADE NAMES Signet is not dependent on any material patents or licenses in any of its segments.
Since 2020, based on the average of the above sources, the industry annual growth rate has been 9%. TRADEMARKS AND TRADE NAMES Signet is not dependent on any material patents or licenses in any of its segments.
Signet has several well-established trademarks and trade names which are significant in maintaining its reputation and competitive position in the jewelry retailing industry.
Signet has several well-established trademarks and trade names associated with its brands which are significant in maintaining its reputation and competitive position in the jewelry retailing industry.
Suppliers In Fiscal 2024, the five largest suppliers collectively accounted for approximately 20% of total purchases, with the largest supplier comprising approximately 5%. Signet transacts business with suppliers on a worldwide basis at various stages of the supply chain with third party diamond cutting and jewelry manufacturing being predominantly carried out in Asia.
Suppliers In Fiscal 2025, the five largest suppliers collectively accounted for approximately 21% of total purchases, with the largest supplier comprising approximately 6%. Signet transacts business with suppliers on a worldwide basis at various stages of the supply chain with third party diamond cutting and jewelry manufacturing being predominantly carried out in Asia.
The scope of the HCM Committee underscores our focus on the quality, performance, retention and development of our team. Signet’s HCM Committee, in collaboration with the CCS Committee, oversees diversity, equity and inclusion, team member engagement and team member experience practices. MARKETS Signet operates primarily in the US, Canada and UK markets.
The scope of the HCMC Committee underscores our focus on the quality, performance, retention and development of our team. Signet’s HCMC Committee, in collaboration with the CCS Committee, oversees our culture of inclusion, team member engagement and team member experience practices. MARKETS Signet operates primarily in the US, Canada and UK markets.
These offerings and partnerships allow the Company to focus on its core business of being the premier jewelry partner for its customers. Comenity Bank and Comenity Capital Bank (collectively “Comenity”) provide credit and services to the Kay, Jared, Zales and Banter banners. Concora Credit (“Concora”, formerly Genesis Financial Solutions) provides a second look program for applicants declined by Comenity.
These offerings and partnerships allow the Company to focus on its core business of being the premier jewelry partner for its customers. Comenity Bank and Comenity Capital Bank (collectively “Comenity”) provide credit and services to the Kay, Jared, Zales and Banter brands. Concora Credit Inc. (“Concora”) provides a second look program for applicants declined by Comenity.
In addition to the core strengths noted above, Signet believes its competitive advantages include strong awareness for each banner, superior customer experience, branded differentiated and exclusive merchandise, data-driven marketing and advertising, a diversified real estate portfolio, an efficient and flexible supply chain, and services including financing and lease purchase options, extended service plans, repair and custom design, and piercing, among others.
In addition to the core strengths noted above, Signet believes its competitive advantages include strong awareness for each brand, superior customer experience, branded differentiated and exclusive merchandise, data-driven marketing and advertising, a diversified real estate portfolio, an efficient and flexible supply chain, a range of customer financing options, and services such as extended service plans, repair, custom design, and piercing, among others.
Signet also leverages "virtual inventory" through supplier relationships that enable the Company to display suppliers' inventories on the banner websites for customers to purchase while not physically holding the items in its inventory. Virtual inventory expands the choice of merchandise available to customers both online and in-store.
Signet also leverages "virtual inventory" through supplier relationships that enable the Company to display certain suppliers' inventories on brand websites for customers to purchase while not physically holding the items in its inventory. Virtual inventory expands the choice of merchandise available to customers online.
The Company’s CSGs provide a roadmap for Signet’s commitment to sustainability. Under the heading “Love for Our Team,” the Chief People Officer is responsible for critical CSGs in the areas of Employer of Choice, Community of Inclusiveness, and Purpose and Appreciation.
Vision for the future As noted in the Purpose and Strategy section, the Company’s CSGs provide a roadmap for Signet’s commitment to sustainability. Under the heading “Love for Our Team,” the Chief People Officer is responsible for critical CSGs in the areas of Employer of Choice, Community of Inclusiveness, and Purpose and Appreciation.
Kay is positioned as the champion of modern love and gratitude, the #1 US jeweler for bridal and all occasion-based gifting offering a broad assortment of fine jewelry including bridal, diamond solitaire, fashion jewelry and watches. Kay accounted for 36% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 36%).
Kay is positioned as the champion of modern love and gratitude, and the destination for bridal and all occasion-based gifting offering a broad assortment of fine jewelry including bridal, diamond solitaire, fashion jewelry and watches. Kay accounted for 37% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 36%).
In addition to its compensation governance responsibilities, the HCM Committee provides oversight on behalf of the Board to overall management of human capital including culture, diversity, equity and inclusion, executive compensation programs, benefits and well-being strategy, talent management (attraction, development, and retention), performance management, and succession planning.
In addition to its compensation governance responsibilities, the HCMC Committee provides oversight on behalf of the Board to overall management of human capital including culture, inclusion, executive 15 Table of Contents compensation programs, benefits and well-being strategy, talent management (attraction, development, and retention), performance management, and succession planning.
Connected Commerce Strategies • Invest in technologies and digital capabilities to enhance the customer journey, including AI-driven conversational commerce, virtual product try-ons, visual search tools, configuration capability, flexible payment options, jewelry-related services, personalization/behavioral targeting, creative execution, and brand differentiation. • Prioritize customer-centric delivery options, including BOPIS, curbside pickup, same-day delivery, quick ship, ship from store and ship to UPS Access Points.
Connected Commerce Strategies The Company has the following connected commerce strategies: • Invest in technologies and digital capabilities to enhance the customer journey, including AI-driven conversational commerce and on-site search, virtual product try-ons, configuration capability, flexible payment options, jewelry-related services, personalization/behavioral targeting, creative execution, and brand differentiation. • Prioritize customer-centric delivery options, including BOPIS, curbside pickup, same-day delivery and ship to UPS Access Points.
Signet’s objective with this initiative is to secure additional, reliable and consistent supplies of diamonds for customers worldwide while achieving further efficiencies in the supply chain. Signet contracts with factories in India for polishing of rough lab-created diamonds it procures from producers. Signet owns a natural diamond polishing factory in Gaborone, Botswana.
Signet’s objective with this initiative is to secure additional, reliable and consistent supplies of diamonds for customers worldwide while achieving further efficiencies in the supply chain. Signet contracts with factories in India for polishing of rough lab-grown diamonds it procures from producers and polishes natural diamonds in its Botswana factory.
The lifetime repair service plans cover services such as ring sizing, refinishing and polishing, rhodium plating of white gold, earring repair, chain soldering and the resetting of diamonds and gemstones that arise due to the normal usage of the merchandise or a replacement option if the merchandise cannot be repaired.
The Company offers lifetime repair service plans for both bridal and fashion merchandise, which cover services such as ring sizing, refinishing and polishing, rhodium plating of white gold, earring repair, chain soldering, engraving for bridal merchandise, and the resetting of diamonds and gemstones that arise due to the normal usage of the merchandise or a replacement option if the merchandise cannot be repaired.
Below is a summary of the payment participation rate in North America which reflects activity for Signet’s outsourced credit program in North America for Kay, Jared, Zales and Banter customers, as well as lease purchase customers: (dollars in millions) Fiscal 2024 Fiscal 2023 Total North America sales (1) $ 5,599.6 $ 6,189.8 Credit, lease and Affirm purchase sales $ 2,463.0 $ 2,734.2 Credit, lease and Affirm purchase sales as % of total eligible North America sales (1) 44.0 % 44.2 % (1) Excludes Diamonds Direct, digital banners and Rocksbox, as these banners do not participate in the Company’s financing programs discussed above.
Below is a summary of the payment participation rate in North America which reflects activity for Signet’s outsourced credit program in North America for Kay, Jared, Zales, Peoples and Banter customers, as well as lease purchase customers: (dollars in millions) Fiscal 2025 Fiscal 2024 Total North America sales (1) $ 5,325.7 $ 5,599.6 Credit, lease and Affirm purchase sales $ 2,268.2 $ 2,463.0 Credit, lease and Affirm purchase sales as % of total eligible North America sales (1) 42.6 % 44.0 % (1) Excludes Diamonds Direct, Digital brands and Rocksbox, as these brands do not participate in the Company’s financing programs discussed above.
A full list of Signet’s CSGs is published on the Company’s corporate website and an annual progress report on the CSGs is included in the Company’s annual Corporate Citizenship and Sustainability report. Employees and demographics As of February 3, 2024, the number of global team members employed at Signet was 27,991 as compared to 29,660 at January 28, 2023.
A full list of Signet’s CSGs is published on the Company’s corporate website and an annual progress report on the CSGs is included in the Company’s annual Corporate Citizenship and Sustainability report. Employees and demographics As of February 1, 2025, the number of global team members employed at Signet was 27,595 as compared to 27,991 at February 3, 2024.
The acquisition of Diamonds Direct in Fiscal 2022 furthers Signet’s accessible luxury positioning with a distinct focus on bridal, appealing to a higher income customer and delivers higher average price points compared to other banners. Diamonds Direct’s stores are typically located in desirable off-mall sites proximate to high-end, destination centers alongside strong performing upscale retailers.
Diamonds Direct enhances Signet’s accessible luxury positioning with a distinct focus on bridal, appealing to a higher income customer and delivers higher average price points compared to other brands. Diamonds Direct’s stores are typically located in desirable off-mall sites proximate to high-end, destination centers alongside strong performing upscale retailers.
For more information about Signet’s Citizenship & Sustainability strategy and programs, please refer the Company’s corporate website at www.signetjewelers.com/sustainability which is not, and shall not be deemed to be, a part of this Form 10-K or incorporated into any of our other filings made with the US Securities and Exchange Commission (the “SEC”). 6 Table of Contents OVERVIEW Signet is the world’s largest retailer of diamond jewelry.
For more information about Signet’s Citizenship & Sustainability strategy and programs, please refer the Company’s corporate website at www.signetjewelers.com/sustainability which is not, and shall not be deemed to be, a part of this Form 10-K or incorporated into any of our other filings made with the US Securities and Exchange Commission (the “SEC”).
Banner leaders as well as functional leaders in Corporate Communications & Sustainability, Finance, Human Resources, Information Technology (“IT”), Legal, Marketing, Merchandising and Supply Chain are responsible for achieving short-term and long-term goals. Signet released its annual update on its CSGs in its Fiscal 2023 Corporate Citizenship and Sustainability report published in June 2023.
Brand leaders as well as functional leaders in Corporate Communications & Sustainability, Finance, Human Resources, IT, Legal, Marketing, Merchandising and Supply Chain are responsible for achieving short-term and long-term goals. Signet released its annual update on CSGs in its Fiscal 2024 Corporate Citizenship and Sustainability report published in June 2024.
As a result of this partnership, the membership and participation rate for Signet’s Business Resource Groups increased more than 40% from Fiscal 2023 to Fiscal 2024. 15 Table of Contents As part of our commitment to continued enhancements in our diversity, equity, and inclusion efforts, we provide team members annual training in various areas that support building a more inclusive workplace.
As a result of this partnership, the membership and participation rate for Signet’s Business Resource Groups increased 15% from Fiscal 2024 to Fiscal 2025. As part of our commitment to continued enhancements in our inclusion and belonging efforts, we provide team members annual training in various areas that support building a more inclusive and collaborative workplace.
Vera Wang Love®, Neil Lane®, Disney Enchanted®). Signet believes that the development of branded differentiated and exclusive merchandise raises the profile of its banners, helps to drive sales and provides its well-trained jewelry consultants with a powerful selling proposition. Digital marketing and national television advertisements include elements that drive brand awareness and purchase intent.
Signet believes that the development of branded differentiated and exclusive merchandise raises the profile of its brands, helps to drive sales and provides its well-trained jewelry consultants with a powerful selling proposition. Digital marketing and national television advertisements include elements that drive brand awareness and purchase intent.
Jared The Galleria Of Jewelry (“Jared”) Jared is the fourth largest US specialty retail jewelry brand by sales and is a leading off-mall destination specialty retail jewelry store chain. Jared is positioned to curate an “accessible luxury” assortment and additional services to appeal to a higher income customer and deliver higher average price points than Kay and Zales.
Jared Jewelers (“Jared”) Jared is the fifth largest US specialty retail jewelry brand by sales and is a leading off-mall destination specialty retail jewelry store chain. Jared is positioned to curate an accessible luxury assortment and additional services to appeal to a higher income customer and deliver higher average price points than Kay and Zales.
Ernest Jones accounted for 3% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 3%). 10 Table of Contents Products and merchandising Signet believes that a competitive strength is its industry-leading merchandising. Merchandise selection, innovation, availability and value are all critical success factors.
Ernest Jones accounted for 2% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 3%). 9 Table of Contents Products and merchandising Signet believes that one of its competitive strengths is its industry-leading merchandising. Merchandise selection, innovation, availability and value are all critical success factors.
Adverse effects of climate change, such as extreme weather events, particularly over a prolonged period, could negatively impact the Company’s business and results of operations if such conditions limit our consumers’ ability to access our stores, cause our consumers to limit discretionary spending, or disrupt our supply chains or distribution channels.
Adverse effects of climate change, such as extreme weather events, particularly over a prolonged period, could negatively impact the Company’s business and results of operations if such conditions limit our consumers’ ability to access our stores, cause our consumers to limit discretionary spending, or disrupt our supply chains or distribution channels. 16 Table of Contents Adverse effects of climate change may increase the costs of diamond mining and diamond processing, including cutting and polishing.
Merchandise is categorized as non-branded, third-party branded, and branded differentiated and exclusive. Non-branded merchandise includes items and styles such as bracelets, gold necklaces, solitaire diamond rings, and diamond stud earrings. Branded differentiated and exclusive merchandise are items that are branded and exclusive to Signet within its marketplaces, or that are not widely available from other jewelry retailers (e.g.
Non-branded merchandise includes items and styles such as bracelets, gold necklaces, solitaire diamond rings, and diamond stud earrings. Branded differentiated and exclusive merchandise are items that are branded and exclusive to Signet within its marketplaces, or that are not widely available from other jewelry retailers (e.g. Vera Wang Love ® , Neil Lane ® , Disney Enchanted ® ).
Some of these trademarks and trade names include the following: • Kay ® ; Kay Jewelers ® ; Kay Jewelers Outlet ® ; Jared ® ; Jared The Galleria Of Jewelry ® ; Jared Vault ® ; Jared Foundry TM ; Jared Atelier ® ; Every Kiss Begins with Kay ® ; Every Kiss TM ; Celebrate Life Express Love ® ; Leo ® ; The Leo Diamond TM ; Hearts Desire ® ; Chosen ® ; Ever Us ® ; James Allen ® ; Long Live Love ® ; Love Brilliantly ® ; Brilliant Moments ® ; Closer Together ® ; Vibrant Shades ® ; Love’s Radiance Collection ® ; Forever Connected™; Unstoppable Love ® ; Bold Reflections ® ; Vault Rewards ® ; Diamonds Direct ® ; Your Love.
Some of these trademarks and trade names include the following: • Kay ® ; Kay Jewelers ® ; Kay Jewelers Outlet ® ; Jared ® ; Jared The Galleria Of Jewelry ® ; Jared Vault ® ; Jared Jewelers TM ; Jared Foundry TM ; Jared Atelier ® ; Every Kiss Begins with Kay ® ; Every Kiss ® ; Celebrate Life Express Love TM ; Leo ® ; The Leo Diamond TM ; Chosen ® ; Ever Us ® ; James Allen ® ; Brilliant Moments ® ; Unstoppable Love ® ; Bold Reflections ® ; Vault Rewards ® ; Diamonds Direct ® ; Your Love.
Fiscal 2023 excludes Blue Nile. 14 Table of Contents February 3, 2024 January 28, 2023 Headcount by status Full-time 14,297 14,475 Part-time 10,342 10,704 Total 24,639 25,179 Demographic information By Gender Women 72.9 % 72.9 % Men 26.0 % 25.8 % Chose not to identify 1.1 % 1.3 % By Race/Ethnicity Number of Black or African American employees 13.4 % 13.3 % Number of American Indian and Alaska Native employees 0.8 % 0.8 % Number of Asian employees 6.5 % 5.6 % Number of Caucasian and White employees 49.6 % 50.6 % Number of Hispanic and Latino employees 15.9 % 15.2 % Number of Native Hawaiian and Other Pacific Islander employees 0.4 % 0.5 % Number of employees of two or more races 3.6 % 3.6 % Number of employees of unknown ethnicities 9.8 % 10.4 % Diversity, equity, and inclusion Inspired by our Purpose and by our core value of “People First,” we value building a diverse workforce, embracing different perspectives, and fostering an inclusive, empowering work environment where our team members feel they belong and customers feel welcomed.
February 1, 2025 February 3, 2024 Headcount by status Full-time 13,986 14,297 Part-time 10,531 10,342 Total North America team members 24,517 24,639 Demographic information By Gender Women 73.0 % 72.9 % Men 25.9 % 26.0 % Chose not to identify 1.1 % 1.1 % By Race/Ethnicity Number of Black or African American employees 13.8 % 13.4 % Number of American Indian and Alaska Native employees 0.8 % 0.8 % Number of Asian employees 6.6 % 6.5 % Number of Caucasian and White employees 48.7 % 49.6 % Number of Hispanic and Latino employees 16.6 % 15.9 % Number of Native Hawaiian and Other Pacific Islander employees 0.4 % 0.4 % Number of employees of two or more races 3.7 % 3.6 % Number of employees of unknown ethnicities 9.4 % 9.8 % Inclusive Culture Inspired by our Purpose and by our core value of “People First,” we value building a pluralistic workforce, embracing different perspectives, and fostering an inclusive, empowering work environment where our team members feel they belong and customers feel welcomed.
Two Board-level committees at Signet are responsible for monitoring climate change risks: (1) the Audit Committee oversees risks across the Company; and (2) the CCS Committee oversees enterprise-wide policy regarding Signet’s 2030 CSGs, including Signet’s aspiration to decrease greenhouse gas emissions and the CCS Committee oversees opportunities and risks that may significantly impact the Company’s CSGs and ESG objectives and related initiatives.
Two Board-level committees at Signet are responsible for monitoring climate risks: (1) the Audit Committee oversees all enterprise risks across the Company; and (2) the CCS Committee oversees enterprise-wide policy regarding Signet’s 2030 CSGs, including the Company plan to reduce greenhouse gas emissions, and provides management oversight for opportunities and risks that may significantly impact the Company’s sustainability objectives and related initiatives on business performance.
Details of gross advertising (i.e. advertising before vendor contributions) by segment is shown below: Fiscal 2024 Fiscal 2023 Fiscal 2022 (in millions) Gross advertising spending as a % of sales Gross advertising spending as a % of sales Gross advertising spending as a % of sales North America $ 508.8 7.6 % $ 536.4 7.4 % $ 508.6 7.0 % International 14.0 3.3 % 19.2 4.1 % 18.4 3.7 % Signet $ 522.8 7.3 % $ 555.6 7.1 % $ 527.0 6.7 % 12 Table of Contents Services The Company offers repair services to its customers that include both merchandise repairs and custom design services.
Details of gross advertising (i.e. advertising before vendor contributions) by segment is shown below: Fiscal 2025 Fiscal 2024 (in millions) Gross advertising spending as a % of sales Gross advertising spending as a % of sales North America $ 545.5 8.7 % $ 508.8 7.6 % International 14.6 3.9 % 14.0 3.3 % Signet $ 560.1 8.4 % $ 522.8 7.3 % 11 Table of Contents Services The Company offers repair services to its customers that include both merchandise repairs and custom design services and provide an important opportunity to build lifetime customer loyalty.
The segment had 2,319 locations in the US and 92 locations in Canada as of February 3, 2024. ◦ In the US, the segment operates under the following banners: Kay (Kay Jewelers and Kay Outlet); Zales (Zales Jewelers and Zales Outlet); Jared (Jared The Galleria Of Jewelry and Jared Vault); Banter by Piercing Pagoda; Diamonds Direct; Rocksbox; and digital banners, James Allen and Blue Nile. ◦ In Canada, the segment operates under the Peoples banner (Peoples Jewellers). • The International reportable segment had 287 locations in the UK, Republic of Ireland and Channel Islands as of February 3, 2024, and maintains an online retail presence for its principal banners, H.
The segment had 2,288 locations in the US and 91 locations in Canada as of February 1, 2025. ◦ In the US, the segment operates under the following brands: Kay (Kay Jewelers and Kay Outlet); Zales (Zales Jewelers and Zales Outlet); Jared (Jared Jewelers and Jared Vault); Banter by Piercing Pagoda; Diamonds Direct; Rocksbox; and Digital brands, James Allen and Blue Nile. ◦ In Canada, the segment operates under the Peoples brand (Peoples Jewellers). • The International reportable segment had 263 locations in the UK and Republic of Ireland as of February 1, 2025, and maintains an online retail presence for its principal brands, H.Samuel and Ernest Jones.
Our emphasis on rewarding our retail team members with competitive wages and benefits provides a compelling package. Signet has maintained a minimum wage of $15/hour for our US operations throughout multiple acquisitions since the fall of Fiscal 2022 and our full-time, hourly paid median employee, who is a jewelry consultant, earned $40,754 for Fiscal 2024 with commissions and incentives.
Signet has maintained a minimum wage of $15/hour for our US operations throughout multiple acquisitions since the fall of Fiscal 2022 and our full-time, hourly paid median employee, who is a jewelry consultant, earned $40,617 for Fiscal 2025 with commissions and incentives.
Our diamond polishing factory employees in Gaborone, Botswana are covered by a collective bargaining agreement (represents less than 1% of Signet’s total employees). None of our employees in the UK and North America are covered by collective bargaining agreements. Board oversight Signet’s Human Capital Management & Compensation (“HCM”) Committee plays an active role in overseeing our human capital management efforts.
None of our employees in the UK and North America are covered by collective bargaining agreements. Board oversight Signet’s Human Capital Management & Compensation (“HCMC”) Committee plays an active role in overseeing our human capital management efforts.
Signet is incorporated in Bermuda and its address and telephone number are shown on the cover of this document. The Company operated 2,698 retail locations as of February 3, 2024, which when combined with the Company’s digital capabilities under its Connected Commerce strategy, provides customers the opportunity to use both online and in-store experiences as part of their shopping journey.
OVERVIEW Signet is the world’s largest retailer of diamond jewelry and is incorporated in Bermuda. The Company operated 2,642 retail locations as of February 1, 2025, which when combined with the Company’s digital capabilities under its Connected Commerce strategy, provides customers the opportunity to use both online and in-store experiences as part of their shopping journey.
The Company is a DeBeers sightholder and receives contracted allocations of rough diamonds. Signet has also established a diamond liaison office in India and a diamond trading office in New York to further support its sourcing operation. Natural rough diamonds are purchased directly from the miners and then the stones are marked, cut and polished in Signet’s own polishing facility.
The Company is a De Beers sightholder and receives contracted allocations of rough natural diamonds. Signet has also established a diamond liaison office in India and a diamond trading office in New York to further support its sourcing operation.
Approximately 88% of the Company’s workforce was employed in North America. February 3, 2024 January 28, 2023 January 29, 2022 North America 24,639 25,794 27,162 UK 2,737 3,205 3,239 Other international 615 661 455 Total 27,991 29,660 30,856 The following table provides additional information related to the North America team members as of February 3, 2024 and January 28, 2023.
February 1, 2025 February 3, 2024 January 28, 2023 North America 24,517 24,639 25,794 UK 2,465 2,737 3,205 Other international 613 615 661 Total 27,595 27,991 29,660 13 Table of Contents The following table provides additional information related to the North America team members as of February 1, 2025 and February 3, 2024.
Our Passion ® ; Rocksbox ® ; and Blue Nile ® . • Zales ® ; Zales Jewelers™; Zales the Diamond Store ® ; Zales Outlet ® ; Gordon’s Jewelers ® ; Peoples Jewellers ® ; Peoples the Diamond Store ® ; Peoples Outlet the Diamond Store ® ; Piercing Pagoda ® ; Banter ® ; Arctic Brilliance ® ; Arctic Brilliance Canadian Diamonds ® ; Celebration Diamond ® ; Celebration Ideal ® ; Celebration Infinite ® ; Live for Love TM ; The Celebration Diamond Collection ® ; Endless Brilliance ® ; Zales Private Collection™; and Elegant Reflections ® . • H.Samuel ® ; Ernest Jones ® ; Ernest Jones Outlet Collection TM ; Forever Diamonds ® ; Princessa Collection ® ; Secrets of the Sea ® ; It Feels Good To Gift TM ; The Eternal Diamond – Cut From The Stars ® ; H Samuel Style to Make You Smile ® ; Celebrate Your Story ® ; and Origin by Ernest Jones ® . 17 Table of Contents SEASONALITY Signet’s business is seasonal, with the fourth quarter historically accounting for approximately 35-40% of annual sales, as well as for a substantial portion of the annual operating profit.
Our Passion. ® ; Rocksbox ® ; and Blue Nile ® . • Zales ® ; Zales Jewelers TM ; Zales the Diamond Store ® ; Zales Outlet ® ; Gordon’s Jewelers ® ; Peoples Jewellers ® ; Peoples the Diamond Store ® ; Peoples Outlet the Diamond Store ® ; Banter ® ; Banter by Piercing Pagoda TM ; Arctic Brilliance ® ; Arctic Brilliance Canadian Diamonds ® ; Celebration Diamond ® ; Celebration Ideal ® ; Celebration Infinite ® ; The Celebration Diamond Collection ® ; and Zales Private Collection TM . • H.Samuel ® ; Ernest Jones ® ; Ernest Jones The Outlet Collection TM ; Forever Diamonds ® ; Princessa Collection ® ; Secrets of the Sea ® ; It Feels Good To Gift TM ; The Eternal Diamond – Cut From The Stars ® ; Style to Make You Smile TM ; Celebrate Your Story ® ; and Origin by Ernest Jones ® .
We design our benefit packages to be competitive in the marketplace and provide a compelling package for team members. As a retailer, Signet is a destination employer for both full-time and part-time workers. All US team members, regardless of full-time or part-time status, are eligible for a menu of benefits.
We design our employee benefits to be competitive in the marketplace and provide a comprehensive total rewards package for team members. As a retailer, Signet is a destination employer for both full-time and part-time workers.
Customers can filter product assortments by various delivery methods, including quick ship, buy-online-pickup-in-store (“BOPIS”), and same-day delivery. The Signet banner websites continue to drive a modernized customer experience while contributing to each banner's marketing programs.
These websites also offer customers the ability to purchase products online and have them delivered to their local store or home. Customers can filter product assortments by various delivery methods, 6 Table of Contents including quick ship, buy-online-pickup-in-store (“BOPIS”), and same-day delivery. The Signet brand websites continue to drive a modernized customer experience while contributing to each brand's marketing programs.
As a result of the amended and restated agreements entered into with Comenity and Concora, Signet has not retained any customer in-house finance receivables since Fiscal 2022. Additionally, in Fiscal 2024, the 13 Table of Contents Progressive Leasing program agreement was amended and restated to terminate in May 2031. Refer to Note 12 of Item 8 for further information.
As a result of the amended and restated agreements entered into with Comenity and Concora, Signet has not retained any customer in-house finance receivables since Fiscal 2022. Refer to Note 11 of Item 8 for additional information. 12 Table of Contents Progressive Leasing provides a no credit needed financing option in Kay, Jared, Zales and Banter brands.
Signet’s greenhouse gas emission data is published in our annual Corporate Citizenship and Sustainability report, which is available on the Company’s website, www.signetjewelers.com. Signet continuously improves business processes and systems required to disclose greenhouse gas emissions data with sufficient controls and assurances to satisfy statutory reporting requirements and applicable climate-related emissions reporting rules at the federal and state level.
Signet continuously improves business processes and systems required to disclose greenhouse gas emissions data with sufficient controls and assurances to satisfy statutory reporting requirements and applicable climate-related emissions reporting rules at the federal and state level.
International Banners The International reportable segment operates primarily in the UK and Republic of Ireland. H.Samuel H.Samuel has over 150 years of jewelry heritage, with a target customer focused on lower-price point fashion-trend oriented, everyday jewelry. H.Samuel continues to focus on larger store formats in regional shopping centers.
H.Samuel H.Samuel has over 150 years of jewelry heritage, with a target customer focused on lower-price point fashion-trend oriented, everyday jewelry. H.Samuel continues to focus on larger store formats in regional shopping centers. H.Samuel accounted for 3% of Signet’s consolidated sales in Fiscal 2025 (Fiscal 2024: 3%).
Canada The average of the most recent Canada jewelry and watch market estimates published by Euromonitor in February 2024 and Statista in January 2024 was approximately $6.5 billion CAD (adjusted to exclude Quebec), an increase of 6% from the previous year. Since 2018, based the average of the of the above sources, the industry annual growth rate has been 5%.
Canada The average of the most recent Canada jewelry and watch market estimates published by Euromonitor in February 2025 and Statista in September 2024 was approximately $7.4 billion CAD (adjusted to exclude Quebec) in calendar year 2024, an estimated increase of approximately 3% from the previous year based on these sources.
(2) Includes mall-based kiosks for the Banter by Piercing Pagoda banner. (3) Includes 16 stores from the divestiture of the UK prestige watch business as described in Note 4 of Item 8. (4) Includes 23 locations acquired from Blue Nile in Fiscal 2023 as described in Note 4 of Item 8.
(2) Includes 16 stores from the divestiture of the UK prestige watch business as described in Note 4 of Item 8. (3) Includes mall-based kiosks for the Banter by Piercing Pagoda brand. Refer to Item 2 for additional information on the Company’s real estate portfolio.
The bridal category, which includes engagement, wedding and anniversary purchases, is predominantly diamond jewelry. All of our product categories are to an extent dependent on the economic environment as customers can trade up or down price points depending on their available budget. During Fiscal 2024, bridal and fashion represented 50% and 44%, respectively, of Signet’s total merchandise sales.
All of our product categories are to an extent dependent on the economic environment as customers can trade up or down price points depending on their available budget. During Fiscal 2025, bridal represented 49% of Signet’s total merchandise sales. Merchandise is classified as non-branded, third-party branded, and branded differentiated and exclusive.
The following represents further information about the diversity of our Signet team as of the end of Fiscal 2024: Total Male Female Chose not to identify Non-BIPOC BIPOC Board 12 58.0 % 42.0 % — % 83.0 % 17.0 % Signet Leadership Team 22 40.9 % 59.1 % — % 81.8 % 18.2 % VP and Above (Support Center) (1) 158 60.1 % 39.9 % — % 85.4 % 14.6 % Directors and Above (Support Center) (1) 427 43.1 % 56.9 % — % 82.9 % 17.1 % Assistant Manager and Above (Retail Stores) (1) 5,406 25.4 % 74.3 % 0.3 % 62.9 % 37.1 % (1) North America In response to the Fiscal 2024 Great Place to Work ® Trust Index TM Survey, Signet team members responded positively to statements regarding fair treatment in our Company.
The following table provides information about the demographics of our Signet team as of the end of Fiscal 2025: Total Male Female Chose not to identify Non-BIPOC BIPOC Board 12 58.3 % 41.7 % — % 83.3 % 16.7 % Signet Leadership Team 20 40.0 % 60.0 % — % 80.0 % 20.0 % North America VP and above (Support Center) 147 58.5 % 40.8 % 0.7 % 85.0 % 15.0 % Directors and above (Support Center) 402 45.8 % 54.0 % 0.2 % 82.8 % 17.2 % Assistant Manager and above (Retail Stores) 5,341 26.0 % 73.7 % 0.3 % 61.2 % 38.8 % In response to the Fiscal 2025 Great Place to Work ® Trust Index TM Survey, Signet team members responded positively to statements regarding fair treatment in our Company.
The full Board has worked closely with the executive management team, particularly the Chief People Officer, in helping shape the succession plans and leadership development agenda.
The full Board has worked closely with the executive management team, particularly the Chief People Officer, in helping shape the succession plans and leadership development agenda. Board oversight activities in this area include review of Chief Executive Officer (“CEO”) and executive officer succession planning, review of employee metrics, employee experience, and review of the Company's employee engagement survey results.
H.Samuel accounted for 3% of Signet’s consolidated sales in Fiscal 2024 (Fiscal 2023: 3%). Ernest Jones Ernest Jones serves the upper middle market, with a target customer focused on high-quality, timeless jewelry. During Fiscal 2024, the Company divested its prestige watch business, which consisted primarily of 21 Ernest Jones locations (refer to Note 4 of Item 8 for further information).
Ernest Jones Ernest Jones serves the upper middle market, with a target customer focused on high-quality, timeless jewelry. The Company completed the divestiture of its prestige watch business in Fiscal 2024, allowing the brand to focus on its core business strategy (refer to Note 4 of Item 8 for additional information).
Signet launched the program in Fiscal 2022 with remarkable results and improved new hire retention rates. In Fiscal 2024, Signet offered the program to more than 1,200 new team members. This highlights the value of our investment in team member development and our dedication to creating an environment where they can thrive.
In Fiscal 2025, Signet offered the program to more than 1,200 new team members. This highlights the value of our investment in team member development and our dedication to creating an environment where they can thrive. Brilliant University empowers team members to invest in learning their job, building new skills and growing their career.
According to the latest data from the Jewelers Board of Trade, as of December 2023 there were approximately 17,600 jewelry stores in the US, down approximately 2% from the prior year.
Since 2013, the industry average annual growth rate has been flat. According to the latest data from the Jewelers Board of Trade, as of December 2024 there were approximately 17,100 jewelry retail stores in the US, down approximately 3% from the prior year.
Merchandise Details of merchandise mix by major product category (excluding sales from service plans, repairs, subscriptions, loose diamonds and other miscellaneous sales) are shown below: North America International Consolidated Fiscal 2024 Bridal 50 % 46 % 50 % Fashion 45 % 21 % 44 % Watches 4 % 33 % 5 % Other 1 % — % 1 % 100 % 100 % 100 % Fiscal 2023 (1) Bridal 50 % 46 % 50 % Fashion 45 % 19 % 44 % Watches 4 % 35 % 5 % Other 1 % — % 1 % 100 % 100 % 100 % (1) Certain amounts have been reclassified between bridal, fashion and other merchandise categories to conform to the Company’s current product categorizations.
Merchandise Details of merchandise mix by major product category, which excludes sales from service plans, repairs, subscriptions, loose diamonds and other miscellaneous sales, are shown below: North America International Consolidated Fiscal 2025 Bridal 49 % 48 % 49 % Fashion 46 % 23 % 45 % Watches 4 % 29 % 5 % Other 1 % — % 1 % 100 % 100 % 100 % Fiscal 2024 Bridal 50 % 46 % 50 % Fashion 45 % 21 % 44 % Watches 4 % 33 % 5 % Other 1 % — % 1 % 100 % 100 % 100 % The bridal category, which includes engagement, wedding and anniversary purchases, is predominantly diamond jewelry.
Any stones deemed unsuitable for Signet’s needs are sold to third parties on the open market. Marketing and advertising Marketing is one of Signet’s most critical investments. The Company leverages its marketing spend to drive customer awareness, purchase consideration, traffic, and revenue in the short-term, and customer loyalty, lifetime value and market share growth over time.
The Company leverages its marketing spend to drive customer awareness, purchase consideration, traffic, and revenue in the short-term, and customer loyalty, lifetime value and market share growth over time.
Advancement opportunities through internal leadership mentorship programs, training, internships, and a recruiting strategy to ensure we pursue top diverse talent. In addition, the Company has implemented development programs focused on increasing the diversity of our leadership at every level. In Fiscal 2024, Signet continued its Enterprise Mentoring Program to support personal and career growth.
In addition, the Company has implemented development programs focused on increasing the diversity of our leadership at every level. In Fiscal 2025, Signet continued its Enterprise Mentoring Program to support personal and career growth. In Fiscal 2025, Signet continued to invest in our learning platform, Brilliant University, to support team member training, leadership development and education.
The strategic acquisition of Blue Nile accelerated Signet’s initiative to expand its bridal offerings and grow its accessible luxury portfolio as well as extending its digital leadership across the jewelry category.
The Company’s strategic acquisition of Blue Nile, a leading online retailer of engagement rings and fine jewelry, in Fiscal 2023 helped accelerate Signet’s initiative to expand its bridal offerings, grow its accessible luxury portfolio, and extend its digital leadership across the jewelry category.
US Based on industry and transaction data from MasterCard Spending Pulse and market research company Circana, we estimate that the total US jewelry and watch market declined by 3% in 2023, from $65 billion in the prior year to $63 billion in 2023.
US Based on industry and transaction data from MasterCard Spending Pulse and market research company Circana, we estimate that the total US jewelry and watch market was $63 billion in calendar year 2024, flat compared to the prior year. This implies a Signet jewelry and watch market share of 8.6%, a 40 basis-points decline from the previous year.
The North America segment sells extended service plans covering lifetime repair service for jewelry and jewelry replacement plans in Banter. The Design & Service Centers also service the lifetime repair service plans for Kay, Zales and Jared, in addition to supporting the chargeable repairs and custom businesses.
The Design & Service Centers also service the lifetime repair service plans in the US, in addition to supporting the chargeable repairs and custom businesses.
In addition, we have invested in virtual and in-store selling to make it easier and more enjoyable for customers to shop whenever and however they choose. In Fiscal 2024, we launched more than 5,000 Digital Storefronts so our jewelry consultants can now connect with customers anytime, anywhere, and sell beyond the limitations of physical stores.
In Fiscal 2025, we launched more than 10,000 Digital Storefronts, making storefronts for all Jewelry Consultants (“JCs”) so they can now connect with customers anytime, anywhere, and sell beyond the limitations of physical stores. Sales attributed to Digital Storefronts increased over 3x versus Fiscal 2024.
The aim is to create a hassle-free customer experience, connecting websites and customers seamlessly. Approximately 30% of customers currently use these convenient and flexible delivery options. • Introduced new payment methods this year to meet our customers' unique needs, including Google Pay, Venmo, and the option to split payments between two credit cards.
The aim is to create a hassle-free customer experience, connecting websites and customers seamlessly. Approximately 30% of customers currently use these convenient and flexible delivery options.
Additionally, the Company operates online through James Allen, Blue Nile and Rocksbox, as well as each of the individual banner websites. Kay Jewelers (“Kay”) Kay is the largest specialty retail jewelry brand in the US based on sales. Kay operates in shopping malls, off-mall centers, outlet malls and online.
Kay Jewelers (“Kay”) Kay is the largest mid-market specialty retail jewelry brand in the US, operating in shopping malls, off-mall centers and outlet malls, as well as online.
UK In the UK, the jewelry and watch market was about £6.7 billion in 2023 based on the average of estimates published by Euromonitor in February 2024, Statista in January 2024 and Mintel in August 2022. This was up approximately 6% over the prior year.
UK In the UK, the jewelry and watch market was approximately £7.5 billion in calendar year 2024 based on the average of estimates published by Euromonitor in February 2025, Statista in September 2024 and Mintel in September 2024, an estimated increase of approximately 2% from the previous year based on these sources.

… 120 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

104 edited+22 added−25 removed124 unchanged
Biggest changeIf Signet’s brands do not offer the same or a similar item at the lowest price, or if competitors offer a better and more user-friendly website experience than Signet, or financing that is easier to access or provides better terms, consumers may purchase their jewelry from competitors, which would adversely impact the Company’s sales, results of operations and market share. 27 Table of Contents An inability to successfully develop and maintain a relevant OmniChannel experience for customers, failure to anticipate changing fashion trends in the jewelry industry, and poor execution of marketing programs and management of social media could result in a loss of confidence by consumers in Signet’s brand names and have an adverse impact on sales.
Biggest changeIf Signet’s brands do not offer the same or a similar item at the lowest price, or if competitors offer a better and more user-friendly website experience than Signet, or financing that is easier to access or provides better terms, consumers may purchase their jewelry from competitors, which would adversely impact the Company’s sales, results of operations and market share.
Public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19 had and could continue to have a significant adverse impact on our business, and this outbreak, as well as other public health crises or disease outbreaks, epidemics or pandemics, has and could continue to adversely impact our business, financial condition, results of operations and cash flows and could continue to exacerbate other risk factors.
Public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19 have had and could continue to have a significant adverse impact on our business, and this outbreak, as well as other public health crises or disease outbreaks, epidemics or pandemics, has and could continue to adversely impact our business, financial condition, results of operations and cash flows and could continue to exacerbate other risk factors.
Signet uses foreign currency derivative instruments to hedge certain exposures to currency exchange rate risks. Market conditions, particularly in the UK and Canada could result in significant volatility in currency exchange rate fluctuations and increase Signet’s exposure to foreign currency rate exchange risks and reduce its ability to effectively use certain derivative instruments to hedge risks.
Signet uses foreign currency derivative instruments to hedge certain exposures to currency exchange rate risks. Market conditions, particularly in the UK and Canada could result in significant volatility in currency exchange rate fluctuations and increase Signet’s exposure to foreign currency exchange rate risks and reduce its ability to effectively use certain derivative instruments to hedge risks.
In addition, the current Kimberley Process decision-making procedure is dependent on reaching a consensus among member governments, which can result in the protracted resolution of issues, and there is little expectation of significant reform over the long-term. The impact of this review process on the supply of natural diamonds, and consumers’ perception of the diamond supply chain, is unknown.
In addition, the current Kimberley Process decision-making procedure is dependent on reaching a consensus among member governments, which can result in a protracted resolution of issues, and there is little expectation of significant reform over the long term. The impact of this review process on the supply of natural diamonds, and consumers’ perception of the diamond supply chain, is unknown.
Other factors that could affect the Company’s inventory management and planning team’s ability to accurately forecast customer demand for its products include: • a substantial increase or decrease in demand for products of Signet’s competitors; • failure to accurately forecast trends and customer acceptance for new products; • new product introductions, promotions or pricing strategies by competitors, particularly during holiday periods; • changes in the Company’s product offerings including seasonal items and the Company’s ability to replenish these items in a timely manner; • changes to the Company’s overall seasonal promotional cadence and the number and timing of promotional events and clearance sales; • more limited historical store sales information for stores in newer markets; • weakening of economic conditions or consumer confidence in the future, which could reduce demand for discretionary items, such as jewelry; and • acts or threats of war or terrorism or epidemics, which could adversely affect consumer confidence and spending or interrupt production and distribution of Signet’s products and raw materials.
Other factors that could affect the Company’s inventory management and planning team’s ability to accurately forecast customer demand for its products include: • a substantial increase or decrease in demand for products of Signet’s competitors; • failure to accurately forecast trends and customer acceptance for new products; • new product introductions, promotions or pricing strategies by competitors, particularly during holiday periods; • changes in the Company’s product offerings including seasonal items and the Company’s ability to replenish these items in a timely manner; • changes to the Company’s overall seasonal promotional cadence and the number and timing of promotional events and clearance sales; • more limited historical store sales information for stores in newer markets; • weakening of economic conditions or consumer confidence in the future, which could reduce demand for discretionary items, such as jewelry; and • acts or threats of war, terrorism or epidemics, which could adversely affect consumer confidence and spending or interrupt production and distribution of Signet’s products and raw materials.
If the Company is unable to forecast demand accurately, it may encounter difficulties in filling customer orders or in liquidating excess inventory at discount prices and may experience significant write-offs and customers could opt to purchase jewelry from a competitor.
If the Company is unable to forecast demand accurately, it may encounter difficulties in filling customer orders or liquidating excess inventory at discount prices and may experience significant write-offs and customers could opt to purchase jewelry from a competitor.
See the risk factor above titled “Public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19 had and could continue to have a significant adverse impact on our business, and this outbreak, as well as other public health crises or disease outbreaks, epidemics or pandemics, has and could continue to adversely impact our business, financial condition, results of operations and cash flows and could continue to exacerbate other risk factors.” regarding the potential adverse impact COVID-19 or other public health crisis, disease or outbreak could have on the Company’s supply chain.
See the risk factor above titled “Public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19 have had and could continue to have a significant adverse impact on our business, and this outbreak, as well as other public health crises or disease outbreaks, epidemics or pandemics, has and could continue to adversely impact our business, financial condition, results of operations and cash flows and could continue to exacerbate other risk factors.” regarding the potential adverse impact COVID-19 or other public health crisis, disease or outbreak could have on the Company’s supply chain.
Commodities, such as diamonds and precious metals, are subject to price volatility which can be caused by commodity market fluctuations, changes in currency exchange rates, imbalances between supply and demand, and government programs, policies and sanctions among other factors. Volatile fuel costs translate into unpredictable costs for the products and services we receive from our third-party providers.
Commodities, such as diamonds and precious metals, are subject to price volatility which can be caused by commodity market fluctuations, changes in currency exchange rates, imbalances between supply and demand, and government programs and tariffs, policies and sanctions among other factors. Volatile fuel costs translate into unpredictable costs for the products and services we receive from our third-party providers.
However, government requirements regarding sources of commodities, such as those required by the Dodd-Frank Act or sanctions on Alrosa or its management, has and could continue to result in Signet choosing to terminate relationships with suppliers in the future due to a change in a supplier’s sourcing practices or Signet’s compliance with laws and internal policies.
However, government requirements regarding sources of commodities, such as those required by the Dodd-Frank Act or sanctions on Alrosa or its management, has resulted and could continue to result in Signet choosing to terminate relationships with suppliers in the future due to a change in a supplier’s sourcing practices or Signet’s compliance with laws and internal policies.
Therefore, in the ordinary course of business, Signet relies upon information technology networks and systems, some of which are managed by third parties, to process, transmit and store electronic information, and to manage or support a variety of business processes and activities, including eCommerce sales, supply chain, merchandise distribution, customer invoicing and collection of payments.
In the ordinary course of business, Signet relies upon information technology networks and systems, some of which are managed by third parties, to process, transmit and store electronic information, and to manage or support a variety of business processes and activities, including eCommerce sales, supply chain, merchandise distribution, customer invoicing and collection of payments.
A significant shortfall in results for the fourth quarter of any fiscal year would therefore be expected to have a material adverse effect on the annual results of operations as well as cash and inventory levels. Disruption at lesser peaks in sales at Valentine’s Day and Mother’s Day would also be expected to adversely impact the results.
A significant shortfall in results for the fourth quarter of any fiscal year would therefore be expected to have a material adverse effect on the annual results of operations and cash flows, as well as inventory levels. Disruption at lesser peaks in sales at Valentine’s Day and Mother’s Day would also be expected to adversely impact the results.
However, any interruption in the total market supply of diamonds due to the ongoing Russia-Ukraine conflict or domestic or foreign government sanctions against Alrosa or Russian diamonds may impact the ability of Signet’s suppliers to provide Signet with responsibly sourced diamonds that were mined by other companies or in other countries.
However, any further interruption in the total market supply of diamonds due to the ongoing Russia-Ukraine conflict or domestic or foreign government sanctions against Alrosa or Russian diamonds may impact the ability of Signet’s suppliers to provide Signet with responsibly sourced diamonds that were mined by other companies or in other countries.
If Signet is unable to find other potential providers to supply a similar third-party credit program and alternative payment options, Signet’s ability to extend credit to customers could be impaired, which could have an adverse effect on Signet’s business.
If Signet is unable to find other potential providers to supply a similar third-party credit program and alternative payment options, Signet’s ability to extend credit to customers could be impaired, which could have an adverse effect on our business.
Signet collects and stores this financial and other sensitive data, including intellectual property, proprietary business information, the propriety business information of its customers and suppliers, as well as personally identifiable information of Signet’s customers and employees, in data centers and on information technology networks.
Signet collects and stores this financial and other sensitive data, including intellectual property, proprietary business information, the proprietary business information of its customers and suppliers, as well as personally identifiable information of Signet’s customers and employees, in data centers and on information technology networks.
Customer traffic to these shopping areas may be adversely affected by the closing of such destination retailers or anchor stores, or by a reduction in traffic to such stores resulting from a regional or global economic downturn, an outbreak of flu or other viruses, a general downturn in the local area where our store is located, or a decline in the desirability of the shopping environment of a particular mall or shopping center.
Customer traffic to these shopping areas may be adversely affected by the closing of such destination retailers or anchor stores, or by a reduction in traffic to such stores resulting from a regional or global economic downturn, an outbreak of flu or other viruses, increased crime, a general downturn in the local area where our store is located, or a decline in the desirability of the shopping environment of a particular mall or shopping center.
The costs of lab-created diamonds have been declining over the past several years as more supply from producers becomes available. The increased supply and lower costs have and may continue to drive down retail prices of lab-created diamonds, particularly those without specialty designs, cuts and brands, which may have a negative impact on our revenue, merchandise margins and operating results.
The costs of lab-grown diamonds have been declining over the past several years as more supply from producers becomes available. The increased supply and lower costs have and may continue to drive down retail prices of lab-grown diamonds, particularly those without specialty designs, cuts and brands, which may have a negative impact on our revenue, merchandise margins and operating results.
Attitudes could be affected by a variety of issues including concern over the source of raw materials; the impact of mining and refining of minerals on the environment; the local community and the political stability of the producing country; labor conditions in the supply chain; and the availability of and consumer attitudes about substitute products such as cubic zirconia, moissanite and lab-created diamonds.
Attitudes could be affected by a variety of issues including concern over the source of raw materials; the impact of mining and refining of minerals on the environment; the local community and the political stability of the producing country; labor conditions in the supply chain; and the availability of and consumer attitudes about substitute products such as cubic zirconia, moissanite and lab-grown diamonds.
An inability to receive products after quality control, shortages of products or difficulties in procuring Signet’s products, or a disruption or shutdown of its digital banner websites, among others, may adversely impact its ability to commercialize, manufacture or market its products in a timely manner, any of which could have an adverse effect on Signet’s results of operations.
An inability to receive products after quality control, shortages of products or difficulties in procuring Signet’s products, or a disruption or shutdown of its digital brand websites, among others, may adversely impact its ability to commercialize, manufacture or market its products in a timely manner, any of which could have an adverse effect on Signet’s results of operations.
At any point in time, various tax years are subject to, or are in the process of, audit by various taxing authorities. To the extent that management’s estimates of settlements change, or the final tax outcome of these matters is different than the amounts recorded, such differences will impact income tax in the period in which such determinations are made.
At any point in time, various tax years are subject to, or are in the process of, audit by various taxing authorities. To the extent that management’s estimates of the final tax outcome of these matters is different than the amounts recorded, such differences will impact income tax in the period in which such determinations are made.
In addition, if Signet’s online activities or other customer-facing technology systems do not function as designed or are deemed to not comply with applicable state and federal regulations concerning automated outbound contacts such as text messages and the sale, 26 Table of Contents advertisement and promotion of the jewelry it sells, the Company may experience a loss of customer confidence, data security breaches, regulatory fines, lawsuits, lost sales or be exposed to fraudulent purchases.
In addition, if Signet’s online activities or other customer-facing technology systems do not function as designed or are deemed to not comply with applicable state and federal regulations concerning automated outbound contacts such as text messages and the sale, advertisement and promotion of the jewelry it sells, the Company may experience a loss of customer confidence, data security breaches, regulatory fines, lawsuits, lost sales or be exposed to fraudulent purchases.
As discussed further in Note 12 to the consolidated financial statements in Item 8, Signet has outsourced its third-party credit programs, however, if any of those third-party credit providers were to terminate, Signet may need to enter into other arrangements with other third-parties.
As discussed further in Note 11 to the consolidated financial statements in Item 8, Signet has outsourced its third-party credit programs, however, if any of those third-party credit providers were to terminate, Signet may need to enter into other arrangements with other third-parties.
The mining, production and inventory policies followed by major producers of rough diamonds can have a significant impact on natural and lab-created diamond prices and demand, as can the inventory and buying patterns of jewelry retailers and other parties in the supply chain.
The mining, production and inventory policies followed by major producers of rough diamonds can have a significant impact on natural and lab-grown diamond prices and demand, as can the inventory and buying patterns of jewelry retailers and other parties in the supply chain.
The possibility of constraints in the supply of natural or lab-created diamonds of a size and quality Signet requires to meet its merchandising requirements may result in changes in Signet’s supply chain practices, including for example its rough sourcing operation.
The possibility of constraints in the supply of natural or lab-grown diamonds of a size and quality Signet requires to meet its merchandising requirements may result in changes in Signet’s supply chain practices, including for example its rough sourcing operation.
The occurrence of any of these events could compromise Signet’s or the third-party’s networks and the information stored there, including personal, proprietary or confidential information about Signet, its customers or its third-party vendors, and personally identifiable information of Signet’s customers and employees could be accessed, manipulated, publicly disclosed, lost or stolen, exposing its customers to the risk of identity theft and exposing Signet or its third-party vendors to a risk of loss or misuse of this information.
The occurrence of any of these events could compromise Signet’s or the third-party’s networks and the information stored there, including personal, 24 Table of Contents proprietary or confidential information about Signet, its customers or its third-party vendors, and personally identifiable information of Signet’s customers and employees could be accessed, manipulated, publicly disclosed, lost or stolen, exposing its customers to the risk of identity theft and exposing Signet or its third-party vendors to a risk of loss or misuse of this information.
Any significant deterioration in general economic conditions, including a potential recession, or increase in consumer debt levels may inhibit consumers’ use of credit and decrease consumers’ ability to 19 Table of Contents satisfy requirements for access to customer financing or payment options, which could in turn have an adverse effect on the Company’s sales.
Any significant deterioration in general economic conditions, including a potential recession, or increase in consumer debt levels may inhibit consumers’ use of credit and decrease consumers’ ability to satisfy requirements for access to customer financing or payment options, which could in turn have an adverse effect on the Company’s sales.
In addition, Signet may from time to time choose to hold more inventory, purchase raw materials at an earlier stage in the supply chain or enter into commercial agreements of a nature that it currently does not use. Such actions could require the investment of cash and/or additional management skills.
In addition, Signet may from time to time choose to hold more inventory, purchase raw materials at an earlier stage in the supply chain or enter into commercial agreements of a nature that it currently does not use. Such actions could require the investment 20 Table of Contents of cash and/or additional management skills.
A material increase in the supply of gem quality lab-created diamonds, combined with a material increase in consumer acceptance and demand thereof, has impacted and could continue to impact the cost and retail pricing of lab-created and natural diamonds.
A material increase in the supply of gem quality lab-grown diamonds, combined with a material increase in consumer acceptance and demand thereof, has impacted and could continue to impact the cost and retail pricing of lab-grown and natural diamonds.
A reduction in traffic to, or the closing of, the other destination retailers in the shopping areas where our stores are located could significantly reduce our sales and leave us with excess inventory, which could have a material adverse effect on our business, financial condition, profitability, and cash flows.
A reduction in traffic to shopping malls or centers, including the closing of other destination retailers in the shopping areas where our stores are located, could significantly reduce our sales and leave us with excess inventory, which could have a material adverse effect on our business, financial condition, profitability, and cash flows.
The jewelry industry generally is affected by fluctuations in the price and supply of natural and lab-created diamonds, gold and, to a lesser extent, other precious and semi-precious metals and stones.
The jewelry industry generally is affected by fluctuations in the price and supply of natural and lab-grown diamonds, gold and, to a lesser extent, other precious and semi-precious metals and stones.
Beginning in March of Fiscal 2025, leaders of the G7 nations intend to phase-in further import restrictions against not only direct purchases of diamonds mined in Russia but also indirect purchases of diamonds mined in Russia (e.g. diamonds that were mined in Russia but then cut and polished in other countries).
Beginning in March of 2024, leaders of the G7 nations intend to phase-in further import restrictions against not only direct purchases of diamonds mined in Russia but also indirect purchases of diamonds mined in Russia (e.g. diamonds that were mined in Russia but then cut and polished in other countries).
If 23 Table of Contents management misjudges expected customer demand, fails to identify changes in customer demand, or its supply chain does not respond in a timely manner, a shortage of merchandise or an accumulation of excess inventory could occur, which could adversely impact Signet’s results.
If management misjudges expected customer demand, fails to identify changes in customer demand, or its supply chain does not respond in a timely manner, a shortage of merchandise or an accumulation of excess inventory could occur, which could adversely impact Signet’s results.
If support ceased for a critical 25 Table of Contents externally supplied software package or system, management would have to implement an alternative software package or system or begin supporting the software internally. Disruption to parts of the business could result in lower sales and increased costs.
If support ceased for a critical externally supplied software package or system, management would have to implement an alternative software package or system or begin supporting the software internally. Disruption to parts of the business could result in lower sales and increased costs.
Aggressive discounting by competitors may adversely impact Signet’s performance in the short term. This is particularly the case for easily comparable pieces of jewelry, of similar quality, sold through stores that are situated near those that Signet operates.
Aggressive discounting by 25 Table of Contents competitors may adversely impact Signet’s performance in the short term. This is particularly the case for easily comparable pieces of jewelry, of similar quality, sold through stores that are situated near those that Signet operates.
Such guidance consists of forward-looking statements subject to the risks and uncertainties described in this report and in Signet’s other public filings and public statements. Signet’s actual results may be below the provided guidance or the expectations of Signet’s investors and analysts, 29 Table of Contents especially in times of economic uncertainty.
Such guidance consists of forward-looking statements subject to the risks and uncertainties described in this report and in Signet’s other public filings and public statements. Signet’s actual results may be below the provided guidance or the expectations of Signet’s investors and analysts, especially in times of economic uncertainty.
If we are unable to fully offset such cost increases, our financial results could be materially adversely affected. Signet’s business could be adversely affected by extreme weather conditions, natural disasters, or terrorism and acts of war.
If we are unable to fully offset such cost increases, our financial results could be materially adversely affected. 19 Table of Contents Signet’s business could be adversely affected by extreme weather conditions, natural disasters, or terrorism and acts of war.
Risks Related to Technology and Security Inadequacies in and disruption to systems could result in lower sales and increased costs or adversely impact the reporting and control procedures. Signet is dependent on the suitability, reliability and durability of its systems and procedures, including its accounting, information technology, data protection, warehousing and distribution systems, and those of its service providers.
Risks Related to Technology and Security Inadequacies in and disruption to systems could result in lower sales and increased costs or adversely impact the disclosure procedures and controls. Signet is dependent on the suitability, reliability and durability of its systems and procedures, including its accounting, information technology, data protection, warehousing and distribution systems, and those of its service providers.
Although we seek to prevent and detect attempts by unauthorized users to gain access to our IT systems, and incur significant costs to do so, our information technology network infrastructure has in the past been and may in the future be vulnerable to attacks by hackers, including state-sponsored organizations with significant financial and technological resources, breaches due to employee error, fraud or malice or other disruptions (including, but not limited to, computer viruses and other malware, denial of service, and ransomware), which may involve a privacy breach requiring us to notify regulators, customers or employees and enlist identity theft protection.
Although we have implemented and maintain what we believe to be reasonable security controls to seek to prevent and detect attempts by unauthorized users to gain access to our IT systems, and incur significant costs to do so, our information technology network infrastructure has in the past been and may in the future be vulnerable to attacks by hackers, including state-sponsored organizations with significant financial and technological resources, breaches due to employee error, fraud or malice or other disruptions (including, but not limited to, computer viruses and other malware, denial of service, and ransomware), which may involve a privacy breach requiring us to notify regulators, customers or employees and enlist identity theft protection.
If Signet is unable to maintain a real estate portfolio that satisfies its strategic, operational and financial criteria, through cost-effective strategic store closings and targeted, limited store openings, or if there is a disruption in its relationship with its major landlords, sales could be adversely affected.
If Signet is unable to maintain a real estate portfolio that satisfies its strategic, operational and financial criteria, 26 Table of Contents through cost-effective strategic store closings and targeted, limited store openings, or if there is a disruption in its relationship with its major landlords, sales could be adversely affected.
The demand for natural and lab-created diamonds is uncertain and could decrease, which would have an adverse impact on the Company. The availability of natural diamonds is significantly influenced by the political situation in diamond producing countries and by the Kimberley Process, an inter-governmental agreement for the international trading of rough diamonds.
The demand for natural and lab-grown diamonds is uncertain and could decrease, which would have an adverse impact on the Company. The availability of natural diamonds is significantly influenced by the political environment in diamond producing countries and by the Kimberley Process, an inter-governmental agreement for the international trading of rough diamonds.
ITEM 1A. RISK FACTORS Risks Related to Global and Economic Conditions We are unable to control many of the factors affecting consumer spending, and a decline in consumer spending may unfavorably impact Signet’s future sales and earnings, particularly if such decline occurs during the Holiday Season.
ITEM 1A. RISK FACTORS Risks Related to Global and Economic Conditions Many of the factors affecting consumer spending are outside of our control, and a decline in consumer spending may unfavorably impact Signet’s future sales and earnings, particularly if such decline occurs during the Holiday Season.
Volatile geopolitical conditions give rise to regional instability and may result in heightened economic sanctions from the US and the international community in a manner that 21 Table of Contents adversely affects Signet’s business and may impact its ability to manufacture and ship its merchandise for sale to customers.
Volatile geopolitical conditions give rise to regional instability and may result in heightened economic sanctions from the US and the international community in a manner that adversely affects Signet’s business and may impact its ability to manufacture and ship its merchandise for sale to customers.
The Company’s debt and preferred share obligations also require maintaining sufficient cash flow to make continuing payment obligations for interest and dividends.
The Company’s debt obligations also require maintaining sufficient cash flow to make continuing payment obligations for interest and dividends.
At February 3, 2024, Signet held approximately 91% of its total assets in entities whose functional currency is the US dollar and generated approximately 91% of its sales in US dollars for the fiscal year then ended. All the remaining assets and sales are primarily in British pounds and Canadian dollars.
At February 1, 2025, Signet held approximately 91% of its total assets in entities whose functional currency is the US dollar and generated approximately 91% of its sales in US dollars for the fiscal year then ended. All the remaining assets and sales are primarily in British pounds and Canadian dollars.
The use of technology based on AI and ML presents risks related to confidentiality, creation of inaccurate and flawed outputs, and emerging regulatory risks which may result in reputational harm, competitive harm, or legal liability, and may adversely affect our business and results of operations.
The use of technology based on AI and machine learning (“ML”) presents risks related to confidentiality, creation of inaccurate and flawed outputs, and emerging regulatory risks which may result in reputational harm, competitive harm, or legal liability, and may adversely affect our business and results of operations.
Further, as retail prices of lab-created diamonds decline, consumers who purchased lab-created diamonds at higher prices may become disappointed in the relative value of their purchase which could negatively impact the reputation of Signet and the jewelry industry. 22 Table of Contents Alrosa, a Russian diamond mining and distribution company, supplies more than 30% of the world’s diamonds.
Further, as retail prices of lab-grown diamonds decline, consumers who purchased lab-grown diamonds at higher prices may become disappointed in the relative value of their purchase which could negatively impact the reputation of Signet and the jewelry industry. Alrosa, a Russian diamond mining and distribution company, supplies more than 30% of the world’s diamonds.
Likewise, there is always the potential for difficulty or delay in execution of a strategic initiative including our direct diamond sourcing capabilities, or a strategic plan, such as our Inspiring Brilliance plan, that may prevent us from realizing expected returns and other projected benefits from such exercises during the anticipated timeframe or at all.
Likewise, there is always the potential for difficulty or delay in execution of a strategic initiative including our direct diamond sourcing capabilities, or a strategic plan, such as our Grow Brand Love plan, that may prevent us from realizing expected returns and other projected benefits from such exercises during the anticipated timeframe or at all.
All acquisitions, including these, involve numerous inherent challenges, such as our ability to properly evaluate acquisition opportunities and risks during diligence and our ability to balance resource constraints as we begin to integrate an acquired company into our existing business.
All acquisitions, including these, involve numerous inherent challenges, such as our ability to properly evaluate acquisition opportunities and risks during diligence and our 22 Table of Contents ability to balance resource constraints as we begin to integrate an acquired company into our existing business.
We may respond by increasing markdowns, initiating marketing promotions, or transferring product to other stores to reduce excess inventory, which would further decrease our gross profits and net income. 20 Table of Contents Fluctuations in foreign exchange rates could adversely impact the Company’s results of operations and financial condition. Signet publishes its consolidated annual financial statements in US dollars.
We may respond by increasing markdowns, initiating marketing promotions, or transferring product to other stores to reduce excess inventory, which would further decrease our gross profits and net income. Fluctuations in foreign exchange rates could adversely impact the Company’s results of operations and financial condition. Signet prepares its consolidated financial statements in US dollars.
Many Signet stores are located within shopping malls or shopping centers and benefit from heavy consumer traffic in such locations. Due to the increase in online shopping as well as COVID-19, there has been a substantial decline in shopping mall and shopping center traffic.
Many Signet stores are located within shopping malls or shopping centers and benefit from heavy consumer traffic in such locations. Due to the increase in online shopping, there has been a substantial decline in shopping mall and shopping center traffic.
Security breaches and other disruptions to Signet’s information technology infrastructure and databases and failure of Signet’s customer-facing technology to function as intended or in accordance with applicable law could interfere with Signet’s operations, and could compromise Signet’s and its customers’ and suppliers’ information or cause other harm, exposing Signet to possible business interruptions and liability, which would have a material adverse effect on Signet’s business and reputation.
Security breaches and other disruptions to Signet’s information technology infrastructure and databases and failure of Signet’s customer-facing technology to function as intended or in accordance with applicable law could interfere with Signet’s operations and may in the future fail or be compromised, and could compromise Signet’s and its customers’ and suppliers’ information or cause other harm, exposing Signet to possible business interruptions and liability, which would have a material adverse effect on Signet’s business and reputation.
In addition, if taxes, trade embargos, sanctions or other restrictions on foreign trade are imposed by the US, UK or Canada on goods that the company imports from China or other foreign countries, the Company’s ability to obtain the finished goods and commodities it sells at retail could be adversely impacted.
In addition, if taxes, trade embargoes, sanctions or other restrictions on foreign trade are imposed by the US, UK or Canada on goods, supplies or materials that the Company imports from foreign countries, the Company’s ability to obtain the finished goods and commodities it sells at retail could be adversely impacted.
If Signet fails to make, improve, develop or acquire relevant customer-facing technology in a timely manner, fails to keep pace with trendsetting, or if the Company’s marketing and social media advertising and efforts are not to scale or miss the mark, the customer could lose confidence in any of Signet’s brands, which could materially and adversely impact sales and earnings.
If Signet fails to make, improve, develop or acquire relevant customer-facing technology in a timely manner, fails to keep pace with trendsetting, or if the Company’s marketing and social media advertising and efforts are not to scale or do not align with consumer preferences, the customer could lose confidence in any of Signet’s brands, which could materially and adversely impact sales and earnings.
Signet’s cost of merchandise and potentially its earnings may be adversely impacted by investment market considerations that cause the price of gold to significantly escalate. An inability to increase retail prices to reflect higher commodity costs would result in lower profitability.
Signet’s cost of merchandise and potentially its earnings may be adversely impacted by investment market considerations that cause the price of gold to remain high or escalate further. An inability to increase retail prices to reflect higher commodity costs would result in lower profitability.
Sanctions against them specifically or the Russian Oligarchs by the US government or other governments may severely limit the supply of diamonds in the world. The world’s sources of rough diamonds are highly concentrated in a limited number of countries. Varying degrees of political and economic risk exist in these countries.
Sanctions against Alrosa specifically or the Russian Oligarchs by the US government or other governments have limited and may further limit the supply of diamonds in the world. The world’s sources of rough diamonds are highly concentrated in a limited number of countries. Varying degrees of political and economic risk exist in these countries.
Therefore, there is limited ability for Signet to compensate for shortfalls in fourth quarter sales or earnings by changes in its operations and strategies in other quarters, or to recover from any extensive disruption, for example, due to sudden adverse changes in consumer confidence, consumer spending ability, economic conditions, unexpected trends in merchandise demand, significant competitive and promotional activity by other retailers, inclement weather conditions having an impact on a significant number of stores in the last few days immediately before Christmas Day, such as Winter Storm Elliott that impacted stores in December 2022, or disruption to warehousing and store replenishment systems.
Therefore, there is limited ability for Signet to compensate for shortfalls in fourth quarter sales or earnings by changes in its operations and strategies in other quarters, or to recover from any extensive disruption, for example, due to sudden adverse changes in consumer confidence, consumer spending ability, economic conditions, unexpected trends in merchandise demand, significant competitive and promotional activity by other retailers, inclement weather conditions having an impact on a significant number of stores, especially in the last few days immediately before Christmas Day or disruption to warehousing and store replenishment systems.
Further, even if price increases are implemented, there is no certainty that such increases will be sustainable. These factors may cause decreases in gross margins and earnings.
Further, even if price increases are implemented, there is no certainty that such increases will be sustainable or accepted by customers. These factors may cause decreases in gross margins and earnings.
Signet is a leading retailer of lab-created diamonds and over the past several years the portion of our inventory, revenue and operating margin related to lab-created diamonds has been increasing along with consumer demand and acceptance. In Fiscal 2024, approximately 12% of Signet’s merchandise sales were products containing lab-created diamonds.
Signet is a leading retailer of lab-grown diamonds and over the past several years the portion of our inventory, revenue and operating margin related to lab-grown diamonds has been increasing along with consumer demand and acceptance. In Fiscal 2025, approximately 17% of Signet’s merchandise sales were products containing lab-grown diamonds.
Any new regulatory initiatives or investigations by the Consumer Financial Protection Bureau or other state authority, including a potential cap on late fees, relating to the Company’s in-store credit practices, promotions, and payment protection products could impose additional costs and/or restrictions on credit practices of the North America segment, which could have an adverse effect on the conduct of Signet’s business.
Any new regulatory initiatives or investigations by federal or state authorities, including a potential cap on late fees or relating to the Company’s in-store credit practices, promotions, and payment protection products could impose additional costs and/or restrictions on credit practices of the North America segment, which could have an adverse effect on the conduct of Signet’s business.
The recent Israel-Hamas conflict could cause a disruption to Signet’s operations including, but not limited to, delays in product quality certification, failure to maintain or timely update the eCommerce platform for its digital banners or impact its supply chain with vendors located in the Middle East.
The recent Middle East conflicts could cause a disruption to Signet’s operations including, but not limited to, delays in product quality certification, failure to maintain or timely update the eCommerce platform for its Digital brands or impact its supply chain with vendors located in the Middle East.
Such factors include the operating performance and cash flows of the Company’s stores, lower than anticipated consumer traffic, changes in customer spending behavior, macroeconomic factors such as inflation and rising interest rates, changes in the Company’s real estate strategy or other key business initiatives.
Such factors include the operating performance and cash flows of the Company’s businesses, lower than anticipated consumer traffic, changes in customer spending behavior, uncertainties in the macroeconomic environment, inflation, interest rates, changes in the Company’s real estate strategy or other key business initiatives.
While the Company does not believe that tariffs will materially impact its business, the imposition of additional or increased tariffs on jewelry or other items imported by it from China or other countries, or the Company’s inability to successfully manage inventory from China or other countries, could require the Company to increase prices to its customers or, if unable to do so, result in lowering its gross margin on products sold.
While the Company does not believe that tariffs will materially impact its business, the imposition of additional or increased tariffs on jewelry or other supplies and materials that the Company imports from China or other countries, or the Company’s inability to successfully manage inventory from such countries, could require the Company to increase prices to its customers or, if unable to do so, result in lowering its gross margin on products sold.
More than 40% of Signet’s sales in the US and Canada utilize third-party customer financing or payment programs, with the additional purchases being made in cash or using third-party bank cards.
Approximately 43% of Signet’s sales in the US and Canada utilize third-party customer financing or payment programs, with the additional purchases being made in cash or using third-party bank cards.
Signet depends on manufacturers and suppliers to timely provide it with sufficient quantities of quality products. Ultimate delivery of Signet’s merchandise is substantially dependent upon third-party manufacturers and suppliers. In Fiscal 2024, the five largest suppliers collectively accounted for 20.4% of total purchases, with the largest supplier comprising 4.9%.
Signet depends on manufacturers and suppliers to timely provide it with sufficient quantities of quality products. Ultimate delivery of Signet’s merchandise is substantially dependent upon third-party manufacturers and suppliers. In Fiscal 2025, the five largest suppliers collectively accounted for approximately 21% of total purchases, with the largest supplier comprising approximately 6%.
Further, the methodologies we use for reporting ESG data may be 30 Table of Contents updated and our previously reported ESG data may be adjusted to reflect improvements in data that is available to us, changing assumptions, changes in our operations and other changes in circumstances.
Further, the methodologies we use for reporting CSG performance may be updated and our previously reported data may be adjusted to reflect improvements in data that is available to us, changing assumptions, changes in our operations and other changes in circumstances.
The ability for companies to adjust their operations is dependent on the energy infrastructure of the US, namely the availability and cost of low- or non-carbon-based energy sources for our physical locations as well as the availability of low or non-carbon transportation.
The ability for companies to reduce greenhouse gas emissions is dependent on the energy infrastructure of the US, namely the availability and cost of low or non-carbon-based energy sources for our physical locations as well as the availability of low or non-carbon transportation.
Any damage, disruption or shutdown of the Company’s information systems, or the failure to successfully implement new or upgraded systems, could have a material adverse effect on Signet’s results of operations.
Any damage, disruption or shutdown of the Company’s information systems, or the failure to successfully implement new or upgraded systems, could have a material adverse effect on Signet’s results of operations and its internal control over financial reporting.
Extreme weather conditions in the areas in which the Company’s stores are located negatively impacted sales in the fourth quarter of Fiscal 2023 and could negatively affect the Company’s business and results of operations in the future.
Extreme weather conditions in the areas in which the Company’s stores are located have negatively impacted sales in the past and could negatively affect the Company’s business and results of operations in the future.
Failure to comply with the various regulatory requirements may result in 31 Table of Contents damage to Signet’s reputation, civil and criminal proceedings and liability, fines and penalties, and further increase the cost of regulatory compliance. Changes in existing taxation laws, rules or practices may adversely affect the Company’s financial results.
Failure to comply with the various regulatory requirements may result in damage to Signet’s reputation, civil and criminal proceedings and liability, fines and penalties, and further increase the cost of regulatory compliance. Changes in existing taxation laws, rules or practices may adversely affect the Company’s financial results. The Company operates through various subsidiaries in numerous countries throughout the world.
The Company operates through various subsidiaries in numerous countries throughout the world. Consequently, Signet is subject to changes in tax laws, treaties or regulations or the interpretation or enforcement thereof in the US or jurisdictions where any subsidiaries operate or are incorporated. Tax laws, treaties and regulations are highly complex and subject to interpretation.
Consequently, Signet is subject to changes in tax laws, treaties or regulations or the interpretation or enforcement thereof in the US or jurisdictions where any subsidiaries operate or are incorporated. Tax laws, treaties and regulations are highly complex and subject to interpretation.
Lab-created diamonds are a meaningful portion of sales and inventory for Signet and the jewelry industry, and declining costs and retail prices could impact operating results and disappoint consumers.
Lab-grown diamonds are a meaningful portion of sales and inventory for Signet and the jewelry industry, and declining costs and retail prices could impact operating results and cause consumer dissatisfaction.
Any actual or potential claims against us, whether meritorious or not, or regulatory or other investigations, could be time consuming, result in costly litigation or litigation settlements, require significant amounts of management time, negatively impact Signet’s reputation and result in the diversion of significant operational resources.
Signet is involved in legal proceedings incidental to its business. Litigation is inherently unpredictable. Any actual or potential claims against us, whether meritorious or not, or regulatory or other investigations, could be time consuming, result in costly litigation or litigation settlements, require significant amounts of management time, negatively impact Signet’s reputation and result in the diversion of significant operational resources.
A public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19, or the threat or fear of such an event, has adversely impacted and could continue to adversely impact our business. COVID-19 significantly impacted consumer traffic and our retail sales during Fiscal 2021.
A public health crisis or disease outbreak, epidemic or pandemic, such as COVID-19, or the threat or fear of such an event, could adversely impact our business. COVID-19 significantly impacted consumer traffic and our retail sales during Fiscal 2021, and had long-term impacts on consumer shopping habits and trends.
Particularly sharp increases in commodity costs may result in a time lag before increased commodity costs are fully reflected in retail prices. As Signet uses an average cost inventory methodology, volatility in its commodity costs may also result in a time lag before cost increases are reflected in retail prices.
Particularly sharp increases in commodity costs may result in a time lag before increased commodity costs are fully reflected in retail prices. Because Signet uses an average cost inventory methodology, volatility in commodity costs may also result in a time lag before cost increases are reflected in merchandise margins or require retail price changes.
Our processes and controls for reporting ESG matters across our operations and supply chain are continually evolving as are the differing standards for identifying, measuring, and reporting ESG metrics, including ESG-related disclosures that may be required by government agencies. Preparation for the recently issued SEC climate disclosure rule is expected to require additional resources for compliance.
Our processes and controls for reporting such matters across our operations and supply chain are continually evolving as are the differing standards for identifying, measuring, and reporting sustainability-related disclosures that may be required by government agencies. Preparation for the State of California climate disclosure rules is expected to require additional resources for compliance.
Based on our current understanding of the minimum revenue thresholds contained in the proposed Pillar Two rules, we expect that we may be within their scope and so their implementation could impact the amount of tax we have to pay. Additionally, these changes may result in unilateral or uncoordinated local country application of the action items.
Based on our current understanding of the minimum revenue thresholds contained in the proposed Pillar Two rules, we expect that we may be within their scope and so their implementation could impact the amount of tax we have to pay.
Some initiatives may require us to devote significant management, financial and other resources and may expose us to new and unforeseen risks and challenges. We may also incur significant asset impairment and other charges in connection with any such initiative or an acquisition. Long-term changes in consumer attitudes toward jewelry could be unfavorable and harm jewelry sales.
Some initiatives may require us to devote significant management, financial and other resources and may expose us to new and unforeseen risks and challenges. We may also incur significant asset impairment and other charges in connection with any such initiative or an acquisition.
If Signet’s ability to access capital becomes constrained, it may not be able to adequately fund its ongoing operations, dividends and share repurchases or planned initiatives and the Company’s interest costs will likely increase, which could have a material adverse effect on its results of operations, financial condition and cash flows.
If Signet’s ability to access capital becomes constrained, it may not be able to adequately fund its ongoing operations, dividends and share repurchases or planned initiatives and the Company’s interest costs will likely increase, which could have a material adverse effect on its results of operations, financial condition and cash flows. 28 Table of Contents Risks Related to Human Capital The Company’s ability to recruit, train, motivate and retain suitably qualified sales associates could adversely impact sales and earnings.
The gold supply chain is complex and, while management believes that the rules currently cover less than 1% of annual worldwide gold production, the final rules require Signet (and other affected companies that file with the SEC) to make specified country of origin inquiries of Signet’s suppliers, and otherwise to exercise reasonable due diligence in determining the country of origin and certain other information relating to any of the statutorily designated minerals (gold, tin, tantalum and tungsten), that are used in products sold by Signet in the US and elsewhere.
The gold supply chain is complex and, while management believes that the rules currently cover less than 1% of annual worldwide gold production, the final rules require Signet (and other affected companies that file with the SEC) to make specified country of origin inquiries of Signet’s suppliers, and otherwise to exercise reasonable due diligence in determining the country of origin and certain other information relating to any of the statutorily designated minerals (gold, tin, tantalum and tungsten), that are used in products sold by Signet in the US and elsewhere. 21 Table of Contents There may be reputational risks associated with the potential negative response of Signet’s customers and other stakeholders to future disclosures by Signet in the event that, due to the complexity of the global supply chain, Signet is unable to sufficiently verify the origin of the relevant commodities.
In addition, the European Commission has conducted investigations in multiple countries focusing on whether local country tax legislation or rulings provide preferential tax treatment in violation of European Union state aid rules.
Proposals for US tax reform also potentially could have a significant adverse effect on us. In addition, the European Commission has conducted investigations in multiple countries focusing on whether local country tax legislation or rulings provide preferential tax treatment in violation of European Union state aid rules.
Risks Related to Human Capital The Company’s ability to recruit, train, motivate and retain suitably qualified sales associates could adversely impact sales and earnings. Management regards the customer experience as an essential element in the success of its business. Competition for suitable sales associates or changes in labor and healthcare laws could require Signet to incur higher labor costs.
Management regards the customer experience as an essential element in the success of its business. Competition for suitable sales associates or changes in labor and healthcare laws could require Signet to incur higher labor costs.

… 71 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+1 added−1 removed20 unchanged
Biggest changeSignet also maintains a risk-based approach for assessing, identifying, and managing risks from cybersecurity threats associated with third-party service providers, third-party software, third-party applications and other companies with whom we do business (such as our outsourced credit card partners). Signet utilizes industry standard tools to assess the criticality of software, data assets, and operational technology.
Biggest changeSignet engages with these partners to provide or operate technical controls and technology systems, monitor, and maintain the performance and effectiveness of products and services deployed in Signet’s environment, and conduct vulnerability scans and penetration testing. 31 Table of Contents Signet also maintains a risk-based approach for assessing, identifying, and managing risks from cybersecurity threats associated with third-party service providers, third-party software, third-party applications and other companies with whom we do business (such as our outsourced credit card partners).
Together, they receive updates on any significant developments in the cybersecurity domain, ensuring the Board’s oversight is proactive and responsive. 33 Table of Contents
Together, they receive updates on any significant developments in the cybersecurity domain, ensuring the Board’s oversight is proactive and responsive. 32 Table of Contents
This 32 Table of Contents program is integrated within the Company’s enterprise risk management processes and addresses the store and corporate information technology environments, as well as third-party vendors, software, and applications upon which we rely.
This program is integrated within the Company’s enterprise risk management processes and addresses the store and corporate information technology environments, as well as third-party vendors, software, and applications upon which we rely.
We conduct security assessments of high-risk third-party service providers before engagement to ensure compliance with our cybersecurity standards, including review of the service providers’ System and Organization Controls (SOC) report to assess their cybersecurity controls and risk assessment.
Signet utilizes industry standard tools to assess the criticality of software, data assets, and operational technology. We conduct security assessments of high-risk third-party service providers before engagement to ensure compliance with our cybersecurity standards, including review of the service providers’ System and Organization Controls (SOC) report to assess their cybersecurity controls and risk assessment.
Removed
Signet partners with leading cybersecurity companies and organizations, leveraging third-party technology and expertise. Signet engages with these partners to provide or operate technical controls and technology systems, monitor, and maintain the performance and effectiveness of products and services deployed in Signet’s environment, and conduct vulnerability scans and penetration testing.
Added
Signet partners with leading cybersecurity companies and organizations, leveraging third-party technology and expertise.

Item 2. Properties

Properties — owned and leased real estate

11 edited+0 added−1 removed5 unchanged
Biggest changePROPERTIES The following table provides the location, use and size of Signet’s material corporate, distribution, and other non-retail facilities required to support the Company’s global retail operations as of February 3, 2024: Location Function Approximate square footage Lease or Own Lease expiration Akron, Ohio Corporate and distribution 546,000 Lease 2048 Akron, Ohio Training facility 11,000 Lease 2032 Akron, Ohio Repair facility 38,000 Own N/A Barberton, Ohio Non-merchandise fulfillment 135,000 Lease 2032 Brentwood, Tennessee Repair facility 16,020 Lease 2025 Charlotte, North Carolina Corporate and administrative 14,200 Lease 2033 Dallas, Texas Repair facility 31,000 Lease 2029 Dallas, Texas Administrative 190,000 Lease 2029 Frederick, Maryland Customer service 7,716 Lease 2026 Kent, Washington Customer service, Virtual studios 10,500 Lease 2029 New York City, New York Administrative and fulfillment 65,837 Lease 2032 New York City, New York Manufacturing and distribution 10,580 Lease 2027 San Francisco, California Administrative 6,178 Lease 2024 Seattle, Washington Repair facility 27,500 Lease 2030 Seattle, Washington Photo studio 11,000 Lease 2027 Seattle, Washington Corporate and administrative 10,900 Lease 2024 Markham, Ontario (Canada) Distribution and fulfillment 31,000 Lease 2026 Birmingham, UK Corporate, distribution and eCommerce fulfillment 235,000 Own N/A Watford, UK Administrative 20,500 Lease 2037 Gaborone, Botswana Diamond polishing 34,200 Own N/A Herzelia, Israel Technology center 12,400 Lease 2028 Herzelia, Israel Technology center 5,400 Lease 2028 The Company has additional distribution and technology centers in New York, Israel, and the United Arab Emirates, as well as a diamond liaison office in India.
Biggest changePROPERTIES The following table provides the location, use and size of Signet’s material corporate, distribution, and other non-retail facilities required to support the Company’s global retail operations as of February 1, 2025: Location Function Approximate square footage Lease or Own Lease expiration Akron, Ohio Corporate and distribution 546,000 Lease 2048 Akron, Ohio Training facility 11,000 Lease 2032 Akron, Ohio Repair facility 38,000 Own N/A Barberton, Ohio Non-merchandise fulfillment 135,000 Lease 2032 Brentwood, Tennessee Repair facility 16,100 Lease 2025 Charlotte, North Carolina Corporate and administrative 12,000 Lease 2033 Dallas, Texas Corporate and administrative 190,000 Lease 2029 Dallas, Texas Repair facility 31,000 Lease 2029 Frederick, Maryland Customer service 14,000 Lease 2026 Kent, Washington Customer service and virtual studios 10,500 Lease 2029 New York City, New York Administrative and fulfillment 65,800 Lease 2032 New York City, New York Manufacturing and distribution 11,300 Lease 2027 Peoria, Illinois Repair facility 13,000 Lease 2029 Seattle, Washington Repair facility 27,500 Lease 2030 Seattle, Washington Photo studio 11,000 Lease 2027 Markham, Ontario (Canada) Distribution and fulfillment 31,000 Lease 2026 Birmingham, UK Corporate, distribution and eCommerce fulfillment 235,000 Own N/A Watford, UK Administrative 20,500 Lease 2037 Gaborone, Botswana Diamond polishing 34,200 Own N/A Herzliya, Israel Technology center 17,800 Lease 2028 The Company has additional distribution and technology centers in New York, Israel, and the United Arab Emirates, as well as a diamond liaison office in India.
Sufficient distribution exists in all geographies to meet the respective needs of the Company’s operations. Global retail property Signet attributes great importance to the location and appearance of its stores. Accordingly, in each of Signet’s banners, investment decisions on selecting sites and refurbishing stores are made centrally, and strict real estate and investment criteria are applied.
Sufficient distribution exists in all geographies to meet the respective needs of the Company’s operations. Global retail property Signet attributes great importance to the location and appearance of its stores. Accordingly, in each of Signet’s brands, investment decisions on selecting sites and refurbishing stores are made centrally, and strict real estate and investment criteria are applied.
Below is a summary of lease and cost information for stores and kiosks in the North America segment as of February 3, 2024: Typical Initial Lease Term Average Unexpired Lease Term Typical Cost of New Store Kay Mall 5 years 2 years $0.6 million to $1.1 million Off-mall 5 years 3 years $0.4 million to $0.7 million Zales Mall 5 years 2 years $0.7 million to $1.1 million Off-mall 5 years 2 years $0.1 million to $0.6 million Jared 10 to 20 years 4 years $2.2 million to $3.2 million Diamonds Direct 10 to 20 years 9 years $1.9 million to $3.8 million Blue Nile 5 to 10 years 7 years $1.4 million to $1.9 million Banter In-line 3 to 5 years 2 years $0.3 million to $0.5 million Kiosk 3 to 5 years 1 years $0.1 million to $0.2 million In the US, the North America segment collectively leases approximately 30% of store and kiosk locations from two lessors.
Below is a summary of lease and cost information for stores and kiosks in the North America segment as of February 1, 2025: Typical Initial Lease Term Average Unexpired Lease Term Typical Cost of New Store Kay Mall 5 years 2 years $0.6 million to $1.0 million Off-mall 5 years 3 years $0.5 million to $0.9 million Zales Mall 5 years 2 years $0.7 million to $1.1 million Off-mall 5 years 2 years $0.5 million to $0.7 million Jared 10 to 20 years 4 years $2.2 million to $3.2 million Diamonds Direct 10 to 20 years 9 years $2.0 million to $4.0 million Blue Nile 5 to 10 years 5 years $1.4 million to $1.9 million Banter In-line 3 to 5 years 1 year $0.3 million to $0.5 million Kiosk 3 to 5 years 1 year $0.1 million to $0.2 million In the US, the North America segment collectively leases approximately 30% of store and kiosk locations from two lessors.
At February 3, 2024, the average unexpired lease term of International premises was four years, and a majority of leases had either break clauses or terms expiring within five years. Rents are usually subject to upward review every five years if market conditions so warrant.
As of February 1, 2025, the average unexpired lease term of International premises was four years, and a majority of leases had either break clauses or terms expiring within five years. Rents are usually subject to upward review every five years if market conditions so warrant.
As current leases expire, Signet believes that it will be able to renew leases, if desired, for present store locations or to obtain leases in equivalent or improved locations in the same general area. Signet has not experienced difficulty in securing leases for suitable locations for its International stores. No store lease is individually material to Signet’s operations.
As current leases expire, Signet believes that it will be able to renew leases, if desired, for present store locations or to obtain leases in equivalent or improved locations in the same general area. Signet has not experienced difficulty in securing leases for suitable locations for its International stores.
The International segment has no relationship with any lessor relating to 10% or more of its store locations. ITEM 3. LEGAL PROCEEDINGS See discussion of legal proceedings in Note 28 of Item 8. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 35 Table of Contents PART II
The International segment has no relationship with any lessor relating to 10% or more of its store locations. No store lease is individually material to Signet’s operations. ITEM 3. LEGAL PROCEEDINGS See discussion of legal proceedings in Note 28 of Item 8. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 34 Table of Contents PART II
Below is a summary of property details by geography for Signet’s retail operations as of February 3, 2024: North America segment International segment Signet US 2,319 — 2,319 Canada 92 — 92 UK — 277 277 Republic of Ireland — 9 9 Channel Islands — 1 1 Total 2,411 287 2,698 North America retail property Signet’s North America segment operates stores and kiosks in the US and Canada, with substantially all of the locations being leased.
Below is a summary of Signet’s retail operations by geography and reportable segment as of February 1, 2025: North America International Signet US 2,288 — 2,288 Canada 91 — 91 UK — 255 255 Republic of Ireland — 8 8 Total 2,379 263 2,642 North America retail property Signet’s North America segment operates stores and kiosks in the US and Canada, with substantially all of the locations being leased.
Under the terms of a typical lease, the 34 Table of Contents Company is required to conform and maintain its usage to agreed standards, and is responsible for its proportionate share of expenses associated with common area maintenance, utilities and taxes of the mall.
Under the terms of a typical lease, the Company is required to conform and maintain its usage to agreed standards and is responsible for its proportionate share of expenses associated with common area maintenance, utilities and taxes of the location. 33 Table of Contents Towards the end of a lease, Signet evaluates whether to renew a lease and refit the store, using similar operational and investment criteria as for a new store.
In addition to a minimum annual rent cost, the majority of mall stores are also liable to pay rent based on sales above a specified base level. In Fiscal 2024, the majority of the mall stores and kiosks only made base rental payments .
In addition to a minimum annual rent cost, mall stores may be required to pay rent based on sales above a specified base level.
Where the Company is uncertain whether the location will meet its required return on investment, but the store is profitable, the lease may be renewed for one to two years, during which time the store’s performance is further evaluated. The Company not only monitors the stores’ performance but also monitors other factors such as trade area and mall grade.
Where the Company is uncertain whether the location will meet its required return on investment, but the store is profitable, the lease may be renewed for an appropriate amount of time and reconsidered for investment at a later date based on the store’s performance.
The cost of remodels and refurbishments can vary greatly by location and age of store.
The Company not only monitors the stores’ performance but also monitors other factors such as trade area and mall grade and condition, as well as co-tenancy. The cost of remodels and refurbishments can vary greatly by scope, location and age of store.
Removed
Towards the end of a lease, Signet evaluates whether to renew a lease and refit the store, using similar operational and investment criteria as for a new store.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

5 edited+2 added−0 removed4 unchanged
Biggest changeIssuer purchases of equity securities The following table contains the Company’s repurchases of common shares in the fourth quarter of Fiscal 2024: Period Total number of shares purchased Average price paid per share (1) Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs October 29, 2023 to November 25, 2023 27,528 $ 81.72 27,528 $680,592,459 November 26, 2023 to December 30, 2023 167,022 $ 86.20 167,022 $666,195,183 December 31, 2023 to February 3, 2024 51,792 $ 99.90 51,792 $661,021,111 Total 246,342 $ 88.58 246,342 $661,021,111 (1) The average price paid per share excludes commissions paid of $4,434 in connection with the repurchases made under the 2017 Share Repurchase Program. 36 Table of Contents Performance graph The following performance graph and related information shall not be deemed “soliciting material” or to be filed with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that Signet specifically incorporates it by reference into such filing.
Biggest changeIssuer purchases of equity securities The following table contains the Company’s repurchases of common shares in the fourth quarter of Fiscal 2025: Period Total number of shares purchased Average price paid per share (1) Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value of shares that may yet be purchased under the plans or programs November 3, 2024 to November 30, 2024 (2) 52,424 $ 93.13 52,424 $742,395,978 December 1, 2024 to December 28, 2024 — $ — — $742,395,978 December 29, 2024 to February 1, 2025 (3) 313,395 $ 61.78 313,395 $723,034,182 Total 365,819 $ 66.27 365,819 $723,034,182 (1) The average price paid per share excludes commissions paid of $5,637 in connection with the repurchases made under the 2017 Share Repurchase Program.
Under existing Bermuda law, there is no Bermuda income or withholding tax on dividends paid by the Parent Company to its shareholders. Furthermore, under existing Bermuda law, no Bermuda tax is levied on the sale or transfer of Signet common shares. ITEM 6. [RESERVED] 37 Table of Contents
Under existing Bermuda law, there is no Bermuda income or withholding tax on dividends paid by the Parent Company to its shareholders. Furthermore, under existing Bermuda law, no Bermuda tax is levied on the sale or transfer of Signet common shares. ITEM 6. [RESERVED] 36 Table of Contents
Historical share price performance should not be relied upon as an indication of future share price performance. The following graph compares the cumulative total return to holders of Signet’s common shares against the cumulative total return of the S&P 500 Index and the S&P 500 Specialty Retail Index for the five year period ended February 3, 2024.
Historical share price performance should not be relied upon as an indication of future share price performance. The following graph compares the cumulative total return to holders of Signet’s common shares against the cumulative total return of the S&P 500 Index and the S&P 500 Specialty Retail Index for the five-year period ended February 1, 2025.
Any future payment of cash dividends will depend upon such factors as Signet’s earnings, capital requirements, financial condition, restrictions under Signet’s credit facility, legal restrictions and other risk factors deemed relevant by the Board. See Item 1A Risk Factors. Number of common shareholders As of March 15, 2024, there were approximately 6,432 shareholders of record of the Company’s common shares.
Any future payment of cash dividends will depend upon such factors as Signet’s earnings, capital requirements, financial condition, restrictions under Signet’s credit facility, legal restrictions and other risk factors deemed relevant by the Board. See Item 1A Risk Factors. Number of common shareholders As of March 14, 2025, there were approximately 6,285 shareholders of record of the Company’s common shares.
The comparison of the cumulative total returns for each investment assumes that $100 was invested in Signet’s common shares and the respective indices on February 2, 2019 through February 3, 2024. Related Shareholder Matters Signet Jewelers Limited (the “Parent Company”) is classified by the Bermuda Monetary Authority as a non-resident of Bermuda for exchange control purposes.
The comparison of the cumulative total returns for each investment assumes that $100 was invested in Signet’s common shares and the respective indices on February 1, 2020 through February 1, 2025. Related Shareholder Matters Signet Jewelers Limited (the “Parent Company”) is classified by the Bermuda Monetary Authority as a non-resident of Bermuda for exchange control purposes.
Added
(2) Includes shares repurchased under a 10b5-1 Trading Plan adopted by the Company under the 2017 Share Repurchase Program entered into for the period between August 22, 2024 - November 15, 2024 to repurchase up to $71.4M of common shares pursuant to a trading grid at prices ranging from $65 to $120 per share.
Added
(3) Includes shares repurchased under a 10b5-1 Trading Plan adopted by the Company under the 2017 Share Repurchase Program entered into for the period between January 6, 2025 - March 18, 2025 to repurchase up to $35M of common shares pursuant to a trading grid at prices ranging from $65 to $120 per share. 35 Table of Contents Performance graph The following performance graph and related information shall not be deemed “soliciting material” or to be filed with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that Signet specifically incorporates it by reference into such filing.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

136 edited+82 added−94 removed38 unchanged
Biggest changeSignet’s operating income (loss) by reportable segment for the year to date period is as follows: Fiscal 2024 Fiscal 2023 (in millions) $ % of sales $ % of sales North America reportable segment (1) $ 677.0 10.1 % $ 673.2 9.2 % International reportable segment (2) 13.1 3.0 % (0.2) — % Other reportable segment (8.2) nm 2.4 nm Corporate and unallocated expenses (60.4) nm (70.5) nm Operating income $ 621.5 8.7 % $ 604.9 7.7 % (1) Fiscal 2024 includes: 1) $22.0 million of acquisition and integration-related expenses, primarily severance and retention, exit and disposal costs and system decommissioning costs incurred for the integration of Blue Nile; 2) $6.3 million of restructuring charges; 3) $9.0 million of net asset impairment charges primarily related to restructuring and integration; and 4) a $3.0 million credit to income related to the adjustment of a prior litigation accrual.
Biggest changeIn Fiscal 2024, operating income in the North America reportable segment was $677.0 million, or 10.1% of segment sales, and includes $22.0 million of acquisition and integration costs, $6.3 million of restructuring charges and $9.0 million of net asset impairment charges.
The ETR and tax benefit for Fiscal 2024 reflects the impact of a $263.3 million deferred tax asset recorded in the fourth quarter related to the enactment of the Corporate Income Tax Act of 2023 (“Act”) in Bermuda.
The ETR and tax benefit for Fiscal 2024 reflects the impact of a $263.3 million deferred tax asset recorded in the fourth quarter related to the enactment of the Corporate Income Tax Act of 2023 (the “Act”) in Bermuda.
Financing activities Net cash used in financing activities in Fiscal 2024 was $259.7 million, consisting of the repurchase of $139.3 million of common shares, preferred and common share dividends paid of $72.8 million, and payments for taxes withheld related to the settlement of the Company’s share-based compensation awards of $47.6 million.
Net cash used in financing activities in Fiscal 2024 was $259.7 million, consisting of the repurchase of $139.3 million of common shares, preferred and common share dividends paid of $72.8 million, and payments for taxes withheld related to the settlement of the Company’s share-based compensation awards of $47.6 million.
RESULTS OF OPERATIONS Fiscal 2024 Overview Similar to many other retailers, Signet follows the retail 4-4-5 reporting calendar, which included an extra week in the fourth quarter and fiscal year periods of Fiscal 2024 (the “14 th week” and “53 rd week”, respectively). The extra week added $103.2 million in sales in the fourth quarter and full year Fiscal 2024.
RESULTS OF OPERATIONS Fiscal 2025 Overview Similar to many other retailers, Signet follows the retail 4-4-5 reporting calendar, which included an extra week in the fourth quarter and fiscal year periods of Fiscal 2024 (the “14 th week” and “53 rd week”, respectively). The extra week added $103.2 million in sales in the fourth quarter and full year Fiscal 2024.
The ABL Facility contains customary events of default (including payment defaults, cross-defaults to certain of the Company’s other indebtedness, breach of representations and covenants and change of control). The occurrence of an event of default under the ABL Facility would permit the lenders to accelerate the indebtedness and terminate the ABL Facility.
The ABL contains customary events of default (including payment defaults, cross-defaults to certain of the Company’s other indebtedness, breach of representations and covenants and change of control). The occurrence of an event of default under the ABL would permit the lenders to accelerate the indebtedness and terminate the ABL.
Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report, particularly in “Forward-Looking Statements” above as well as the “Risk Factors” section within Item 1A. This management's discussion and analysis provides comparisons of material changes in the consolidated financial statements for Fiscal 2024 and Fiscal 2023.
Factors that could cause or contribute to those differences include, but are not limited to, those discussed below and elsewhere in this report, particularly in “Forward-Looking Statements” above as well as the “Risk Factors” section within Item 1A. This management's discussion and analysis provides comparisons of material changes in the consolidated financial statements for Fiscal 2025 and Fiscal 2024.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The discussion and analysis in this Item 7 are intended to provide the reader with information that will assist in understanding the significant factors affecting the Company’s consolidated operating results, financial condition, liquidity and capital resources.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The discussion and analysis in this Item 7 is intended to provide the reader with information that will assist in understanding the significant factors affecting the Company’s consolidated operating results, financial condition, liquidity and capital resources.
As further discussed in Note 12 of Item 8, the Company has outsourced its entire credit card portfolio, and it receives cash from its outsourced financing partners (net of applicable fees) generally within two days of the customer sale.
As further discussed in Note 11 of Item 8, the Company has outsourced its entire credit card portfolio, and it receives cash from its outsourced financing partners (net of applicable fees) generally within two days of the customer sale.
Fiscal 2023 was a 52 week reporting period. Same store sales Management considers same store sales useful as it is a major benchmark used by investors to judge performance within the retail industry. Same store sales growth is calculated by comparison of sales in stores that were open in both the current and the prior fiscal year.
Fiscal 2025 was a 52-week reporting period. Same store sales Management considers same store sales useful as it is a major benchmark used by investors to judge performance within the retail industry. Same store sales is calculated by comparison of sales in stores that were open in both the current and the prior fiscal year.
The ETR and tax benefit for the fourth quarter of Fiscal 2024 were primarily driven by the $263.3 million deferred tax benefit resulting from the Bermuda economic transition adjustment discussed above and the favorable impact of an uncertain tax position of $20.5 million settled in the fourth quarter.
The ETR and tax benefit for the fourth quarter of Fiscal 2024 were primarily driven by the $263.3 million deferred tax benefit resulting from the Bermuda economic 42 Table of Contents transition adjustment discussed above and the favorable impact of an uncertain tax position of $20.5 million settled in the fourth quarter.
Management estimates that a 1% change in the recognition rates between years for ESP sales, based on the level of ESP plans sold in Fiscal 2024 and assuming no change in the life over which the Company is expected to fulfill its obligations under the warranty, would impact revenue recognized on current year ESA plan sales by approximately $5 million.
Management estimates that a 1% change in the recognition rates between years for ESP sales, based on the level of ESP plans sold in Fiscal 2025 and assuming no change in the life over which the Company is expected to fulfill its obligations under the warranty, would impact revenue recognized on current year ESP sales by approximately $5 million.
Comparisons at the divisional level are made in local currency and consolidated 39 Table of Contents comparisons are made at constant exchange rates and exclude the effect of exchange rate movements by recalculating the prior period results as if they had been generated at the weighted average exchange rate for the current period.
Comparisons at the divisional level are made in local currency and consolidated comparisons are made at constant exchange rates and exclude the effect of exchange rate movements by recalculating the prior period results as if they had been generated at the weighted average exchange rate for the current period.
A significant element of compensation is performance-based and is primarily dependent on sales and operating profit. The level of advertising expenditures can vary.
A significant element of compensation is performance-based and is primarily dependent on sales and operating profit. The level of advertising expenditures can vary year over year.
Other operating income (expense), net Other operating income (expense), net primarily consists of miscellaneous operating income and expense items such as litigation settlements, restructuring charges, gains or losses on sales of assets (including divestitures), foreign currency gains and losses, and gains and losses from undesignated derivative contracts.
Other operating (expense) income, net Other operating (expense) income, net primarily consists of miscellaneous operating income and expense items such as litigation settlements, restructuring charges, gains or losses on the sale of assets (including divestitures), foreign currency gains and losses, and gains and losses from undesignated derivative contracts.
(2) Fiscal 2024 includes expenses related to the integration of Blue Nile, primarily severance and retention, exit and disposal costs and system decommissioning costs; Fiscal 2023 includes the impact of the fair value step-up for inventory acquired in the Diamonds Direct and Blue Nile acquisitions, as well as direct transaction-related and integration costs, primarily professional fees and severance, incurred for the acquisition of Blue Nile; Fiscal 2022 included direct transaction-related costs for the acquisition of Rocksbox and Diamonds Direct and impact of the fair value step-up for inventory from Diamonds Direct.
Fiscal 2024 includes expenses related to the integration of Blue Nile, primarily severance and retention, exit and disposal costs and system decommissioning costs; Fiscal 2023 includes the impact of the fair value step-up for inventory acquired in the Diamonds Direct and Blue Nile acquisitions, as well as direct transaction-related and integration costs, primarily professional fees and severance, incurred for the acquisition of Blue Nile.
(3) Fiscal 2024 includes expenses related to the integration of Blue Nile, primarily severance and retention, exit and disposal costs and system decommissioning costs; Fiscal 2023 includes the impact of the fair value step-up for inventory acquired in the Diamonds Direct and Blue Nile acquisitions, as well as direct transaction-related and integration costs, primarily professional fees and severance, incurred for the acquisition of Blue Nile; Fiscal 2022 included direct transaction-related costs for the acquisition of Rocksbox and Diamonds Direct and impact of the fair value step-up for inventory from Diamonds Direct.
Fiscal 2024 includes expenses related to the integration of Blue Nile, primarily severance and retention, exit and disposal costs and system decommissioning costs; Fiscal 2023 includes the impact of the fair value step-up for inventory acquired in the Diamonds Direct and Blue Nile acquisitions, as well as direct transaction-related and integration costs, primarily professional fees and severance, incurred for the acquisition of Blue Nile.
The following table provides a summary of these items as of February 3, 2024, January 28, 2023 and January 29, 2022: (in millions) February 3, 2024 January 28, 2023 January 29, 2022 Working capital (1) $ 1,560.6 $ 1,259.0 $ 1,659.7 Capitalization: Current portion of long-term debt $ 147.7 $ — $ — Long-term debt — 147.4 147.1 Redeemable Series A Convertible Preference Shares 655.5 653.8 652.1 Shareholders’ equity 2,166.5 1,578.6 1,564.0 Total capitalization $ 2,969.7 $ 2,379.8 $ 2,363.2 Additional amounts available under credit agreements $ 1,134.2 $ 1,406.6 $ 1,245.9 (1) Includes cash and cash equivalents and current portion of long-term debt If the excess availability under the ABL Revolving Facility falls below the threshold specified in the ABL Facility agreement, the Company will be required to maintain a fixed charge coverage ratio of not less than 1.00 to 1.00.
The following table provides a summary of these items as of February 1, 2025, February 3, 2024 and January 28, 2023: (in millions) February 1, 2025 February 3, 2024 January 28, 2023 Working capital (1) $ 880.7 $ 1,560.6 $ 1,259.0 Capitalization: Current portion of long-term debt $ — $ 147.7 $ — Long-term debt — — 147.4 Redeemable Series A Convertible Preference Shares — 655.5 653.8 Shareholders’ equity 1,851.8 2,166.5 1,578.6 Total capitalization $ 1,851.8 $ 2,969.7 $ 2,379.8 Additional amounts available under credit agreements $ 1,162.4 $ 1,134.2 $ 1,406.6 (1) Includes cash and cash equivalents and current portion of long-term debt If the excess availability under the ABL falls below the threshold specified in the ABL agreement, the Company will be required to maintain a fixed charge coverage ratio of not less than 1.00 to 1.00.
The Company believes that cash on hand, cash flows from operations and available borrowings under the ABL Revolving Facility will be sufficient to meet its ongoing business requirements for at least the 12 months following the date of this report, including funding working capital needs, projected investments in the business (including capital expenditures), debt service and maturities, including Preferred Shares, and returns to shareholders through dividends and share repurchases.
The Company believes that cash on hand, cash flows from operations and available borrowings under the ABL will be sufficient to meet its ongoing business requirements for at least the 12 months following the date of this report, including funding working capital needs, projected investments in the business (including capital expenditures), and returns to shareholders through dividends and common share repurchases.
In Fiscal 2025, it is anticipated a five percent movement in the British pound to US dollar exchange rate would impact the Company’s income before income taxes by approximately $0.4 million, while a five percent movement in the Canadian dollar to US dollar exchange rate would impact the Company’s income before income taxes by approximately $1.6 million.
In Fiscal 2026, it is anticipated a five percent movement in the British pound to US dollar exchange rate would impact the Company’s income before income taxes by approximately $0.2 million, while a five percent movement in the Canadian dollar to US dollar exchange rate would impact the Company’s income before income taxes by approximately $0.6 million.
Adjusted EBITDAR is a non-GAAP measure, defined as earnings before interest and income taxes, depreciation and amortization, share-based compensation expense, other non-operating expense, net and certain non-GAAP accounting adjustments (“Adjusted EBITDA”) and further excludes minimum fixed rent expense for properties occupied under operating leases.
Adjusted EBITDA is a non-GAAP measure, defined as earnings before interest, income taxes, depreciation and amortization, share-based compensation expense, non-operating expense, net and certain non-GAAP accounting adjustments. Adjusted EBITDAR takes this adjusted EBITDA and further excludes minimum fixed rent expense for properties occupied under operating leases.
The acquisition of certain assets of SJR in the second quarter of Fiscal 2024, as well as the transition of the former Blue Nile Seattle fulfillment center to a new enterprise-wide repair facility, is expected to expand the Company’s services capacity and capabilities.
In addition, the acquisition of certain assets of SJR in the second quarter of Fiscal 2024, as well as the transition of the former Blue Nile Seattle fulfillment center to a new enterprise-wide repair facility, has expanded the Company’s services capacity and capabilities.
Signet’s inventory turns faster in the fourth quarter than in the other three quarters, therefore, changes in the cost of merchandise is more impactful on the gross margin in that quarter. An increase in inventory turnover would accelerate the rate at which commodity costs impact gross margin.
Signet’s inventory turns faster in the fourth quarter, therefore, changes in the cost of merchandise are more impactful on the gross margin in that quarter. An increase in inventory turnover would accelerate the rate at which commodity costs impact gross margin.
(in millions) February 3, 2024 January 28, 2023 January 29, 2022 Cash and cash equivalents $ 1,378.7 $ 1,166.8 $ 1,418.3 Less: Current portion of long-term debt (147.7) — — Less: Long-term debt — (147.4) (147.1) Net cash $ 1,231.0 $ 1,019.4 $ 1,271.2 2.
(in millions) February 1, 2025 February 3, 2024 January 28, 2023 Cash and cash equivalents $ 604.0 $ 1,378.7 $ 1,166.8 Less: Current portion of long-term debt — (147.7) — Less: Long-term debt — — (147.4) Net cash $ 604.0 $ 1,231.0 $ 1,019.4 2.
Refer to Note 10 of Item 8 for additional information. • Cash provided by inventory was $182.5 million compared to a use of $16.5 million in the prior year period.
Refer to Note 10 of Item 8 for additional information. • Cash provided by inventory was $1.0 million compared to a source of $182.5 million in the prior year period.
As of February 3, 2024, the threshold related to the fixed coverage ratio was approximately $114 million. The ABL Facility places certain restrictions upon the Company’s ability to, among other things, incur additional indebtedness, pay dividends, grant liens and make certain loans, investments and divestitures.
As of February 1, 2025, the threshold related to the fixed coverage ratio was approximately $116 million. The ABL places certain restrictions upon the Company’s ability to, among other things, incur additional indebtedness, pay dividends, grant liens and make certain loans, investments and divestitures.
Deferred taxes were a use of $180.3 million in the current period compared to a use of $99.3 million in the prior year, primarily as a result of the deferred tax asset related to the Bermuda economic transition adjustment.
Deferred taxes were a use of $30.7 million in the current period compared to a use of $180.3 million in the prior year, primarily as a result of the deferred tax asset related to the Bermuda economic transition adjustment taken in Fiscal 2024.
The effect from foreign currency, calculated on a constant currency basis, is determined by applying current year average exchange rates to prior year sales in local currency. (3) Includes sales from Signet’s diamond sourcing operation. nm Not meaningful. ATV is an operating metric defined as net merchandise sales divided by the total number of customer transactions.
The effect from foreign currency, calculated on a constant currency basis, is determined by applying current year average exchange rates to prior year sales in local currency. (3) Includes sales from Signet’s diamond sourcing operation. nm Not meaningful. AUR is an operating metric defined as merchandise sales divided by merchandise units.
Refer to Note 10 of Item 8 for additional information. In the fourth quarter of Fiscal 2024, income tax benefit was $199.2 million, with an ETR of (46.7)%, compared to expense of $89.5 million, with an ETR of 24.4% in the fourth quarter of Fiscal 2023.
Refer to Note 10 of Item 8 for additional information. In the fourth quarter of Fiscal 2025, income tax expense was $53.5 million, with an ETR of 34.7%, compared to an income tax benefit of $199.2 million, with an ETR of (46.7)% in the fourth quarter of Fiscal 2024.
For a comparison of Fiscal 2023 and Fiscal 2022, refer to Item 7 included in our Annual Report on Form 10-K for the year ended January 28, 2023 filed with the SEC on March 16, 2023. OVERVIEW Overall performance Signet’s sales decreased by 6.3% during the fourth quarter of Fiscal 2024 compared to the same period in Fiscal 2023.
For a comparison of Fiscal 2024 and Fiscal 2023, refer to Item 7 included in our Annual Report on Form 10-K for the year ended February 3, 2024 filed with the SEC on March 21, 2024. OVERVIEW Overall performance Signet’s sales decreased by 5.8% during the fourth quarter of Fiscal 2025 compared to the same period in Fiscal 2024.
Primary sources and uses of operating cash flows Operating activities provide the primary source of cash for the Company and are influenced by a number of factors, the most significant of which are operating income and changes in working capital items, such as: 50 Table of Contents • changes in the level of inventory as a result of sales and other strategic initiatives; • changes and timing of accounts payable and accrued expenses, including variable compensation; and • changes in deferred revenue, reflective of the revenue from performance of extended service plans.
Primary sources and uses of operating cash flows Operating activities provide the primary source of cash for the Company and are influenced by a number of factors, the most significant of which are operating income and changes in working capital items, such as: • changes in the level of inventory as a result of sales and other strategic initiatives; and • changes and timing of accounts payable and accrued expenses, including variable compensation.
This difference was driven by accrued litigation charges which were accrued in the prior year period and paid during the first quarter of Fiscal 2024. See Note 28 of Item 8 for additional information. Investing activities Net cash used in investing activities in Fiscal 2024 was $75.8 million compared to a use of $545.4 million in the prior period.
This difference is driven primarily by litigation settlements which were accrued in Fiscal 2023 and paid during the first quarter of Fiscal 2024. See Note 28 of Item 8 for additional information. Investing activities Net cash used in investing activities in Fiscal 2025 was $159.1 million compared to a use of $75.8 million in the prior year period.
In the fourth quarter, operating income was $416.3 million or 16.7% of sales compared to $369.5 million or 13.9% of sales in prior year fourth quarter.
In the fourth quarter, operating income was $152.6 million or 6.5% of sales compared to $416.3 million or 16.7% of sales in prior year fourth quarter.
As of February 3, 2024 and January 28, 2023, the Company was in compliance with all debt covenants. 52 Table of Contents Capital availability Signet’s level of borrowings and cash balances fluctuates during the year reflecting the seasonality of its cash flow requirements and business performance.
As of February 1, 2025 and February 3, 2024, the Company was in compliance with all debt covenants. Capital availability Signet’s level of borrowings and cash balances fluctuates during the year reflecting the seasonality of its cash flow requirements and business performance.
The uncertainty of the current macroeconomic environment on the Company’s business could continue to further negatively affect the operating performance and cash flows of the previously impaired stores or additional stores, including the impacts of inflation, continued changes in consumer behavior and shifts in discretionary spending, the inability to achieve or maintain cost savings initiatives included in the business plans, changes in real estate strategy or other macroeconomic factors which influence consumer behavior.
Certain factors impacting the Company’s business could continue to further negatively affect the operating performance and cash flows of the previously impaired stores or additional stores, including the impacts of inflation, continued changes in consumer 52 Table of Contents behavior and shifts in discretionary spending, the inability to achieve or maintain cost savings or other strategic initiatives, changes in real estate strategy or other macroeconomic factors which influence consumer behavior.
Summary cash flow The following table provides a summary of Signet’s cash flow activity for Fiscal 2024 and Fiscal 2023: (in millions) Fiscal 2024 Fiscal 2023 Net cash provided by operating activities $ 546.9 $ 797.9 Net cash used in investing activities (75.8) (545.4) Net cash used in financing activities (259.7) (490.0) Increase (decrease) in cash and cash equivalents 211.4 (237.5) Cash and cash equivalents at beginning of period 1,166.8 1,418.3 Increase (decrease) in cash and cash equivalents 211.4 (237.5) Effect of exchange rate changes on cash and cash equivalents 0.5 (14.0) Cash and cash equivalents at end of period $ 1,378.7 $ 1,166.8 Operating activities Net cash provided by operating activities in Fiscal 2024 was $546.9 million compared to net cash provided by operating activities of $797.9 million in the prior year comparable period.
Summary cash flow The following table provides a summary of Signet’s cash flow activity for Fiscal 2025 and Fiscal 2024: (in millions) Fiscal 2025 Fiscal 2024 Net cash provided by operating activities $ 590.9 $ 546.9 Net cash used in investing activities (159.1) (75.8) Net cash used in financing activities (1,199.5) (259.7) (Decrease) increase in cash and cash equivalents (767.7) 211.4 Cash and cash equivalents at beginning of period 1,378.7 1,166.8 (Decrease) increase in cash and cash equivalents (767.7) 211.4 Effect of exchange rate changes on cash and cash equivalents (7.0) 0.5 Cash and cash equivalents at end of period $ 604.0 $ 1,378.7 48 Table of Contents Operating activities Net cash provided by operating activities in Fiscal 2025 was $590.9 million compared to net cash provided by operating activities of $546.9 million in the prior year comparable period.
Credit ratings The following table provides Signet’s credit ratings as of February 3, 2024: Rating Agency Corporate Senior Notes Standard & Poor’s BB- BB- Moody’s Ba3 B2 Fitch BB BB OFF-BALANCE SHEET ARRANGEMENTS Merchandise held on consignment The Company held $530.3 million of consignment inventory at February 3, 2024 compared to $623.0 million at January 28, 2023, which is not recorded on the consolidated balance sheets.
Credit ratings The following table provides Signet’s credit ratings as of February 1, 2025: Rating Agency Corporate Standard & Poor’s BB Moody’s Ba3 Fitch BB+ OFF-BALANCE SHEET ARRANGEMENTS Merchandise held on consignment The Company held $601.5 million of consignment inventory at February 1, 2025 compared to $530.3 million at February 3, 2024, which is not recorded on the consolidated balance sheets.
Uncertainties exist that could impact the Company’s results of operations or cash flows in the future, such as further pricing and inflationary environment changes impacting the Company (including, but not limited to, materials, labor, fulfillment and advertising costs) or adverse shifts in consumer discretionary spending, deterioration of consumer credit, supply chain disruptions to the Company’s business, the Company’s ability to recruit and retain qualified team members, or organized retail crime and its impact to mall traffic.
Uncertainties exist that could impact the Company’s results of operations or cash flows in the future, such as competitive pricing pressure, including lab-grown diamonds, continued inflationary impacts to the Company (including, but not limited to, materials, labor, fulfillment and advertising costs) or adverse shifts in consumer discretionary spending, slower than anticipated recovery of engagements, deterioration of consumer credit, supply chain disruptions to the Company’s business, the Company’s ability to recruit and retain qualified team members, or organized retail crime and its impact to mall traffic.
Factors that influence gross margin include pricing, promotional environment, changes in merchandise costs, changes in non-merchandise components of cost of sales (as described above), changes in sales mix, foreign exchange, and the economics of services such as repairs and extended service plans. The price of diamonds varies depending on their size, cut, color and clarity.
Factors that influence gross margin include pricing, promotional environment, changes in merchandise costs, changes in non-merchandise components of cost of sales (as described above), changes in sales mix, foreign exchange, and the economics of services such as repairs and extended service plans.
Blue Nile is included in same store sales beginning in the third quarter of Fiscal 2024. (2) The Company provides the period-over-period change in total sales excluding the impact of foreign currency fluctuations, which is a non-GAAP measure, to provide transparency to performance and enhance investors’ understanding of underlying business trends.
(2) The Company provides the period-over-period change in total sales excluding the impact of foreign currency fluctuations, which is a non-GAAP measure, to provide transparency to performance and enhance investors’ understanding of underlying business trends.
Brick and mortar same store sales decreased 9.0% from the prior year fourth quarter.
Brick and mortar same store sales decreased 1.4% from the prior year fourth quarter.
The Company has a valuation allowance of $18.3 million and $19.0 million, as of February 3, 2024 and January 28, 2023, respectively, due to uncertainties related to the Company’s ability to utilize certain of its deferred tax assets, primarily consisting of net operating losses and capital losses carried forward.
The Company has a valuation allowance of $14.9 million and $18.3 million, as of February 1, 2025 and February 3, 2024, respectively, due to uncertainties related to the Company’s ability to utilize certain of its deferred tax assets, primarily consisting of state net operating losses and foreign capital losses carried forward.
See Note 11 of Item 8 for additional information. • The change in current income taxes was a use of $3.0 million in the current period compared to a source of $98.5 million in the prior year.
See Note 10 and Note 14 of Item 8 for additional information. • The change in current income taxes was a use of $19.3 million in the current period compared to a use of $3.0 million in the prior year.
Fiscal year sales Signet’s total sales decreased 8.6% to $7.17 billion compared to $7.84 billion in the prior year. Signet’s same store sales decreased 11.6%, compared to a decrease of 6.1% in the prior year.
Fiscal year sales Signet’s total sales decreased 6.5% to $6.70 billion compared to $7.17 billion in the prior year. Signet’s same store sales decreased 3.4%, compared to a decrease of 11.6% in the prior year.
Selling, general and administrative expenses (“SG&A”) SG&A primarily includes store staff and store administrative costs as well as advertising and promotional costs. It also includes field support center expenses such as information technology, finance, eCommerce and other operating expenses (such as private label credit costs) not specifically categorized elsewhere in the consolidated statements of operations.
Selling, general and administrative expenses (“SG&A”) SG&A is mostly composed of store staff and store administrative costs as well as advertising and promotional costs. It also includes centralized administrative expenses such as information technology, credit costs and other administrative operating expenses not specifically categorized elsewhere in the consolidated statements of operations.
Income taxes Income tax benefit for Fiscal 2024 was $170.6 million, with an effective tax rate (“ETR”) of (26.7)%, compared to an income tax expense of $74.5 million, with an effective tax rate of 16.5% in Fiscal 2023.
Income taxes Income tax expense for Fiscal 2025 was $63.0 million, with an effective tax rate (“ETR”) of 50.7%, compared to an income tax benefit of $170.6 million, with an effective tax rate of (26.7)% in Fiscal 2024.
Non-GAAP operating income and non-GAAP operating margin Non-GAAP operating income is a non-GAAP measure defined as operating income excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period.
Refer to Note 28 of Item 8 for additional information. 3. Adjusted operating income and adjusted operating margin Adjusted operating income is a non-GAAP measure defined as operating income excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period.
The Company’s cash discipline has led to more efficient working capital, through both the extension of payment days with the Company’s vendor base, as well as through improvement in productivity and overall health of the Company’s inventory, utilizing a disciplined approach to drive continued reductions in sell down and clearance inventory.
The Company’s cash discipline has led to more efficient working capital, through both the extension of payment days with the Company’s vendor base, as well as through improvement in productivity and the overall health and newness of the Company’s inventory.
Selling, general and administrative expenses SG&A for Fiscal 2024 was $2.20 billion or 30.6% of sales compared to $2.21 billion or 28.2% of sales in Fiscal 2023. In the fourth quarter of Fiscal 2024 SG&A was $671.9 million or 26.9% of sales compared to $702.5 million or 26.3% of sales in the prior year fourth quarter.
Selling, general and administrative expenses SG&A for Fiscal 2025 was $2.12 billion or 31.7% of sales compared to $2.20 billion or 30.6% of sales in Fiscal 2024. In the fourth quarter of Fiscal 2025 SG&A was $639.2 million or 27.2% of sales compared to $671.9 million or 26.9% of sales in the prior year fourth quarter.
Due to various impacts of the current market conditions on key inputs and assumptions, such as rising interest rates and the sustained inflationary pressure on consumers’ discretionary spending, the Company determined that quantitative impairment assessments were required for the Diamonds Direct and Digital Banners reporting units as well as the indefinite-lived intangible assets assigned to those reporting units as of the annual impairment testing date during the second quarter of Fiscal 2024.
Due to various impacts of the current market conditions on key inputs and assumptions, such as rising interest rates and the macroeconomic impact on consumers’ discretionary spending, the Company determined that quantitative impairment assessments were required for the Diamonds Direct and Digital brands reporting units as well as the Blue Nile and Diamonds Direct trade names as of the annual impairment testing date during the second quarter of Fiscal 2025.
The significant movements in operating cash flows are further described below: • Net income was $810.4 million compared to net income of $376.7 million in the prior year period, an increase of $433.7 million.
The significant movements in operating cash flows are further described below: • Net income was $61.2 million compared to net income of $810.4 million in the prior year period, a decrease of $749.2 million.
Management considers this metric to be helpful in understanding how the business is generating cash from its operating and investing activities that can be used to meet the financing needs of the business. Adjusted free cash flow, a non-GAAP measure, excludes the proceeds from the sale of in-house finance receivables.
Free cash flow Free cash flow is a non-GAAP measure defined as the net cash provided by operating activities less capital expenditures. Management considers this metric to be helpful in understanding how the business is generating cash from its operating and investing activities that can be used to meet the financing needs of the business.
Asset impairments, net During Fiscal 2024, the Company recorded non-cash, pre-tax asset impairments related to the impairment of long-lived assets and intangible assets of $9.1 million. During the fourth quarter of Fiscal 2024, the Company recorded non-cash, pre-tax asset impairments of $3.4 million, primarily related to intangible assets.
During Fiscal 2024, the Company recorded pre-tax asset impairments related to the impairment of long-lived assets and intangible assets of $9.1 million. During the fourth quarter of Fiscal 2024, the Company recorded pre-tax asset impairments of $3.4 million, primarily related to intangible assets. See Note 14 of Item 8 for additional information on the asset impairments.
In the fourth quarter, net interest income was $8.7 million compared to net interest expense $2.1 million in the prior year fourth quarter.
Interest income (expense), net In Fiscal 2025, net interest income was $9.8 million compared to net interest income of $18.7 million in Fiscal 2024. In the fourth quarter, net interest expense was $0.2 million compared to net interest income $8.7 million in the prior year fourth quarter.
Lifetime ESP revenue is deferred and recognized over a maximum of 13 years after the sale of the warranty contract. Although claims experience varies between the Company’s national banners, thereby resulting in different recognition rates, approximately 60% to 65% of revenue is recognized within the first two years on a weighted average basis.
Although claims experience varies between the Company’s national brands, thereby resulting in different recognition rates, approximately 60% to 70% of revenue is recognized within the first two years on a weighted average basis.
Signet primarily uses an average cost inventory methodology and, as jewelry inventory turns slowly, the impact of movements in the cost of diamonds and gold takes time to be fully reflected in the gross margin.
The price of diamonds varies depending on their size, cut, color and clarity. 38 Table of Contents Signet primarily uses an average cost inventory methodology and, as jewelry inventory turns slowly, the impact of movements in inventory costs takes time to be fully reflected in gross margin.
Refer to Note 16 and Note 26 of Item 8 for additional information. (4) Includes gain on sale of the UK prestige watch business, net of transaction costs. Refer to Note 4 of Item 8 for additional information. 4.
Fiscal 2024 includes gain on sale of the UK prestige watch business, net of transaction costs. Refer to Note 4 of Item 8 for additional information. (4) Fiscal 2025 includes severance and retention expenses related to the integration of Blue Nile.
The Company noted that an increase in the discount rate and/or a further softening of sales and operating income trends for the Diamonds Direct reporting unit and related trade name as well as the Blue Nile trade name, could result in a decline in the estimated fair values of the indefinite-lived intangible assets, including goodwill, which could result in future material impairment charges.
An increase in the discount rate and/or a further softening of sales and operating income trends for any of the Company’s reporting units and related trade names, particularly during peak selling seasons, could result in a further decline in the estimated fair values of the indefinite-lived intangible assets, including goodwill, which could result in future material impairment charges, particularly for Diamonds Direct and Digital brands as described above.
Optimized capital structure The Company has made significant progress over the past few years in line with its strategic priority to ensure a strong cash and overall liquidity position, including fully outsourcing credit, significantly reducing its outstanding debt, and eliminating the UK Pension Scheme.
See Note 4 of Item 8 for additional information. Optimized capital structure The Company has made significant progress over the past few years in line with its priority to build a strong cash and overall liquidity position, including fully outsourcing credit and eliminating the obligations under the UK Pension Scheme.
The number of transactions decreased 10.6%, while ATV decreased 0.6% over prior year. Fourth quarter sales Signet’s total sales decreased 6.3% year over year to $2.5 billion in the fourth quarter, while total sales at constant exchange rates decreased 6.6%. Same store sales decreased 9.6%, compared to a decrease of 9.1% in the prior year quarter.
The number of units decreased 8.0% and AUR decreased 2.8% over prior year. Fourth quarter sales Signet’s total sales decreased 5.8% year over year to $2.4 billion in the fourth quarter. Same store sales decreased 1.1%, compared to a decrease of 9.6% in the prior year quarter.
Management also utilizes non-GAAP operating margin, defined as non-GAAP operating income as a percentage of total sales, to further evaluate the effectiveness and efficiency of the Company’s flexible operating model. 46 Table of Contents (in millions) Fiscal 2024 Fiscal 2023 Fiscal 2022 Operating income $ 621.5 $ 604.9 $ 903.4 Litigation charges (1) (3.0) 203.8 1.7 Acquisition and integration-related expenses (2) 22.0 25.8 8.6 Restructuring charges (3) 7.5 — (3.3) Asset impairments, net (3) 7.1 15.9 (0.9) Gain on divestitures, net (4) (12.3) — — Gain on sale of in-house finance receivables — — (1.4) Non-GAAP operating income $ 642.8 $ 850.4 $ 908.1 Operating margin 8.7 % 7.7 % 11.5 % Non-GAAP operating margin 9.0 % 10.8 % 11.6 % (1) Fiscal 2024 includes a credit to income related to the adjustment of a prior litigation accrual recognized in the first quarter of Fiscal 2023.
Management also utilizes adjusted operating margin, defined as adjusted operating income as a percentage of total sales, to further evaluate the effectiveness and efficiency of the Company’s flexible operating model. 44 Table of Contents (in millions) Fiscal 2025 Fiscal 2024 Fiscal 2023 Operating income $ 110.7 $ 621.5 $ 604.9 Asset impairments (1) 369.2 7.1 15.9 Restructuring and related charges (2) 12.1 7.5 — Loss (gain) on divestitures, net (3) 2.6 (12.3) — Acquisition and integration-related expenses (4) 1.1 22.0 25.8 Leadership transition costs (5) 2.4 — — Litigation charges (6) — (3.0) 203.8 Adjusted operating income $ 498.1 $ 642.8 $ 850.4 Operating margin 1.7 % 8.7 % 7.7 % Adjusted operating margin 7.4 % 9.0 % 10.8 % (1) Fiscal 2025 primarily includes asset impairment charges related to goodwill and indefinite-lived intangible assets.
The investments and new capabilities built during the past few years laid the foundation for the Company’s accelerated growth, including prioritizing investments in digital technology and data analytics, enhancing the Company’s new and modernized eCommerce platform and optimizing a connected commerce shopping journey for its customers.
The investments in acquisitions and new capabilities built during the past few years laid the foundation for the Company’s growth, including prioritizing investments in digital technology and data analytics, and enhancing and optimizing a connected commerce shopping journey for its customers, all of which has been funded through cost reductions and structural improvements in the Company’s operations.
The year over year change was primarily the result of net income tax payments of $13.0 million in the current year and lower forecasted taxable income, compared to net cash payments of $74.6 million in the prior year period.
The current year use was primarily the result of net income tax payments of $115.5 million, compared to net cash payments of $13.0 million in the prior year period.
In the fourth quarter of Fiscal 2024, other operating income was $10.3 million compared to an expense of $18.4 million in the fourth quarter of Fiscal 2023. The fourth quarter of Fiscal 2024 was primarily driven by the net gain on divestitures of $13.6 million partially offset by restructuring charges of $1.9 million.
Fiscal 2024 was primarily driven by the net gain on divestitures of $12.3 million partially offset by restructuring charges of $7.5 million and foreign exchange losses of $3.0 million. In the fourth quarter of Fiscal 2025, other operating expense was $7.1 million compared to income of $10.3 million in the fourth quarter of Fiscal 2024.
There were no borrowings under the ABL Revolving Facility during Fiscal 2024 or Fiscal 2023. The Company had stand-by letters of credit on the ABL Revolving Facility of $18.2 million as of February 3, 2024 that reduced remaining borrowing availability. Available borrowing capacity under the ABL Revolving Facility was $1.1 billion as of February 3, 2024.
The Company had stand-by letters of credit on the ABL of $18.0 million as of February 1, 2025 that reduced remaining borrowing availability. Available borrowing capacity under the ABL was $1.2 billion as of February 1, 2025. The Company had no outstanding debt as of February 1, 2025.
The principal terms of the consignment agreements, which can generally be terminated by either party, are such that the Company can return any or all of the inventory to the relevant suppliers without financial or commercial penalties and the supplier can adjust the inventory costs prior to sale.
The principal terms of the consignment agreements, which can generally be terminated by either party, are such that the Company can return any or all of the inventory to the relevant suppliers without financial or commercial penalties and the supplier can adjust the inventory costs prior to sale. 50 Table of Contents CRITICAL ACCOUNTING ESTIMATES Critical accounting policies covering areas of greater complexity that are subject to the exercise of judgment due to the reliance on key estimates are listed below.
See Note 11 in Item 8 for further detail on the Company’s other operating income (expense), net. 40 Table of Contents Comparison of Fiscal 2024 to Prior Year Fiscal 2024 Fiscal 2023 (in millions, except per share amounts) $ % of sales $ % of sales Sales $ 7,171.1 100.0 % $ 7,842.1 100.0 % Cost of sales (4,345.7) (60.6) (4,790.0) (61.1) Gross margin 2,825.4 39.4 3,052.1 38.9 Selling, general and administrative expenses (2,197.7) (30.6) (2,214.6) (28.2) Asset impairments, net (9.1) (0.1) (22.7) (0.3) Other operating income (expense), net 2.9 — (209.9) (2.7) Operating income 621.5 8.7 604.9 7.7 Interest income (expense), net 18.7 0.3 (13.5) (0.2) Other non-operating expense, net (0.4) — (140.2) (1.8) Income before income taxes 639.8 8.9 451.2 5.8 Income taxes 170.6 2.4 (74.5) (1.0) Net income 810.4 11.3 376.7 4.8 Dividends on redeemable convertible preferred shares (34.5) (0.5) (34.5) (0.4) Net income attributable to common shareholders $ 775.9 10.8 % $ 342.2 4.4 % Diluted earnings per share $ 15.01 nm $ 6.64 nm nm Not meaningful.
Comparison of Fiscal 2025 to Prior Year Fiscal 2025 Fiscal 2024 (in millions, except per share amounts) $ % of sales $ % of sales Sales $ 6,703.8 100.0 % $ 7,171.1 100.0 % Cost of sales (4,078.2) (60.8) (4,345.7) (60.6) Gross margin 2,625.6 39.2 2,825.4 39.4 Selling, general and administrative expenses (2,122.6) (31.7) (2,197.7) (30.6) Asset impairments, net (372.0) (5.5) (9.1) (0.1) Other operating (expense) income, net (20.3) (0.3) 2.9 — Operating income 110.7 1.7 621.5 8.7 Interest income, net 9.8 0.1 18.7 0.3 Other non-operating income (expense), net 3.7 0.1 (0.4) — Income before income taxes 124.2 1.9 639.8 8.9 Income taxes (63.0) (0.9) 170.6 2.4 Net income 61.2 0.9 810.4 11.3 Dividends on redeemable convertible preferred shares (96.8) (1.4) (34.5) (0.5) Net (loss) income attributable to common shareholders $ (35.6) (0.5) % $ 775.9 10.8 % Diluted (loss) earnings per share $ (0.81) nm $ 15.01 nm nm Not meaningful.
The Company believes that the estimates and assumptions related to sales and operating income trends, discount rates, royalty rates and other assumptions are reasonable, but they are subject to change from period to period.
The Company will continue to monitor events or circumstances that could trigger the need for an interim impairment test. The Company believes that the estimates and assumptions related to sales and operating income trends, discount rates, royalty rates and other assumptions are reasonable, but they are subject to change from period to period.
Accounts payable decreased in the current year primarily as a result of lower inventory purchases and payment timing. • Cash used by accrued expenses and other liabilities was $251.1 million compared to a source of $120.0 million in the prior year period.
Accounts payable increased in the current year primarily as a result of replenishment of inventory, including new assortments, in the current year. • Cash used by accrued expenses and other liabilities was $31.2 million compared to a use of $251.1 million in the prior year period.
Free cash flow and adjusted free cash flow are indicators frequently used by management in evaluating its overall liquidity needs and determining appropriate capital allocation strategies. Free cash flow and adjusted free cash flow do not represent the residual cash flow available for discretionary purposes.
Free cash flow is an indicator frequently used by management to evaluate its overall liquidity needs and determine appropriate capital allocation strategies. Free cash flow does not represent the residual cash flow available for discretionary purposes.
Refer to Note 10 of Item 8 for additional information. 47 Table of Contents 5. Adjusted debt and adjusted net debt leverage ratios The adjusted debt and adjusted net debt leverage ratios are non-GAAP measures calculated by dividing Signet’s adjusted debt or adjusted net debt by adjusted EBITDAR.
(10) Relates to the impact of the deferred income tax benefit from the Bermuda economic transition adjustment. Refer to Note 10 of Item 8 for additional information. 5. Leverage ratios The debt and net debt leverage ratios are non-GAAP measures calculated by dividing Signet’s debt or net debt by adjusted EBITDA.
North America sales The North America reportable segment’s total sales were $2.4 billion compared to $2.5 billion in the prior year quarter, or a decrease of 6.1%.
(3) Includes sales from Signet’s diamond sourcing operation. nm Not meaningful. 40 Table of Contents North America sales The North America reportable segment’s total sales were $2.2 billion compared to $2.4 billion in the prior year quarter, or a decrease of 5.6%.
Net cash used in financing activities in Fiscal 2023 was $490.0 million, consisting of the repurchase of $376.1 million of common shares, preferred and common share dividends paid of $69.5 million, and payments for taxes withheld related to the settlement of the Company’s share-based compensation awards of $44.4 million.
Financing activities Net cash used in financing activities in Fiscal 2025 was $1.2 billion, primarily consisting of the repurchase of the Preferred Shares of $813.8 million, the repayment of the Senior Notes of $147.8 million upon maturity, the repurchase of $138.0 million of common shares, preferred and common share dividends paid of $67.1 million, and payments for taxes withheld related to the settlement of the Company’s share-based compensation awards of $28.5 million.
The breakdown of the fourth quarter sales performance by reportable segment is set out in the table below: Change from previous year Fourth Quarter of Fiscal 2024 Same store sales Non-same store sales, net Impact of 14 th week on total sales Total sales at constant exchange rate (1) Exchange translation impact Total sales as reported Total sales (in millions) North America reportable segment (10.0) % — % 3.9 % (6.1) % — % (6.1) % $ 2,350.4 International reportable segment (1.0) % (14.3) % 3.9 % (11.4) % 3.9 % (7.5) % $ 141.7 Other reportable segment (2) nm nm nm nm nm nm $ 5.5 Signet (9.6) % (0.9) % 3.9 % (6.6) % 0.3 % (6.3) % $ 2,497.6 (1) The Company provides the period-over-period change in total sales excluding the impact of foreign currency fluctuations, which is a non-GAAP measure, to provide transparency to performance and enhance investors’ understanding of underlying business trends.
The breakdown of the fourth quarter sales performance by reportable segment is set out in the table below: Change from previous year Fourth Quarter of Fiscal 2025 Same store sales (1) Non-same store sales, net Impact of 14 th week on total sales Total sales at constant exchange rate (2) Exchange translation impact Total sales as reported Total reported sales (in millions) North America reportable segment (1.1) % (0.7) % (3.6) % (5.4) % (0.2) % (5.6) % $ 2,219.5 International reportable segment (1.5) % (3.9) % (5.6) % (11.0) % 0.1 % (10.9) % $ 126.2 Other reportable segment (3) nm nm nm nm nm nm $ 6.9 Signet (1.1) % (0.9) % (3.7) % (5.7) % (0.1) % (5.8) % $ 2,352.6 (1) The 53rd week in Fiscal 2024 has resulted in a shift as the current fiscal year began a week later than the previous fiscal year.
Exchange translation impact Monthly average exchange rates are used to prepare the Company’s consolidated statements of operations.
Refer to Item 1 for additional information on the Company’s business, markets and strategy. Exchange translation impact Monthly average exchange rates are used to prepare the Company’s consolidated statements of operations.
The impairment test for other indefinite-lived intangible assets involves estimating the fair value of the asset, which is typically performed using the relief from royalty method for indefinite-lived trade names.
The quantitative impairment test for goodwill involves estimating the fair value of the reporting unit through either estimated discounted future cash flows, market-based methodologies, or a combination of both. The impairment test for other indefinite-lived intangible assets involves estimating the fair value of the asset, which is typically performed using the relief from royalty method for indefinite-lived trade names.
During Fiscal 2024, the Company invested $125.5 million for capital expenditures and $58.3 million related to investments in digital and cloud IT initiatives.
The Company also invested $153.0 million for capital expenditures and $47.4 million related to investments in digital and cloud IT initiatives in Fiscal 2025.
Market and operating conditions The Company faces a highly competitive and dynamic retail landscape throughout the geographies where it does business, as well as a challenging global macro-economic environment as described above impacting the jewelry industry. Refer to Item 1 for further information on the Company’s business, markets and strategy.
See “Forward-Looking Statements” above as well as the “Risk Factors” section within Item 1A. 37 Table of Contents Market and operating conditions The Company faces a highly competitive and dynamic retail landscape throughout the geographies where it does business, as well as a challenging global macro-economic environment as described above impacting the jewelry industry.
Non-GAAP diluted EPS Non-GAAP diluted EPS is a non-GAAP measure defined as diluted EPS excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period. Management finds the information useful when analyzing financial results in order to appropriately evaluate the performance of the business without the impact of these certain items.
Refer to Note 28 of Item 8 for additional information. 4. Adjusted diluted EPS Adjusted diluted EPS is a non-GAAP measure defined as diluted EPS excluding the impact of certain items which management believes are not necessarily reflective of normal operational performance during a period.
Additionally, if events or conditions were to indicate the carrying value of a reporting unit or an indefinite-lived intangible asset may be greater than its fair value, the Company would evaluate the reporting unit or asset for impairment at that time. Impairment testing compares the carrying amount of the reporting unit or other indefinite-lived intangible assets with its fair value.
Goodwill and other indefinite-lived intangible assets are evaluated for impairment annually as of the end of the fourth reporting period, or more often if events or conditions were to indicate the carrying value of a reporting unit or an indefinite-lived intangible asset may be greater than its fair value.
Customers generally pay for ESP at the store or online at the time of merchandise sale. Revenue from the sale of the lifetime ESP is recognized consistent with the estimated patterns of claim costs expected to be incurred by the Company in connection with performing under the ESP obligations.
Revenue from the sale of the lifetime ESP is recognized consistent with the estimated patterns of claim costs expected to be incurred by the Company in connection with performing under the ESP obligations. Lifetime ESP revenue is deferred and recognized over a maximum of 13 years after the sale of the warranty contract.

… 232 more changes not shown on this page.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

16 edited+1 added−2 removed11 unchanged
Biggest changeAn analysis quantifying the fair value change in derivative financial instruments held by Signet to manage its exposure to foreign exchange rates is detailed in Note 20 of Item 8.
Biggest changeAn analysis quantifying the fair value change in derivative financial instruments held by Signet to manage its exposure to foreign exchange rates is detailed in Note 18 of Item 8. 53 Table of Contents Foreign Currency Exchange Rate Risk Approximately 91% of Signet’s total assets were held in entities whose functional currency is the US dollar at February 1, 2025 and the Company generated approximately 91% of its sales in US dollars in Fiscal 2025.
The interest rates earned on cash and cash equivalents will fluctuate in line with short-term interest rates. MARKET RISK MANAGEMENT POLICY The Finance Committee of the Board is responsible for monitoring market and liquidity risk within the Company’s treasury policies and guidelines framework, which are deemed to be appropriate by the Board for the management of market risk.
The interest rates earned on cash and cash equivalents will fluctuate in line with short-term interest rates. MARKET RISK MANAGEMENT POLICY The Finance Committee of the Board is responsible for monitoring market and liquidity risk within the Company’s treasury policies and guidelines framework, which are deemed to be appropriate by the Board for the management of market risk and liquidity.
Signet’s exposure to market risk is managed by Signet’s senior management. Where deemed necessary to achieve the objective of reducing market risk volatility on Signet’s operating results, certain derivative instruments are entered into after review and approval by the Company’s Chief Financial Officer (“CFO”). Signet uses derivative financial instruments for risk management purposes only.
Signet’s exposure to market risk is managed by Signet’s senior management. Where deemed necessary to achieve the objective of reducing market risk volatility on Signet’s operating results, certain derivative instruments are entered into after review and approval by the Company’s Chief Operating and Financial Officer (“CFO”). Signet uses derivative financial instruments for risk management purposes only.
These contracts are entered into with large, reputable financial institutions, thereby minimizing the credit exposure from the Company’s counterparties. Signet has significant amounts of cash and cash equivalents invested at several financial institutions. The amount invested at each financial institution takes into account the long-term credit rating and size of the financial institution.
These contracts are entered into with large, reputable financial institutions, thereby minimizing the credit exposure from the Company’s counterparties. Signet has significant amounts of cash and cash equivalents held at several financial institutions. The amounts held at each financial institution takes into account the long-term credit rating and size of the financial institution.
Any depreciation in the value of the US dollar against the British pound or Canadian dollar could increase reported revenues and operating profit and any appreciation in the value of the US dollar against the British pound or Canadian dollar could decrease reported revenues and operating profit.
Any depreciation in the value of the US dollar against the British pound or Canadian dollar could increase reported revenues and operating income and any appreciation in the value of the US dollar against the British pound or Canadian dollar could decrease reported revenues and operating income.
As of February 3, 2024, a hypothetical 100 basis point increase in interest rates would result in no additional annual interest expense since all of the Company’s variable rate debt has been repaid.
As of February 1, 2025, a hypothetical 100 basis point increase in interest rates would result in no additional annual interest expense since all of the Company’s variable rate debt has been repaid.
Fair value gains (losses) arising from: (in millions) Fair Value February 3, 2024 10% depreciation of $ against £ 10% depreciation of $ against C$ Fair Value January 28, 2023 Foreign exchange contracts $ (0.2) $ 0.7 $ 4.5 $ (0.6) The amounts generated from the sensitivity analysis quantify the impact of market risk assuming that certain adverse market conditions, specified in the table above, occur.
Fair value gains (losses) arising from: (in millions) Fair Value February 1, 2025 10% depreciation of $ against £ 10% depreciation of $ against C$ Fair Value February 3, 2024 Foreign exchange contracts $ (0.3) $ 2.5 $ 4.8 $ (0.2) The amounts generated from the sensitivity analysis quantify the impact of market risk assuming that certain adverse market conditions, specified in the table above, occur.
In translating the results of the International reportable segment and the Canadian subsidiary of the North America reportable segment, Signet’s results are subject to fluctuations in the exchange rates between the US dollar and both the British pound and Canadian dollar.
Remaining assets and sales are primarily in British pounds and Canadian dollars. In translating the results of the International reportable segment and the Canadian subsidiary of the North America reportable segment, Signet’s results are subject to fluctuations in the exchange rates between the US dollar and both the British pound and Canadian dollar.
In Fiscal 2024, approximately 32% of the International reportable segment’s goods purchased were transacted in US dollars (Fiscal 2023: 32%). Signet holds a fluctuating amount of British pounds reflecting the cash generating characteristics of the International reportable segment.
In Fiscal 2025, approximately 31% of the International reportable segment’s goods purchased were transacted in US dollars (Fiscal 2024: 32%). Signet holds a fluctuating amount of British pounds and Canadian dollars reflecting the cash generative characteristics of operations.
There were no foreign exchange contracts outstanding in other foreign currencies as of February 3, 2024. 58 Table of Contents
There were no foreign exchange contracts outstanding in other foreign currencies as of February 1, 2025. 55 Table of Contents
This exposure is driven by both the currency denomination of the cash or debt, the mix of fixed and floating rate debt used, the type of cash investments and the total amount of cash and debt outstanding.
Interest Rate Risk Signet’s interest income and expense is exposed to volatility in interest rates. This exposure is driven by both the currency denomination of the cash or debt, the mix of fixed and floating rate debt used, the type of cash investments and the total amount of cash and debt outstanding.
In order to manage the foreign exchange exposure and minimize the level of British pound cash held by Signet, the British pound denominated subsidiaries periodically pay dividends as needed to their immediate holding companies and excess British pounds are sold in exchange for US dollars.
In order to manage the foreign exchange exposure and minimize the level of funds denominated in British pounds and Canadian dollars, dividends are paid regularly by subsidiaries to their immediate holding companies and excess British pounds and Canadian dollars are sold in exchange for US dollars.
When deemed appropriate by management, it is Signet’s policy to minimize the impact of precious metal commodity price volatility on operating results through the use of commodity forward purchase contracts, or by entering into either purchase options or net zero premium collar arrangements, within treasury guidelines and approved by the Signet CFO.
When deemed appropriate by management, Signet’s policy is to reduce the impact of precious metal commodity price volatility on operating results through the use of outright forward purchases of, or by entering into options to purchase, precious metals within treasury guidelines approved by the CFO.
The estimated changes in the fair value for foreign exchange rates are based on a 10% depreciation of the US dollar against British pound and Canadian dollar from the levels applicable at February 3, 2024 with all other variables remaining constant.
The fair value of derivative financial instruments is determined based on market value equivalents at period end, taking into account the current foreign currency forward rates. 54 Table of Contents The estimated changes in the fair value for foreign exchange rates are based on a 10% depreciation of the US dollar against British pound and Canadian dollar from the levels applicable at February 1, 2025 with all other variables remaining constant.
Signet’s objective is to minimize net foreign exchange exposure to the consolidated statements of operations on British pound denominated items through managing this level of cash, British pound denominated intercompany balances and US dollar to 57 Table of Contents British pound swaps.
The Company’s objective is to minimize net foreign exchange exposure to the consolidated statements of operations on non-US dollar denominated items through managing cash levels, non-US dollar denominated intra-entity balances and foreign currency exchange contracts and swaps.
The sensitivity scenarios are intended to allow an expected risk measure to be applied to the scenarios, as opposed to the scenarios themselves being an indicator of the maximum expected risk. The fair value of derivative financial instruments is determined based on market value equivalents at period end, taking into account the current foreign currency forward rates.
The sensitivity scenarios are intended to allow an expected risk measure to be applied to the scenarios, as opposed to the scenarios themselves being an indicator of the maximum expected risk.
Removed
Foreign Currency Exchange Rate Risk Approximately 91% of Signet’s total assets were held in entities whose functional currency is the US dollar at February 3, 2024 and the Company generated approximately 91% of its sales in US dollars in Fiscal 2024. Remaining assets and sales are primarily in British pounds and Canadian dollars.
Added
In particular, when price and volume warrant such actions, Signet undertakes hedging of its requirements for gold through the use of forward purchase contracts, options and net zero premium collar arrangements (a combination of forwards and option contracts). It is not possible to hedge against fluctuations in the cost of diamonds.
Removed
It is not possible to hedge against fluctuations in the cost of diamonds. Interest Rate Risk Signet’s interest income and expense is exposed to volatility in interest rates.

Other SIG 10-K year-over-year comparisons